Vidler Water Resources (VWTR) 10-Q 11 May 21 2021 Q1 Quarterly report Financial data

Cover Page

Cover Page - shares	3 Months Ended
	Mar. 31, 2021	Apr. 30, 2021
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2021
Document Transition Report	false
Entity File Number	033-36383
Entity Registrant Name	VIDLER WATER RESOURCES, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	94-2723335
Entity Address, Address Line One	3480 GS Richards Blvd, Suite 101
Entity Address, City or Town	Carson City
Entity Address, State or Province	NV
Entity Address, Postal Zip Code	89703
City Area Code	775
Local Phone Number	885-5000
Title of 12(b) Security	Common Stock, par Value $0.001
Trading Symbol	VWTR
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		18,384,170
Amendment Flag	false
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--12-31
Entity Central Index Key	0000830122

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - Unaudited - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Assets
Cash and cash equivalents	$ 9,491	$ 9,388
Real estate and tangible water assets, net	39,374	39,374
Intangible assets	120,070	120,445
Right of use assets, net	358	396
Deferred income tax asset	9,158	9,340
Other assets	1,526	1,503
Total assets	179,977	180,446
Liabilities and equity
Lease liabilities	358	396
Other liabilities	1,332	1,516
Accounts payable and accrued expenses	430	264
Total liabilities	2,120	2,176
Commitments and contingencies (Note 4)
Preferred stock, $0.001 par value; authorized 10,000 shares, none issued
Common stock, $0.001 par value; authorized 100,000 shares, 18,482 issued and 18,476 outstanding at March 31, 2021, and 18,586 issued and 18,583 outstanding at December 31, 2020	18	19
Additional paid-in capital	331,373	332,290
Accumulated deficit	(153,477)	(154,009)
Treasury stock, at cost (common shares:6 at March 31, 2021 and 3 at December 31, 2020)	(57)	(30)
Total shareholders’ equity	177,857	178,270
Total liabilities and shareholders’ equity	$ 179,977	$ 180,446

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets - Unaudited (Parenthetical) - $ / shares	Mar. 31, 2021	Dec. 31, 2020
Preferred stock
Par value (in dollars per share)	$ 0.001	$ 0.001
Shares authorized (in shares)	10,000,000	10,000,000
Shares issued (in shares)	0	0
Common stock
Par value (in dollars per share)	$ 0.001	$ 0.001
Shares authorized (in shares)	100,000,000	100,000,000
Shares issued (in shares)	18,482,000	18,586,000
Shares outstanding (in shares)	18,476,000	18,583,000
Treasury stock
Common shares held (in shares)	6,000	3,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - Unaudited - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Revenues and other income:
Sale of real estate and water assets	$ 2,718	$ 40
Other income, net	215	189
Total revenues and other income	2,933	229
Cost of sales and expenses:
Cost of real estate and water assets sold	375	13
General, administrative, and other	1,796	1,925
Depreciation and amortization	48	102
Total cost of sales and expenses	2,219	2,040
Income (loss) before income taxes	714	(1,811)
Provision for federal and state income taxes	(182)	0
Net income (loss)	$ 532	$ (1,811)
Net income (loss) per common share – basic and diluted (in dollars per share)	$ 0.03	$ (0.09)
Weighted average shares outstanding (in shares)	18,544	19,654

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Equity - Unaudited - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Treasury Stock
Beginning balance (in shares) at Dec. 31, 2019		20,067,000
Beginning balance at Dec. 31, 2019	$ 178,255	$ 20	$ 345,234	$ (164,010)	$ (2,989)
Beginning balance, treasury stock (in shares) at Dec. 31, 2019					284,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	475		475
Purchases of treasury stock (in shares)					398,000
Purchases of treasury stock	(3,629)				$ (3,629)
Retirement of treasury stock (in shares)		(637,000)			(637,000)
Retirement of treasury stock	0	$ (1)	(6,265)		$ 6,266
Net income (loss)	(1,811)			(1,811)
Ending balance (in shares) at Mar. 31, 2020		19,430,000
Ending balance at Mar. 31, 2020	$ 173,290	$ 19	339,444	(165,821)	$ (352)
Ending balance, treasury stock (in shares) at Mar. 31, 2020					45,000
Beginning balance (in shares) at Dec. 31, 2020	18,586,000	18,586,000
Beginning balance at Dec. 31, 2020	$ 178,270	$ 19	332,290	(154,009)	$ (30)
Beginning balance, treasury stock (in shares) at Dec. 31, 2020	3,000				3,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	$ 42		42
Purchases of treasury stock (in shares)					107,000
Purchases of treasury stock	(986)				$ (986)
Retirement of treasury stock (in shares)		(104,000)			(104,000)
Retirement of treasury stock	(1)	$ (1)	(959)		$ 959
Net income (loss)	$ 532			532
Ending balance (in shares) at Mar. 31, 2021	18,482,000	18,482,000
Ending balance at Mar. 31, 2021	$ 177,857	$ 18	$ 331,373	$ (153,477)	$ (57)
Ending balance, treasury stock (in shares) at Mar. 31, 2021	6,000				6,000

