UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

 

(Mark One)

 

☑ 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2021

For the quarterly period ended September 30, 2017

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to ___________
Commission file number: 0-52577

For the transition period from

Commission file number: 0-52577

ff20200331_10qimg001.jpg

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware  

 

20-3340900

(State or Other Jurisdiction of 

 

(IRS Employer Identification No.)

Incorporation or Organization) 

 

 

8235ForsythBlvd.,Suite400, St Louis, Missouri  63105
(Address of Principal Executive Offices)(Zip Code)
(314) 854-8352
(Registrant’s Telephone Number, Including Area Code)

8235ForsythBlvd.,Suite400

St. Louis, Missouri 63105

(AddressSecurities registered pursuant to Section 12(b) of Principal Executive Offices)the Act:

 

(314) 854-8352

(Registrant’s Telephone Number, Including Area Code)

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock

FF

NYSE

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes   No

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes   No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and “smaller reporting“emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

 

 

Large accelerated filer   ☐  

 

Accelerated filer 

√ 

 

Non-accelerated filer     ☐  

 

Smaller reporting company

☐ 

 

(do not check if a smaller reporting company) 

 

Emerging growth company

 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No

 

Indicate the number of shares outstanding of each of the issuer’sissuer’s classes of common stock, as of November 9, 2017: 43,741,670 

2021: 43,763,243  

 


 

 

PART I FINANCIAL INFORMATION

   

Item 1. Financial Statements.

The following sets forth our unaudited consolidated balance sheet as of September 30, 2017, our audited consolidated balance sheet as of December 31, 2016, our unaudited consolidated statements of operations and comprehensive income for the three-month and nine-month periods ended September 30, 2017 and September 30, 2016, and our unaudited consolidated statements of cash flows for the nine-month periods ended September 30, 2017 and 2016.

 

FutureFuel Corp.

Consolidated Balance Sheets

AsofSeptember 30, 2017andDecember 31, 2016

(Dollars in thousands)

  

(Unaudited)

     
  

September 30, 2017

  

December 31, 2016

 

Assets

        

Cash and cash equivalents

 $113,245  $199,272 

Accounts receivable, inclusive of the blenders' tax credit of $0 and $5,495 and net of allowances for bad debt of $0 and $0, at September 30, 2017 and December 31, 2016, respectively

  21,278   24,359 

Accounts receivable �� related parties

  1,566   385 

Inventory

  43,523   52,093 

Income tax receivable

  14,962   20,508 

Prepaid expenses

  542   1,694 

Prepaid expenses – related parties

  16   12 

Marketable securities

  123,588   106,146 

Deferred financing costs

  144   144 

Other current assets

  1,467   669 

Total current assets

  320,331   405,282 

Property, plant and equipment, net

  111,777   118,152 

Intangible assets

  1,408   1,408 

Deferred financing costs

  216   325 

Other assets

  3,839   3,876 

Total noncurrent assets

  117,240   123,761 

Total Assets

 $437,571  $529,043 

Liabilities and Stockholders’ Equity

        

Accounts payable

 $24,224  $22,799 

Accounts payable – related parties

  4,034   1,254 

Deferred revenue – short-term

  6,100   5,530 

Contingent liability – short-term

  1,151   1,151 

Dividends payable

  2,625   110,688 

Accrued expenses and other current liabilities

  4,072   2,485 

Accrued expenses and other current liabilities – related parties

  -   142 

Total current liabilities

  42,206   144,049 

Deferred revenue – long-term

  13,002   16,792 

Other noncurrent liabilities

  3,396   3,325 

Noncurrent deferred income tax liability

  33,252   32,064 

Total noncurrent liabilities

  49,650   52,181 

Total liabilities

  91,856   196,230 

Commitments and contingencies:

        

Preferred stock, $0.0001 par value, 5,000,000 shares authorized, none issued and outstanding

  -   - 

Common stock, $0.0001 par value, 75,000,000 shares authorized, 43,741,670 and 43,749,970, issued and outstanding as of September 30, 2017 and December 31, 2016, respectively

  4   4 

Accumulated other comprehensive income

  8,152   3,540 

Additional paid in capital

  281,813   281,087 

Retained earnings

  55,746   48,182 

Total stockholders’ equity

  345,715   332,813 

Total Liabilities and Stockholders’ Equity

 $437,571  $529,043 

 

  

(Unaudited)

     
  September 30, 2021  

December 31, 2020

 

Assets

        

Cash and cash equivalents

 $116,787  $198,122 

Accounts receivable, inclusive of the blenders' tax credit of $12,679 and $8,300 at September 30, 2021 and December 31, 2020, respectively, and net of allowances for bad debt of $55 and $63 at September 30, 2021 and December 31, 2020, respectively

  26,473   21,387 

Accounts receivable – related parties

  82   1,426 

Inventory

  43,694   33,889 

Income tax receivable

  9,773   17,668 

Prepaid expenses

  838   3,967 

Prepaid expenses – related parties

  12   0 

Marketable securities

  45,164   64,404 

Other current assets

  1,732   1,742 

Total current assets

  244,555   342,605 

Property, plant and equipment, net

  84,343   91,544 

Intangible assets

  

-

   1,408 

Other noncurrent assets

  5,803   5,747 

Total noncurrent assets

  90,146   98,699 

Total Assets

 $

334,701

�� $441,304 

Liabilities and Stockholders Equity

        

Accounts payable, inclusive of the blenders' tax credit rebates due customers of $890 and $1,116 at September 30, 2021 and December 31, 2020, respectively

 $25,864  $12,453 

Accounts payable – related parties

  8,629   984 

Deferred revenue – short-term

  6,265   3,976 

Dividends payable

  

2,622

   10,498 

Accrued expenses and other current liabilities

  4,824   5,077 

Total current liabilities

  48,204   32,988 

Deferred revenue – long-term

  17,920   21,861 

Noncurrent deferred income tax liability

  128   12,332 

Other noncurrent liabilities

  1,886   2,240 

Total noncurrent liabilities

  19,934   36,433 

Total liabilities

  68,138   69,421 

Preferred stock, $0.0001 par value, 5,000,000 shares authorized, none issued and outstanding

  0   0 
Common stock, $0.0001 par value, 75,000,000 shares authorized, 43,763,243 and 43,743,243 issued and outstanding at September 30, 2021 and December 31, 2020, respectively  4   4 

Accumulated other comprehensive income

  155   208 

Additional paid in capital

  282,446   282,215 

Retained (deficit) earnings

  (16,042)  89,456 

Total stockholders’ equity

  266,563   371,883 

Total Liabilities and Stockholders Equity

 $334,701  $441,304 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

1



 

 

FutureFuel Corp.

