Vidler Water Resources (VWTR) 10-Q 11 Aug 21 2021 Q2 Quarterly report Financial data

Cover Page

Cover Page - shares	6 Months Ended
	Jun. 30, 2021	Jul. 30, 2021
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 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	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		18,339,827
Amendment Flag	false
Document Fiscal Period Focus	Q2
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	Jun. 30, 2021	Dec. 31, 2020
Assets
Cash and cash equivalents	$ 7,915	$ 9,388
Real estate and tangible water assets, net	38,917	39,374
Intangible assets	120,361	120,445
Right of use assets, net	319	396
Deferred income tax asset	9,236	9,340
Other assets	1,724	1,503
Total assets	178,472	180,446
Liabilities and equity
Lease liabilities	319	396
Other liabilities	1,273	1,516
Accounts payable and accrued expenses	462	264
Total liabilities	2,054	2,176
Commitments and contingencies
Preferred stock, $0.001 par value; authorized 10,000 shares, none issued
Common stock, $0.001 par value; authorized 100,000 shares, 18,347 issued and 18,347 outstanding at June 30, 2021, and 18,586 issued and 18,583 outstanding at December 31, 2020	18	19
Additional paid-in capital	330,155	332,290
Accumulated deficit	(153,755)	(154,009)
Treasury stock, at cost (common shares:— at June 30, 2021 and 3 at December 31, 2020)	0	(30)
Total shareholders’ equity	176,418	178,270
Total liabilities and shareholders’ equity	$ 178,472	$ 180,446

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets - Unaudited (Parenthetical) - $ / shares	Jun. 30, 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)	18,347,000	18,586,000
Shares outstanding (in shares)	18,347,000	18,583,000
Treasury stock
Common shares held (in shares)	0	3,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - Unaudited - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Revenues and other income:
Sale of real estate and water assets	$ 2,148	$ 3,781	$ 4,866	$ 3,821
Other income, net	238	64	453	253
Total revenues and other income	2,386	3,845	5,319	4,074
Cost of sales and expenses:
Cost of real estate and water assets sold	855	279	1,230	292
General, administrative, and other	1,838	1,614	3,634	3,539
Depreciation and amortization	49	88	97	190
Total cost of sales and expenses	2,742	1,981	4,961	4,021
Income (loss) before income taxes	(356)	1,864	358	53
Benefit (provision) for federal and state income taxes	78	0	(104)	0
Net income (loss)	$ (278)	$ 1,864	$ 254	$ 53
Net income (loss) per common share – basic (in dollars per share)	$ (0.02)	$ 0.10	$ 0.01	$ 0
Net income (loss) per common share – diluted (in dollars per share)	$ (0.02)	$ 0.10	$ 0.01	$ 0
Weighted average shares outstanding, basic (in shares)	18,382	19,281	18,463	19,468
Weighted average shares outstanding, diluted (in shares)	18,382	19,281	18,463	19,468

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Equity - Unaudited - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Treasury Stock
Balance at beginning of period (in shares) at Dec. 31, 2019		20,067,000
Balance at beginning of period at Dec. 31, 2019	$ 178,255	$ 20	$ 345,234	$ (164,010)	$ (2,989)
Balance at beginning of period, 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)
Balance at end of period (in shares) at Mar. 31, 2020		19,430,000
Balance at end of period at Mar. 31, 2020	173,290	$ 19	339,444	(165,821)	$ (352)
Balance at end of period, treasury stock (in shares) at Mar. 31, 2020					45,000
Balance at beginning of period (in shares) at Dec. 31, 2019		20,067,000
Balance at beginning of period at Dec. 31, 2019	178,255	$ 20	345,234	(164,010)	$ (2,989)
Balance at beginning of period, treasury stock (in shares) at Dec. 31, 2019					284,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	53
Balance at end of period (in shares) at Jun. 30, 2020		19,038,000
Balance at end of period at Jun. 30, 2020	172,314	$ 19	336,341	(163,957)	$ (89)
Balance at end of period, treasury stock (in shares) at Jun. 30, 2020					11,000
Balance at beginning of period (in shares) at Mar. 31, 2020		19,430,000
Balance at beginning of period at Mar. 31, 2020	173,290	$ 19	339,444	(165,821)	$ (352)
Balance at beginning of period, treasury stock (in shares) at Mar. 31, 2020					45,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	22		22
Purchases of treasury stock (in shares)					358,000
Purchases of treasury stock	(2,862)				$ (2,862)
Retirement of treasury stock (in shares)		(392,000)			(392,000)
Retirement of treasury stock	0		(3,125)		$ 3,125
Net income (loss)	1,864			1,864
Balance at end of period (in shares) at Jun. 30, 2020		19,038,000
Balance at end of period at Jun. 30, 2020	$ 172,314	$ 19	336,341	(163,957)	$ (89)
Balance at end of period, treasury stock (in shares) at Jun. 30, 2020					11,000
Balance at beginning of period (in shares) at Dec. 31, 2020	18,586,000	18,586,000
Balance at beginning of period at Dec. 31, 2020	$ 178,270	$ 19	332,290	(154,009)	$ (30)
Balance at beginning of period, 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
Balance at end of period (in shares) at Mar. 31, 2021		18,482,000
Balance at end of period at Mar. 31, 2021	$ 177,857	$ 18	331,373	(153,477)	$ (57)
Balance at end of period, treasury stock (in shares) at Mar. 31, 2021					6,000
Balance at beginning of period (in shares) at Dec. 31, 2020	18,586,000	18,586,000
Balance at beginning of period at Dec. 31, 2020	$ 178,270	$ 19	332,290	(154,009)	$ (30)
Balance at beginning of period, treasury stock (in shares) at Dec. 31, 2020	3,000				3,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	$ 254
Balance at end of period (in shares) at Jun. 30, 2021	18,347,000	18,347,000
Balance at end of period at Jun. 30, 2021	$ 176,418	$ 18	330,155	(153,755)	$ 0
Balance at end of period, treasury stock (in shares) at Jun. 30, 2021	0				0
Balance at beginning of period (in shares) at Mar. 31, 2021		18,482,000
Balance at beginning of period at Mar. 31, 2021	$ 177,857	$ 18	331,373	(153,477)	$ (57)
Balance at beginning of period, treasury stock (in shares) at Mar. 31, 2021					6,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	22		22
Exercise of restricted stock units (in shares)		1,000
Withholding taxes paid on vested restricted stock units	(6)		(6)
Purchases of treasury stock (in shares)					130,000
Purchases of treasury stock	(1,177)				$ (1,177)
Retirement of treasury stock (in shares)		(136,000)			(136,000)
Retirement of treasury stock	0		(1,234)		$ 1,234
Net income (loss)	$ (278)			(278)
Balance at end of period (in shares) at Jun. 30, 2021	18,347,000	18,347,000
Balance at end of period at Jun. 30, 2021	$ 176,418	$ 18	$ 330,155	$ (153,755)	$ 0
Balance at end of period, treasury stock (in shares) at Jun. 30, 2021	0				0