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - Unaudited - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Operating activities:
Cash provided by (used in) operating activities	$ 1,066	$ (2,875)
Net cash provided by (used in) operating activities	1,066	(2,875)
Investing activities:
Purchases of property, plant and equipment	0	(66)
Proceeds from sale of property, plant and equipment	23	24
Net cash provided by (used in) investing activities	23	(42)
Financing activities:
Purchases of treasury stock	(986)	(3,629)
Net cash used in financing activities	(986)	(3,629)
Increase (decrease) in cash and cash equivalents	103	(6,546)
Cash and cash equivalents, beginning of the period	9,388	18,169
Cash and cash equivalents, end of the period	$ 9,491	$ 11,623

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation and Summary of Significant Accounting Policies	Basis of Presentation and Summary of Significant Accounting Policies The accompanying unaudited, condensed consolidated financial statements of Vidler Water Resources, Inc. and subsidiaries (collectively, the “Company” or “Vidler”) have been prepared in accordance with the interim reporting requirements of Form 10-Q, pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all of the information and notes required by generally accepted accounting principles in the United States of America (“U.S. GAAP”) for complete consolidated financial statements. In the opinion of management, all adjustments and reclassifications considered necessary for a fair and comparable presentation of the financial statements presented have been included and are of a normal recurring nature. Operating results presented are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC. Smaller Reporting Company The Company qualifies as a smaller reporting company (“SRC”) under the SEC’s definition and therefore certain disclosures that are no longer required have been removed in accordance with the SEC’s disclosure requirements for SRCs. Use of Estimates in Preparation of Financial Statements The preparation of condensed consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses for each reporting period. The significant estimates made in the preparation of the Company’s condensed consolidated financial statements relate to intangibles, real estate and water assets, deferred income taxes, stock based compensation and contingent liabilities. While management believes that the carrying value of such asset and liabilities were appropriate as of March 31, 2021 and comparative periods, it is reasonably possible that actual results could differ from the estimates upon which the carrying values were based.

Tangible Water Assets and Real

Tangible Water Assets and Real Estate, Net	3 Months Ended
	Mar. 31, 2021
Real Estate [Abstract]
Tangible Water Assets and Real Estate, Net	Tangible Water Assets and Real Estate, Net The costs assigned to the various components of tangible water assets and real estate, net, were as follows (in thousands): March 31, 2021 December 31, 2020 Real estate and improvements held and used, net of accumulated depreciation of $12,003 at each of March 31, 2021 and December 31, 2020 $ 9,469 $ 9,469 Other real estate inventories 3,359 3,359 Tangible water assets 26,546 26,546 Total real estate and tangible water assets $ 39,374 $ 39,374

Intangible Assets

Intangible Assets	3 Months Ended
	Mar. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	Intangible Assets The Company owned the following intangible assets, which primarily represent indefinite-lived intangible water assets (in thousands): March 31, 2021 December 31, 2020 Pipeline rights and water credits at Fish Springs Ranch $ 81,547 $ 81,574 Pipeline rights and water rights at Carson-Lyon 25,643 25,643 Other 12,880 13,228 Total intangible assets $ 120,070 $ 120,445