Consolidated Statements of Operations and Comprehensive Income

FortheThreeMonths and Nine Months EndedSeptember 30, 2017 and 2016

(Dollars in thousands, except per share amounts)

(Unaudited)

 

  

Three months ended

September 30,

  

Nine months ended

September 30,

 
  

2017

  

2016

  

2017

  

2016

 

Revenue

 $77,106  $66,893  $198,726  $175,939 

Revenues – related parties

  500   2,413   1,039   7,881 

Cost of goods sold

  61,088   54,170   165,469   144,446 

Cost of goods sold – related parties

  9,880   3,384   17,995   6,819 

Distribution

  1,072   1,306   2,730   2,871 

Distribution – related parties

  40   127   117   340 

Gross profit

  5,526   10,319   13,454   29,344 

Selling, general, and administrative expenses

                

Compensation expense

  876   1,228   3,170   3,671 

Other expense

  477   505   1,562   1,668 

Related party expense

  38   57   138   146 

Research and development expenses

  935   688   2,535   2,113 
   2,326   2,478   7,405   7,598 

Income from operations

  3,200   7,841   6,049   21,746 

Interest and dividend income

  1,965   1,637   5,679   4,446 

Interest expense

  (43)  (45)  (129)  (130)

Gain/(loss) on marketable securities

  26   (322)  (543)  (727)

Other expense

  (84)  (111)  (117)  (331)
   1,864   1,159   4,890   3,258 

Income before income taxes

  5,064   9,000   10,939   25,004 

Provision/(benefit) for income taxes

  1,730   (3,868)  3,375   (12,657)

Net income

 $3,334  $12,868  $7,564  $37,661 
                ��

Earnings per common share

                

Basic

 $0.08  $0.29  $0.17  $0.86 

Diluted

 $0.08  $0.29  $0.17  $0.86 

Weighted average shares outstanding

                

Basic

  43,705,234   43,570,734   43,662,672   43,524,729 

Diluted

  43,714,753   43,572,997   43,671,420   43,529,423 
                 

Comprehensive Income

                

Net income

 $3,334  $12,868  $7,564  $37,661 

Other comprehensive income from unrealized net gain on available-for-sale securities

  1,006   1,714   7,102   3,741 

Income tax effect

  (353)  (832)  (2,490)  (1,542)

Total unrealized gain, net of tax

  653   882   4,612   2,199 

Comprehensive income

 $3,987  $13,750  $12,176  $39,860 

  

Three Months Ended September 30,

  

Nine Months Ended September 30,

 
  2021  

2020

  2021  

2020

 

Revenue

 $98,490  $53,306  $213,461  $152,988 

Revenue – related parties

  192   832   855   1,654 

Cost of goods sold

  85,895   44,129   197,033   120,379 

Cost of goods sold – related parties

  2,889   1,508   14,826   5,065 

Distribution

  1,666   2,007   4,908   5,304 

Distribution – related parties

  40   48   136   138 

Gross profit (loss)

  8,192   6,446   (2,587)  23,756 

Selling, general, and administrative expenses

                

Compensation expense

  571   769   1,622   2,348 

Other expense

  529   927   1,851   1,912 

Related party expense

  136   155   473   458 

Research and development expenses

  814   791   2,386   2,394 

Total operating expenses

  2,050   2,642   6,332   7,112 

Income (loss) from operations

  6,142   3,804

 

  (8,919)  16,644 

Interest and dividend income

  654   1,076   2,449   4,562 

Interest expense

  (32)  (32

)

  (96)  (119

)

(Loss) gain on marketable securities

  (729)  1,213   (192)  (7,273

)

Other (expense) income

  (14)  (1)  (1,369)  8,347 

Other (expense) income

  (121)  2,256   792   5,517 

Income (loss) before taxes

  6,021   6,060   (8,127)  22,161 

Income tax benefit

  (3,181)  (830

)

  (12,037)  (18,931

)

Net income

 $9,202  $6,890  $3,910  $41,092 
                 

Earnings per common share

                

Basic

 $0.21  $0.16  $0.09  $0.94 

Diluted

 $0.21  $0.16  $0.09  $0.94 

Weighted average shares outstanding

                

Basic

  43,763,243   43,743,243   43,753,646   43,743,243 

Diluted

  43,763,243   43,745,339   43,753,709   43,744,107 
                 

Comprehensive income

                

Net income

 $9,202  $6,890  $3,910  $41,092 

Other comprehensive loss from unrealized net losses on available-for-sale debt securities

  (67)  (8)  (67)  (215

)

Income tax effect

  14   1

 

  14   45 

Total other comprehensive loss, net of tax

  (53)  (7)  (53)  (170

)

Comprehensive income

 $9,149  $6,883  $3,857  $40,922 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

2



 

FutureFuelCorp.

ConsolidatedStatementsof Stockholders’ Equity

(Dollarsinthousands)

(Unaudited)

  

For the Nine Months Ended September 30, 2021

 
          

Accumulated

             
          

Other

  

Additional

      

Total

 
  

Common Stock

  

Comprehensive

  

Paid-in

  

Retained

  

Stockholders

 
  

Shares

  

Amount

  

Income (Loss)

  

Capital

  

Earnings (Deficit)

  

Equity

 

Balance - December 31, 2020

  43,743,243  $4  $208  $282,215  $89,456  $371,883 

Other comprehensive loss

  -   0   (60

)

  0   0   (60)

 

Net loss

  -   0   0   0   (8,773)  (8,773)

Balance - March 31, 2021

  43,743,243  $4  $148

 

 $282,215  $80,683  $363,050 
Cash dividends declared, $2.50 per share  -   0   0   0   (109,408)  (109,408)
Proceeds for the issuance of stock  20,000   0   0   231   0   231 

Other comprehensive income

  -   0   60   0   0   60 

Net income

  -   0   0   0   3,481   3,481 
Balance - June 30, 2021  43,763,243  $4  $208  $282,446  $(25,244) $257,414 
Other comprehensive loss  -   0   (53)  0   0   (53)
Net income  -   0   0   0   9,202   9,202 

Balance - September 30, 2021

  43,763,243  $4  $155  $282,446  $(16,042) $266,563 

 

 

FutureFuelCorp.