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - Unaudited - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Operating activities:
Cash provided by (used in) operating activities	$ 681	$ (352)
Net cash provided by (used in) operating activities	681	(352)
Investing activities:
Purchases of property, plant and equipment	(8)	(66)
Proceeds from sale of property, plant and equipment	23	24
Net cash provided by (used in) investing activities	15	(42)
Financing activities:
Payment of withholding taxes on exercise of restricted stock units	(6)	0
Purchases of treasury stock	(2,163)	(6,491)
Net cash used in financing activities	(2,169)	(6,491)
Decrease in cash and cash equivalents	(1,473)	(6,885)
Cash and cash equivalents, beginning of the period	9,388	18,169
Cash and cash equivalents, end of the period	$ 7,915	$ 11,284

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 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 June 30, 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	6 Months Ended
	Jun. 30, 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): June 30, 2021 December 31, 2020 Real estate and improvements held and used, net of accumulated depreciation of $12,003 at each of June 30, 2021, and December 31, 2020 $ 9,469 $ 9,469 Other real estate inventories 3,359 3,359 Tangible water assets 26,089 26,546 Total real estate and tangible water assets $ 38,917 $ 39,374

Intangible Assets

Intangible Assets	6 Months Ended
	Jun. 30, 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): June 30, 2021 December 31, 2020 Pipeline rights and water credits at Fish Springs Ranch $ 81,160 $ 81,574 Pipeline rights and water rights at Carson-Lyon 26,324 25,643 Other 12,877 13,228 Total intangible assets $ 120,361 $ 120,445

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies The Company leases its office under a non-cancelable operating lease that expires in 2023. Rent expense for office space was $39,000 and $76,000 for the three months ended June 30, 2021 and 2020, respectively, and $77,000 and $166,000 for the six months ended June 30, 2021 and 2020, respectively. Future minimum payments under all operating leases are as follows (in thousands): Year ending December 31, 2021 $ 79 2022 159 2023 81 Total $ 319 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	6 Months Ended
	Jun. 30, 2021
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsNone.

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 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 June 30, 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)	6 Months Ended
	Jun. 30, 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): June 30, 2021 December 31, 2020 Real estate and improvements held and used, net of accumulated depreciation of $12,003 at each of June 30, 2021, and December 31, 2020 $ 9,469 $ 9,469 Other real estate inventories 3,359 3,359 Tangible water assets 26,089 26,546 Total real estate and tangible water assets $ 38,917 $ 39,374

Intangible Assets (Tables)

Intangible Assets (Tables)	6 Months Ended
	Jun. 30, 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): June 30, 2021 December 31, 2020 Pipeline rights and water credits at Fish Springs Ranch $ 81,160 $ 81,574 Pipeline rights and water rights at Carson-Lyon 26,324 25,643 Other 12,877 13,228 Total intangible assets $ 120,361 $ 120,445

Commitments and Contingencies (

Commitments and Contingencies (Tables)	6 Months Ended
	Jun. 30, 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 $ 79 2022 159 2023 81 Total $ 319

Tangible Water Assets and Rea_3

Tangible Water Assets and Real Estate, Net (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Real Estate [Abstract]
Real estate and improvements held and used, net of accumulated depreciation of $12,003 at each of June 30, 2021, and December 31, 2020	$ 9,469	$ 9,469
Other real estate inventories	3,359	3,359
Tangible water assets	26,089	26,546
Total real estate and tangible water assets	38,917	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	Jun. 30, 2021	Dec. 31, 2020
Indefinite-lived Intangible Assets [Line Items]
Intangible assets	$ 120,361	$ 120,445
Pipeline rights and water credits at Fish Springs Ranch
Indefinite-lived Intangible Assets [Line Items]
Intangible assets	81,160	81,574
Pipeline rights and water rights at Carson-Lyon
Indefinite-lived Intangible Assets [Line Items]
Intangible assets	26,324	25,643
Other
Indefinite-lived Intangible Assets [Line Items]
Intangible assets	$ 12,877	$ 13,228

Commitments and Contingencies -

Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
Rent expense	$ 39	$ 76	$ 77	$ 166

Commitments and Contingencies_2

Commitments and Contingencies - Future Minimum Payments Under Operating Leases (Details) $ in Thousands	Jun. 30, 2021USD ($)
Commitments and Contingencies Disclosure [Abstract]
2021	$ 79
2022	159
2023	81
Total	$ 319