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies The Company leases its office under non-cancelable operating lease that expires in 2023. Rent expense for office space was $39,000 and $90,000 for the three months ended March 31, 2021 and 2020 respectively. Future minimum payments under all operating leases are as follows (in thousands): Year ending December 31, 2021 $ 118 2022 159 2023 81 Total $ 358 Neither the Company nor its subsidiaries are parties to any potentially material pending legal proceedings during the quarter. The Company is subject to legal proceedings described in Item 3 of the Company ’ s 10-K filed March 12, 2021 , which are incorporated herein by reference. There have been no material changes in the litigation since then. The Company is subject to various litigation matters that arise in the ordinary course of its business. Because litigation is inherently unpredictable and unfavorable results could occur, assessing contingencies is highly subjective and requires judgments about future events. When evaluating contingencies, the Company may be unable to provide a meaningful estimate due to a number of factors, including the procedural status of the matter in question, the presence of complex or novel legal theories, and/or the ongoing discovery and development of information important to the matters. In addition, damage amounts claimed in litigation against the Company may be unsupported, exaggerated or unrelated to possible outcomes, and as such, are not meaningful indicators of the potential liability. The Company regularly reviews contingencies to determine the adequacy of accruals and related disclosures. The amount of ultimate loss may differ from these estimates, and it is possible that the financial statements could be materially affected in any particular period by the unfavorable resolution of one or more of these contingencies. Whether any losses finally determined in any claim, action, investigation, or proceeding could reasonably have a material effect on the Company’s business, financial condition, results of operations, or cash flows will depend on a number of variables, including: the timing and amount of such losses; the structure and type of any remedies; the significance of the impact any such losses, damages or remedies may have on the Company’s condensed consolidated financial statements; and the unique facts and circumstances of the particular matter that may give rise to additional factors.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2021
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsNone.

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Use of Estimates in Preparation of Financial Statements	Use of Estimates in Preparation of Financial Statements The preparation of condensed consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses for each reporting period. The significant estimates made in the preparation of the Company’s condensed consolidated financial statements relate to intangibles, real estate and water assets, deferred income taxes, stock based compensation and contingent liabilities. While management believes that the carrying value of such asset and liabilities were appropriate as of March 31, 2021 and comparative periods, it is reasonably possible that actual results could differ from the estimates upon which the carrying values were based.

Tangible Water Assets and Rea_2

Tangible Water Assets and Real Estate, Net (Tables)	3 Months Ended
	Mar. 31, 2021
Real Estate [Abstract]
Costs Assigned to Various Components of Tangible Water Assets and Real Estate, Net	The costs assigned to the various components of tangible water assets and real estate, net, were as follows (in thousands): March 31, 2021 December 31, 2020 Real estate and improvements held and used, net of accumulated depreciation of $12,003 at each of March 31, 2021 and December 31, 2020 $ 9,469 $ 9,469 Other real estate inventories 3,359 3,359 Tangible water assets 26,546 26,546 Total real estate and tangible water assets $ 39,374 $ 39,374

Intangible Assets (Tables)

Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	The Company owned the following intangible assets, which primarily represent indefinite-lived intangible water assets (in thousands): March 31, 2021 December 31, 2020 Pipeline rights and water credits at Fish Springs Ranch $ 81,547 $ 81,574 Pipeline rights and water rights at Carson-Lyon 25,643 25,643 Other 12,880 13,228 Total intangible assets $ 120,070 $ 120,445

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Schedule of Future Minimum Rental Payments for Operating Leases	Future minimum payments under all operating leases are as follows (in thousands): Year ending December 31, 2021 $ 118 2022 159 2023 81 Total $ 358

Tangible Water Assets and Rea_3

Tangible Water Assets and Real Estate, Net (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Real Estate [Abstract]
Real estate and improvements held and used, net of accumulated depreciation of $12,003 at each of March 31, 2021 and December 31, 2020	$ 9,469	$ 9,469
Other real estate inventories	3,359	3,359
Tangible water assets	26,546	26,546
Total real estate and tangible water assets	39,374	39,374
Accumulated depreciation on real estate and improvements held and used	$ 12,003	$ 12,003

Intangible Assets (Details)

Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Indefinite-lived Intangible Assets [Line Items]
Intangible assets	$ 120,070	$ 120,445
Pipeline rights and water credits at Fish Springs Ranch
Indefinite-lived Intangible Assets [Line Items]
Intangible assets	81,547	81,574
Pipeline rights and water rights at Carson-Lyon
Indefinite-lived Intangible Assets [Line Items]
Intangible assets	25,643	25,643
Other
Indefinite-lived Intangible Assets [Line Items]
Intangible assets	$ 12,880	$ 13,228

Commitments and Contingencies -

Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Rent expense	$ 39	$ 90

Commitments and Contingencies_2

Commitments and Contingencies - Future Minimum Payments Under Operating Leases (Details) $ in Thousands	Mar. 31, 2021USD ($)
Commitments and Contingencies Disclosure [Abstract]
2021	$ 118
2022	159
2023	81
Total	$ 358