ConsolidatedStatementsofCashFlows

Forthe Nine MonthsEndedSeptember 30, 2017 and 2016

(Dollarsinthousands)

(Unaudited)

  

Nine months ended September 30,

 
  

2017

  

2016

 

Cash flows provided by operating activities

        

Net income

 $7,564  $37,661 

Adjustments to reconcile net income to net cash provided by operating activities:

        

Depreciation

  8,735   7,960 

Amortization of deferred financing costs

  109   108 

Benefit for deferred income taxes

  (1,303)  (9,243)

Change in fair value of derivative instruments

  (60)  6,686 

Other than temporary impairment of marketable securities

  177   2,184 

Impairment of fixed assets

  28   178 

Gain/(loss) on the sale of investments

  366   (1,457)

Stock based compensation

  878   1,431 

Losses on disposals of fixed assets

  145   147 

Noncash interest expense

  20   20 

Changes in operating assets and liabilities:

        

Accounts receivable

  3,081   16,333 

Accounts receivable – related parties

  (1,181)  (21)

Inventory

  8,570   17,009 

Income tax receivable

  5,546   (1,185)

Prepaid expenses

  1,152   1,104 

Prepaid expenses – related parties

  (4)  35 

Accrued interest on marketable securities

  22   (84)

Other assets

  37   (413)

Accounts payable

  1,425   (9,853)

Accounts payable – related parties

  2,780   219 

Accrued expenses and other current liabilities

  1,587   3,565 

Accrued expenses and other current liabilities – related parties

  (142)  - 

Deferred revenue

  (3,220)  2,735 

Other noncurrent liabilities

  128   1,760 

Net cash provided by operating activities

  36,440   76,879 

Cash flows from investing activities

        

Collateralization of derivative instruments

  (760)  (4,009)

Purchase of marketable securities

  (25,795)  (54,096)

Proceeds from the sale of marketable securities

  14,913   20,768 

Proceeds from the sale of fixed assets

  4   - 

Capital expenditures

  (2,614)  (3,107)

Net cash used in investing activities

  (14,252)  (40,444)

Cash flows from financing activities

        

Minimum tax withholding on stock options exercised and awards vested

  (121)  (59)

Excess tax benefits associated with stock options and awards

  (31)  (183)

Payment of dividends

  (108,063)  (7,869)

Net cash used in financing activities

  (108,215)  (8,111)

Net change in cash and cash equivalents

  (86,027)  28,324 

Cash and cash equivalents at beginning of period

  199,272   154,049 

Cash and cash equivalents at end of period

 $113,245  $182,373 
         

Cash paid for interest

 $-  $2 

Cash paid for income taxes

 $55  $986 

  

For the Nine Months Ended September 30, 2020

 
          

Accumulated

             
          

Other

  

Additional

      

Total

 
  

Common Stock

  

Comprehensive

  

Paid-in

  

Retained

  

Stockholders

 
  

Shares

  

Amount

  

Income (Loss)

  

Capital

  

Earnings

  

Equity

 

Balance - December 31, 2019

  43,743,243  $4  $296  $282,166  $184,632  $467,098 

Prior period adjustment: change in accounting principle

  -   0   0   0   (12

)

  (12

)

Balance – January 1, 2020, As adjusted

  43,743,243  $4  $296  $282,166  $184,620  $467,086 

Cash dividends declared, $3.00 per share

  -   0   0   0   (131,230

)

  (131,230

)

Stock based compensation

  -   0   0   49   0   49 

Other comprehensive loss

  -   0   (313

)

  0   0   (313

)

Net income

  -   0   0   0   19,043   19,043 

Balance - March 31, 2020

  43,743,243  $4  $(17

)

 $282,215  $72,433  $354,635 

Other comprehensive income

  -   0   150   0   0   150 

Net income

  -   0   0   0   15,159   15,159 

Balance - June 30, 2020

  43,743,243  $4  $133  $282,215  $87,592  $369,944 
Other comprehensive loss  -   0   (7)  0   0   (7)

Net income

  -   0   0   0   6,890   6,890 

Balance - September 30, 2020

  43,743,243  $4  $126  $282,215  $94,482  $376,827 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

3



 

FutureFuelCorp.

ConsolidatedStatementsofCashFlows

(Dollarsinthousands)

(Unaudited) 

  

Nine Months Ended September 30,

 
  2021  

2020

 

Cash flows from operating activities

        

Net income

 $3,910  $41,092 

Adjustments to reconcile net income to net cash from operating activities:

        

Depreciation

  7,887   8,554 

Amortization of deferred financing costs

  

72

   84 

Benefit from deferred income taxes

  (12,190)  (951)

Change in fair value of equity securities

  1,027   5,445 

Change in fair value of derivative instruments

  2,147   (757)

(Gain) loss on the sale of investments

  (835)  1,828 

Stock based compensation

  0   49 

Loss (gain) on disposal of property and equipment

  11   (51)

Impairment of intangible asset

  1,315   0 

Noncash interest expense

  24   35 

Changes in operating assets and liabilities:

        

Accounts receivable

  (5,086)  73,041 

Accounts receivable – related parties

  1,344   3,218 

Inventory

  (9,805)  8,486

 

Income tax receivable

  7,895   (14,379

)

Prepaid expenses

  3,129   1,349 
Prepaid expenses - related parties  (12)  0 

Other assets

  522   483 

Accounts payable

  13,379   (51,711

)

Accounts payable – related parties

  7,645   (341)

Accrued expenses and other current liabilities

  (387)  2,295 

Accrued expenses and other current liabilities – related parties

  0   (64

)

Deferred revenue

  (1,652)  (793

)

Other noncurrent liabilities

  (513)  (336

)

Net cash provided by operating activities

  19,827   76,576 

Cash flows from investing activities

        

Collateralization of derivative instruments

  (2,518)  801

 

Purchase of marketable securities

  (21,671)  (5,073

)

Proceeds from the sale of marketable securities

  40,652   7,729 

Proceeds from the sale of property and equipment

  0   104 
Proceeds from the sale of intangible asset  93   0 

Capital expenditures

  (665)  (3,717

)

Net cash from (used in) investing activities

  15,891   (156

)

Cash flows from financing activities

        

Loan proceeds

  0   8,180 

Payment on loan

  0   (8,180

)

Deferred financing costs

  0   (477

)

Proceeds from the issuance of stock  231   0 

Payment of dividends

  (117,284)  (139,103

)

Net cash used in financing activities

  (117,053)  (139,580

)

Net change in cash and cash equivalents

  (81,335)  (63,160

)

Cash and cash equivalents at beginning of period

  198,122   243,331 

Cash and cash equivalents at end of period

 $116,787  $180,171 
         

Cash paid for interest

 $43  $2 

Cash paid for income taxes

 $83  $660 

Noncash investing and financing activities:

        

Noncash capital expenditures

 $32  $98 

Noncash operating leases

 $269  $442 

The accompanying notes are an integral part of these consolidated financial statements.

4

 

Notes to Consolidated Financial Statements of FutureFuel Corp.

(Dollars in thousands, except per share amounts)

(Unaudited)

 

1)

NATURE OF OPERATIONS AND BASIS OF PRESENTATION

 

Organization

 

FutureFuel Corp. (“FutureFuel” or “the Company”), through its wholly-owned subsidiary, FutureFuel Chemical Company (“FutureFuel Chemical”), owns and operates a chemical production facility located on approximately 2,200 acres of land six miles southeast of Batesville in north central Arkansas fronting the White River (the “Batesville Plant”). FutureFuel Chemical manufactures diversified chemical products, biobased products comprisedcomposed of biofuels, and biobased specialty chemical products. FutureFuel Chemical’sChemical’s operations are reported in two2 segments: chemicals and biofuels.

 

The chemicalschemical segment manufactures a diversified portfolio of chemical products that are sold to third party customers. The majority of the revenues from the chemicalschemical segment are derived from the custom manufacturing of specialty chemicals for specific customers.

 

The biofuels business segment primarily produces and sells biodiesel. FutureFuel Chemical also sells petrodiesel in blends with the company’sCompany’s biodiesel and, from time to time, with no biodiesel added. Finally, FutureFuel Chemical is also a shipper of refined petroleumpetroleum-based products on a common carrier pipelinespipeline and buys and sells petroleum products to maintain an active shipper status on these pipelines.this pipeline.  In April 2021, FutureFuel sold a portion of its historical line space. See Note 8 for additional information.

 

Basis of Presentation

 

The accompanying unaudited consolidated financial statements have been prepared by FutureFuel in accordance and consistent with the accounting policies stated in FutureFuel’s 2016FutureFuel’s 2020 audited consolidated financial statements and should be read in conjunction with the 2016 audited consolidatedthose financial statements of FutureFuel.statements.

 

In the opinion of FutureFuel, allAll normal recurring adjustments necessary for a fair presentation have been included in the unaudited consolidated financial statements. The unaudited consolidated financial statements have been prepared in compliance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with instructions to Form 10-Q10-Q adopted by the Securities and Exchange Commission (“SEC”). Accordingly the unaudited consolidated financial statements do not include all the information and footnotes required by GAAP for complete financial statements, and do include amounts that are based upon management estimates and judgments. Future actual results could differ from such current estimates. The unaudited consolidated financial statements include assets, liabilities, revenues, and expenses of FutureFuel and its direct and indirect wholly owned subsidiaries; namely, FutureFuel Chemical Company; FFC Grain, L.L.C.,; FutureFuel Warehouse Company, L.L.C.,; and Legacy Regional Transport, L.L.C. Intercompany transactions and balances have been eliminated in consolidation.

 

  

2)

INVENTORYGOVERNMENT TAX CREDITS

Reinstatement of the Biodiesel Blenders’ Tax Credit and Small Agri-Biodiesel Producer Tax Credit

 

The carrying valuesbiodiesel Blenders’ Tax Credit (“BTC”) provides a one dollar per gallon tax credit to the blender of inventorybiomass-based diesel with at least 0.1% petroleum-based diesel fuel.

The Further Consolidated Appropriations Act of 2020 was passed by Congress and signed into law on December 20, 2019, retroactively reinstating the BTC for 2018 and 2019 and extending it through December 31, 2022. As this act was passed into law in 2019, the Company recognized its impact in the last quarter of 2019 for both periods (2018 and 2019) within the Company’s 2019 financial results. The Company records the credit as a reduction to cost of goods sold.

As the law from which the BTC mentioned above was reinstated, small agri-biodiesel producers with production capacity not in excess of 60 million gallons were eligible for an additional tax credit of $0.10 per gallon on the first15 million gallons of agri-biodiesel sold (the “Small Agri-biodiesel Producer Tax Credit”). The Company was eligible for this credit and recognized its benefit in the three months ended December 31, 2019 for both periods (2018 and 2019) as follows as of: part of the tax provision.

CARES Act – Employee Retention Tax Credit

The Coronavirus Aid, Relief, and Economic Security Act ("CARES Act"), was enacted on March 27, 2020, to encourage eligible employers to retain employees on their payroll. FutureFuel did not qualify for this credit, however, the Consolidated Appropriations Act, effective January 1, 2021 broadened the eligibility of the Employee Retention TaxCredit. FutureFuel is continuing to monitor whether it would qualify for this credit.

 

 

  

September 30, 2017

  

December 31, 2016

 

At average cost (approximates current cost)

        

Finished goods

 $18,926  $27,971 

Work in process

  2,046   1,913 

Raw materials and supplies

  30,797   25,127 
   51,769   55,011 

LIFO reserve

  (8,246)  (2,918)

Total inventory

 $43,523  $52,093 

4

5


Notes to Consolidated Financial Statements of FutureFuel Corp.

(Dollars in thousands, except per share amounts)

(Unaudited)

 

Lower of Cost or Market ("LCM") adjustments are recorded as a decrease in inventory values and an increase in cost of goods sold.  The inventory is relieved at the LCM adjusted cost basis when sold.  There was no LCM adjustment in the three months ended September 30, 2017.  In the nine months ended September 30, 2017, there were LCM adjustments of $1,912 of which all impacted inventory was sold prior to September 30, 2017. For the  three and nine months ended September 30, 2016, the LCM adjustment was $1,877.

3)

DERIVATIVE INSTRUMENTS REVENUE RECOGNITION

FutureFuel is exposed to certain risks relating to its ongoing business operations. Commodity price risk is the primary risk managed by using derivative instruments. Regulated fixed price futures and option contracts are utilized to manage the price risk associated with future purchases of feedstock used in FutureFuel’s biodiesel production along with physical feedstock and finished product inventories attributed to this process.

 

FutureFuel recognizes all derivative instruments as either assets or liabilities at fair value in its consolidated balance sheets. FutureFuel’s derivative instruments do not qualify for hedge accounting under the specific guidelines of ASC 815-20-25, DerivativesandHedging. Nonerevenue when performance obligations of the derivative instrumentscustomer contract are designatedsatisfied. FutureFuel sells to customers through master sales agreements or standalone purchase orders. The majority of FutureFuel's terms of sale have a single performance obligation to transfer products. Accordingly, FutureFuel recognizes revenue when control has been transferred to the customer, generally at the time of shipment or delivery of products. For certain contracts, this occurs upon delivery of the material to a FutureFuel storage location, ready for customer pickup and accountedseparated from other FutureFuel inventory. Revenue is measured as the amount of consideration FutureFuel expects to receive in exchange for transferring products and is generally based upon a negotiated price. FutureFuel sells its products directly to customers generally under agreements with payment terms of 30 to 75 days for chemical segment customers and 2 to 10 days for biofuels segment customers.

Certain of FutureFuel custom chemical contracts within the chemical segment contain a material right as hedges primarilydefined by ASU 2014-09,Revenue from Contracts with Customers ("Topic 606"), from the provision of a customer option to purchase future goods or services at a discounted price as a result of upfront payments provided by customers. Each contract also has a performance obligation to transfer products with 30-day payment terms. FutureFuel recognizes revenue when the extensive record keeping requirements.customer takes control of the inventory, either upon shipment or when the material is made available for pickup. If the customer is deemed to take control of the inventory prior to pick up, the Company recognizes the revenue as a bill-and-hold transaction in accordance with Topic 606. FutureFuel applies the renewal option approach in allocating the transaction price to these material rights and transfer of product. As a basis for allocating the transaction price to the material right and transfer of product, FutureFuel estimates the expected life of the product, the expected contractual volumes to be sold over that life, and the most likely expected sales price. Each estimate is updated quarterly on a prospective basis.

Contract Assets and Liabilities:

Contract assets consist of unbilled amounts typically resulting from revenue recognized through bill-and-hold arrangements. The contract assets at September 30, 2021 and December 31, 2020 consist of unbilled revenue from one customer and are recorded as accounts receivable in the consolidated balance sheets. Contract liabilities consist of advance payments related to material rights recorded as deferred revenue in the consolidated balance sheets. Increases to contract liabilities from cash received for a performance obligation of chemical segment plant expansions were $178 and $95 and $707 and $3,453 for the three and nine months ended September 30, 2021 and 2020, respectively. Contract liabilities are reduced as the Company transfers product to the customer under the renewal option approach. Revenue recognized in the chemical segment from the contract liability reductions were $456 and $174 for the three months, and $2,192 and $4,080 for the nine months ended September 30, 2021 and 2020, respectively. These contract asset and liability balances are reported on the consolidated balance sheets on a contract-by-contract basis at the end of each reporting period.

 

The fairfollowing table provides the balances of receivables, contract assets, and contract liabilities from contracts with customers.

Contract Assets and Liability Balances

 

September 30, 2021

  

December 31, 2020

 

Trade receivables, included in accounts receivable*

 $13,453  $12,279 

Contract assets, included in accounts receivable

 $423  $808 

Contract liabilities, included in deferred revenue - short-term

 $6,058  $3,769 

Contract liabilities, included in deferred revenue - long-term

 $14,169  $17,943 

*Exclusive of the BTC of $12,679 and $8,300, respectively, and net of allowances for bad debt of $55 and $63, respectively, as of the dates noted.

Transaction price allocated to the remaining performance obligations:

At September 30,2021, approximately $20,227 of revenue is expected to be recognized from remaining performance obligations. FutureFuel expects to recognize this revenue ratably over expected sales over the expected term of its long-term contracts which range from three to five years. Approximately 30% of this revenue is expected to be recognized over the next 12 months, and 70% is expected to be recognized over the subsequent 45 months. These amounts are subject to change based upon changes in the estimated contract life and estimated quantities to be sold over the contract life.

The Company applies the practical expedient in ASC 606-10-50-14 and excludes the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less; and (ii) contracts for which the Company recognizes revenue at the amount to which it has the right to invoice for services performed.

6

NotestoConsolidatedFinancialStatementsofFutureFuel’sCorp.

(Dollarsinthousands,exceptpershareamounts)

(Unaudited)

The following tables provide revenue from customers disaggregated by the type of arrangement and by the timing of the recognized revenue.

Disaggregation of revenue - contractual and non-contractual:

  

Three Months Ended September 30,

  

Nine Months Ended September 30,

 
  

2021

  

2020

  

2021

  

2020

 

Contract revenue from customers with > 1 year arrangements

 $6,232  $4,995  $17,109  $19,518 

Contract revenue from customers with < 1 year arrangements

  92,395   49,088   197,041   136,975 

Revenue from non-contractual arrangements

  55   55   166   166 

BTC rebate

  0   0   0   (2,017

)

Total revenue

 $98,682  $54,138  $214,316  $154,642 

Timing of revenue:

  

Three Months Ended September 30,

  

Nine Months Ended September 30,

 
  

2021

  

2020

  

2021

  

2020

 

Bill-and-hold revenue

 $9,185  $7,400  $24,612  $24,888 

Non-bill-and-hold revenue

  89,497   46,738   189,704   129,754 

Total revenue

 $98,682  $54,138  $214,316  $154,642 

As of September 30, 2021, $3,052 of the bill and hold revenue had not shipped.

4)

INVENTORY

The carrying values of inventory were as follows as of:

  

September 30, 2021

  

December 31, 2020

 

At average cost (approximates current cost)

        

Finished goods

 $8,119  $15,452 

Work in process

  483   1,632 

Raw materials and supplies

  47,028   22,674 
   55,630   39,758 

LIFO reserve

  (11,936)  (5,869)

Total inventory

 $43,694  $33,889 

7

NotestoConsolidatedFinancialStatementsofFutureFuelCorp.

(Dollarsinthousands,exceptpershareamounts)

(Unaudited)

5)

DERIVATIVE INSTRUMENTS

The Company records all derivative instruments at fair value. Fair value is determined based onby using the closing prices of the derivative instruments on relevant commodity exchangesthe New York Mercantile Exchange at the end of an accounting period. Changes in the fair value of derivative instruments are recognized at the end of each accounting period and recorded in the statement of income as a component of cost of goods sold.

In order to manage commodity price risk caused by market fluctuations in biofuel prices, future purchases of feedstock used in biodiesel production, physical feedstock, finished product inventories attributed to the process, and other petroleum products purchased or sold, the Company may enter into exchange-traded commodity futures and options contracts. The Company accounts for these derivative instruments in accordance with ASC 815-20-25, Derivatives and Hedging. Under this standard, the accounting for changes in the fair value of a derivative instrument depends upon whether it has been designated as an accounting hedging relationship and, further, on the type of hedging relationship. To qualify for designation as an accounting hedging relationship, specific criteria must be met and appropriate documentation maintained. The Company had no derivative instruments that qualified under these rules as designated accounting hedges in 2021 or 2020. The Company has elected the normal purchase and normal sales exception for certain feedstock purchase contracts and supply agreements.

Realized gains and losses on derivative instruments and changes in fair value of the derivative instruments are recorded in the consolidated statements of operations as a component of cost of goods sold and amounted to a loss of $3,314$2,348 and $10,377 for the three months and nine months ended September 30, 2021, respectively and a gain of $803$867 and $6,789 for the three months and nine months ended September 30, 2017 and 2016, respectively, and losses of $1,511 and $5,375 for the nine months ended September 30, 2017 and 2016, 2020, respectively.

 

The volumes and carrying values of FutureFuel’sFutureFuel’s derivative instruments were as follows at:

 

  

September 30, 2017

  

December 31, 2016

 
  

Number of

Contracts

Short

  

Fair Value

  

Number of

Contracts

Short

  

Fair Value

 

Regulated options, included in other current assets

 200  $(162) -  $- 

Regulated fixed price future commitments, included in other current assets

 182  $(36) 135  $(258)

  

Asset (Liability)

 
  

September 30, 2021

  

December 31, 2020

 
  

Contract

Quantity Short

  

Fair Value

  

Contract Quantity Short

  

Fair Value

 

Regulated fixed price future commitments

  360  $(2,023)  250  $124 

 

The margin account maintained with a broker to collateralize these derivative instruments carried an account balance of $1,518$3,452 and $758$933 at September 30, 2017 2021 and December 31, 2016, 2020, respectively, and iswas classified as other current assets in the consolidated balance sheets. The carrying values of the margin account and of the derivative instruments are included net, in other current assets.

 

 

5

 

NotestoConsolidatedFinancialStatementsofFutureFuelCorp.

(Dollarsinthousands,exceptpershareamounts)

(Unaudited)

46)

MARKETABLE SECURITIES

 

At September 30, 2017 2021 and December 31, 2016, 2020, FutureFuel had investments in certain debt securities (trust preferred securities) and in preferred stock trust preferred securities, exchange traded debt instruments, and other equity instruments. These investments are classified as current assets in the consolidated balance sheets. The unrealized (loss) gain on equity securities held for the three months ended September 30, 2021 and 2020 was ($805) and $1,961, respectively. The unrealized loss on equity securities held for the nine months ended September 30, 2021 and 2020 was $1,027 and $5,445, respectively. 

Available for sale securities:

FutureFuel has designated thesethe debt securities as being available-for-sale. Accordingly, they are recorded at fair value, withThe following comprises the unrealized gains and losses, net of taxes, reported as a component of stockholders’ equity.

FutureFuel’savailable-for-sale debt securities balances included within marketable securities were comprised ofin the followingconsolidated balance sheets at September 30, 2017 and December 31, 2016:the respective dates:

  

September 30, 2021

 
  

Adjusted Cost

  

Unrealized Gains

  

Unrealized Losses

  

Fair Value

 

Trust preferred stock

 $3,676  $196  $0  $3,873 

 

  

September 30, 2017

 
  

Adjusted

Cost

  

Unrealized

Gains

  

Unrealized

Losses

  

Fair

Value

 

Equity instruments

 $49,815  $9,206  $(916) $58,105 

Preferred stock

  53,562   4,263   (5)  57,820 

Trust preferred securities

  3,147   114   -   3,261 

Exchange traded debt instruments

  4,154   248   -   4,402 

Total

 $110,678  $13,831  $(921) $123,588 
                 
  

December 31, 2016

 
  

Adjusted

Cost

  

Unrealized

Gains

  

Unrealized

Losses

  

Fair

Value

 

Equity instruments

 $32,667  $5,549  $(304) $37,912 

Preferred stock

  57,105   1,196   (698)  57,603 

Trust preferred securities

  3,147   -   (9)  3,138 

Exchange traded debt instruments

  7,420   99   (26)  7,493 

Total

 $100,339  $6,844  $(1,037) $106,146 

  

December 31, 2020

 
  

Adjusted Cost

  

Unrealized Gains

  

Unrealized Losses

  

Fair Value

 

Trust preferred stock

 $3,676  $264  $0  $3,940 

 

The aggregate fair value of instrumentsdebt securities with unrealized losses totaled $16,854 and $31,126 at September 30, 2017 2021 and $0 at December 31, 2016, respectively. As of September 30, 2017 and December 31, 2016, FutureFuel had no investments in marketable securities that were in an unrealized loss position for a greater than 12-month period.2020.

 

5)

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Accrued expenses and other current liabilities, including those associatedThe Company determined an allowance for credit losses for these debt securities was not necessary as of September 30, 2021. The large financial institutions have strong credit ratings with no recent history of defaulting on outstanding obligations, nor is the Company aware of any long-term credit risk related parties, consisted of the following at:  to delinquency under these obligations.

 

  

September 30, 2017

  

December 31, 2016

 

Accrued employee liabilities

 $2,615  $864 

Accrued property, franchise, motor fuel and other taxes

  1,078   1,428 

Other

  379   335 

Total

 $4,072  $2,627 

There were 0 sales of debt securities in the nine months ended September 30, 2021.  Sales of debt securities amounted to $1,500 in the three and nine months ended September 30, 2020, resulting in a gain of $72.

 

The debt securities held at September 30, 2021, had a contractual maturity of greater than ten years.

6

8


 

Notes to Consolidated Financial Statements of FutureFuel Corp.

(Dollars in thousands, except per share amounts)

(Unaudited)

6)

BORROWINGS

On April 16, 2015, FutureFuel, with FutureFuel Chemical as the borrower, and certain of FutureFuel’s other subsidiaries, as guarantors, entered into a $150,000 secured and committed credit facility with the lenders party thereto, Regions Bank as administrative agent and collateral agent, and PNC Bank, N.A., as syndication agent. On May 25, 2016, FutureFuel increased the credit facility by $15,000. The credit facility consists of a five-year revolving credit facility in a dollar amount of up to $165,000, which includes a sublimit of $30,000 for letters of credit and $15,000 for swingline loans (collectively, the “Credit Facility”).

The interest rate floats at the following margins over LIBOR or base rate based upon the leverage ratio from time to time:

Consolidated Leverage Ratio

 

Adjusted LIBOR Rate Loans and

Letter of Credit Fee

 

Base Rate Loans

 

Commitment Fee

< 1.00:1.0

 

 

 

 

1.25%

 

 

 

0.25%

 

 

 

0.15%

 

≥ 1.00:1.0

And

< 1.50:1.0

 

 

1.50%

 

 

 

0.50%

 

 

 

0.20%

 

≥ 1.50:1.0

And

< 2.00:1.0

 

 

1.75%

 

 

 

0.75%

 

 

 

0.25%

 

≥ 2.00:1.0

And

< 2.50:1.0

 

 

2.00%

 

 

 

1.00%

 

 

 

0.30%

 

≥ 2.50:1.0

 

 

 

 

2.25%

 

 

 

1.25%

 

 

 

0.35%

 

The terms of the Credit Facility contain certain covenants and conditions including a maximum consolidated leverage ratio, a minimum consolidated fixed charge coverage ratio, and a minimum liquidity requirement. FutureFuel was in compliance with such covenants as of September 30, 2017.

There were no borrowings under this credit agreement at September 30, 2017 or December 31, 2016.

 

 

7)

PROVISION/(BENEFIT) FOR INCOME TAXES

The following table summarizes the provision/(benefit) for income taxes.

  

Three months ended September 30,

  

Nine months ended September 30,

 
  

2017

  

2016

  

2017

  

2016

 

Provision/(benefit) for income taxes

 $1,730  $(3,868) $3,375  $(12,657)

Effective tax rate

  34.2%  (43.0%)  30.9%  (50.6%)

The effective tax rate for the three months and nine months ended September 30, 2017, reflects our expected tax rate on reported operating income before income tax. Our effective tax rate in the three and nine months ended September 30, 2017, reflects the elimination of certain tax credits and incentives which expired December 31, 2016 and were not in effect for 2017. 

7


NotestoConsolidatedFinancialStatementsofFutureFuelCorp.

(Dollarsinthousands,exceptpershareamounts)

(Unaudited)

The effective tax rate for the three and nine months ended September 30, 2016, reflects our expected tax rate on reported operating earnings before income tax. Our effective tax rate in the three and nine months ended September 30, 2016, reflects the positive effect of the reinstatement of certain tax credits and incentives for 2016.  In 2016, these tax credits and incentives formed a large proportion of FutureFuel’s net income. This increase in proportion combined with the income tax treatment of the credits and incentives reduced FutureFuel’s effective income tax rate in 2016. In addition, during the second quarter of 2016, FutureFuel booked a tax benefit related to the reversal of a state’s treatment of the taxability of the tax credits and incentives.

Unrecognized tax benefits totaled $2,052 and $2,056 at September 30, 2017 and December 31, 2016, respectively.

FutureFuel records interest and penalties, net, as a component of income tax expense. At September 30, 2017 and December 31, 2016, FutureFuel recorded $248 and $193, respectively, in accruals for interest or tax penalties.

8)

EARNINGS PER SHARE

We compute earnings per share using the two-class method in accordance with ASC Topic No. 260, “Earnings per Share.” The two-class method is an allocation of earnings between the holders of common stock and a company’s participating security holders. Our outstanding non-vested shares of restricted stock contain non-forfeitable rights to dividends and, therefore, are considered participating securities for purposes of computing earnings per share pursuant to the two-class method. We had no other participating securities at September 30, 2017 or 2016.

Contingently issuable shares associated with outstanding service-based restricted stock units were not included in the earnings per share calculations for the three-month and nine-month periods ended September 30, 2017 or 2016 as the vesting conditions had not been satisfied.

Basic and diluted earnings per common share were computed as follows: 

  

For the three months ended

September 30,

  

For the Nine months ended

September 30,

 
  

2017

  

2016

  

2017

  

2016

 

Numerator:

                

Net income

 $3,334  $12,868  $7,564  $37,661 

Less: distributed earnings allocated to non-vested stock

  -   (8)  -   (32)

Less: undistributed earnings allocated to non-vested restricted stock

  (3)  (35)  (15)  (131)

Numerator for basic earnings per share

 $3,331  $12,825  $7,549  $37,498 

Effect of dilutive securities:

                

Add: undistributed earnings allocated to non-vested restricted stock

  3   35   15   131 

Less: undistributed earnings reallocated to non-vested restricted stock

  (3)  (35)  (15)  (131)

Numerator for diluted earnings per share

 $3,331  $12,825  $7,549  $37,498 

Denominator:

                

Weighted average shares outstanding – basic

  43,705,234   43,570,734   43,662,672   43,524,729 

Effect of dilutive securities:

                

Stock options and other awards

  9,519   2,263   8,748   4,694 

Weighted average shares outstanding – diluted

  43,714,753��  43,572,997   43,671,420   43,529,423 
                 

Basic earnings per share

 $0.08  $0.29  $0.17  $0.86 

Diluted earnings per share

 $0.08  $0.29  $0.17  $0.86 

8


NotestoConsolidatedFinancialStatementsofFutureFuelCorp.

(Dollarsinthousands,exceptpershareamounts)

(Unaudited)

Certain options to purchase FutureFuel’s common stock were not included in the computation of diluted earnings per share for the three and nine months ended September 30, 2017 and 2016 because they were anti-dilutive in the periods. The weighted average number of options excluded on this basis was 0 and 10,000 for the three and nine-months ended September 30, 2017, respectively.  The weighted average number of options excluded on this basis was 30,000 and 76,667 for the three-months and nine-months ended September 30, 2016, respectively.

9)

SEGMENT INFORMATION

FutureFuel has two reportable segments organized along similar product groups – chemicals and biofuels.

Chemicals

FutureFuel’s chemicals segment manufactures diversified chemical products that are sold externally to third party customers. This segment is comprised of two components: “custom manufacturing” (manufacturing chemicals for specific customers) and “performance chemicals” (multi-customer specialty chemicals).

Biofuels

FutureFuel’s biofuels business segment primarily manufactures and markets biodiesel. Biodiesel revenues are generated through the sale of biodiesel to customers through FutureFuel’s distribution network at the Batesville Plant, through distribution facilities available at leased oil storage facilities, and through a network of remotely located tanks. Biofuels revenues also include the sale of biodiesel blends with petrodiesel, petrodiesel with no biodiesel added, internally generated, separated RINs, biodiesel production byproducts, and the purchase and sale of other petroleum products on common carrier pipelines.  Biodiesel selling prices and profitability can at times fluctuate based on the timing of unsold, internally generated RINs. FutureFuel does not allocate production costs to internally generated RINs, and, from time to time, can enter into sales of biodiesel on a “RINs-free” basis. Such method of selling results in FutureFuel maintaining possession of the applicable RINs from the sale. The benefit derived from the eventual sale of the RINs is not reflected in results of operations until such time as the RIN sale has been completed, which may lead to variability in reported operating results.

Summaryof long-livedassetsandrevenuesbygeographic area

All of FutureFuel’s long-lived assets are located in the United States.

Most of FutureFuel’s sales are transacted with title passing at the time of shipment from the Batesville Plant, although some sales are transacted with title passing at the delivery point. While many of FutureFuel’s chemicals are utilized to manufacture products that are shipped, further processed, and/or consumed throughout the world, the chemical products, with limited exceptions, generally leave the United States only after ownership has transferred from FutureFuel to the customer. FutureFuel is rarely the exporter of record, never the importer of record into foreign countries, and is not always aware of the exact quantities of its products that are moved into foreign markets by its customers. FutureFuel does track the addresses of its customers for invoicing purposes and uses this address to determine whether a particular sale is within or outside the United States. FutureFuel’s revenues attributable to the United States and foreign countries (based upon the billing addresses of its customers) were as follows: 

  

Three months ended September 30,

  

Nine months ended September 30,

 
  

2017

  

2016

  

2017

  

2016

 

United States

 $76,711  $68,462  $197,044  $181,677 

All Foreign Countries

  895   844   2,721   2,143 

Total

 $77,606  $69,306  $199,765  $183,820 

Revenues from a single foreign country during the three and nine-months ended September 30, 2017 and 2016 did not exceed 1% of total revenues.  

9


NotestoConsolidatedFinancialStatementsofFutureFuelCorp.

(Dollarsinthousands,exceptpershareamounts)

(Unaudited)

Summary ofbusinessbysegment

  

Three months ended September 30,

  

Nine months ended September 30,

 
  

2017

  

2016

  

2017

  

2016

 

Revenue

                

Custom chemicals

 $23,593  $20,455  $65,189  $60,148 

Performance chemicals

  4,574   3,844   12,686   13,782 

Chemicals revenue

  28,167   24,299   77,875   73,930 

Biofuels revenue

  49,439   45,007   121,890   109,890 

Total Revenue

 $77,606  $69,306  $199,765  $183,820 
                 

Segment gross profit

                

Chemicals

 $8,060  $7,853  $20,401  $22,722 

Biofuels

  (2,534)  2,466   (6,947)  6,622 

Total gross profit

  5,526   10,319   13,454   29,344 

Corporate expenses

  (2,326)  (2,478)  (7,405)  (7,598)

Income/(loss) before interest and taxes

  3,200   7,841   6,049   21,746 

Interest and other income

  1,965   1,637   5,679   4,446 

Interest and other expense

  (101)  (478)  (789)  (1,188)

(Provision)/benefit for income taxes

  (1,730)  3,868   (3,375)  12,657 

Net income

 $3,334  $12,868  $7,564  $37,661 

Depreciation is allocated to segment costs of goods sold based on plant usage. The total assets and capital expenditures of FutureFuel have not been allocated to individual segments as large portions of these assets are shared to varying degrees by each segment, causing such an allocation to be of little value.

10)

FAIR VALUE MEASUREMENTS

 

Fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. Fair value accounting pronouncements also include a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability developed based on market data obtained from sources independent of FutureFuel. Unobservable inputs are inputs that reflect FutureFuel’sFutureFuel’s assumptions about the factors market participants would use in valuing the asset or liability developed based upon the best information available in the circumstances. The hierarchy is broken down into three levels. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs (other than quoted prices) that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. Categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

10


NotestoConsolidatedFinancialStatementsofFutureFuelCorp.

(Dollarsinthousands,exceptpershareamounts)

(Unaudited)

 

The following tables provide information by level for assets and liabilities that are measured at fair value, on a recurring basis, at September 30, 2017 2021 and December 31, 2016.2020. 

 

 

Asset (Liability)

  

Asset (Liability)

 
     

Fair Value Measurements Using

      

 

 
 

Fair Value at

  

Inputs Considered as:

  

Fair Value at

  

Fair Value Measurements Using Inputs Considered as:

 

Description

 

September 30, 2017

  

Level 1

  

Level 2

  

Level 3

  

September 30, 2021

  

Level 1

  

Level 2

  

Level 3

 

Derivative instruments

 $(198) $(198) $-  $-  $(2,023) $(2,023) $0  $0 

Preferred stock, trust preferred securities, exchange traded debt instruments, and other equity instruments

 $123,588  $123,588  $-  $- 
                
   
 

Asset (Liability)

 
     

Fair Value Measurements Using

 
 

Fair Value at

  

Inputs Considered as:

 

Description

 

December 31, 2016

  

Level 1

  

Level 2

  

Level 3

 

Derivative instruments

 $(258) $(258) $-  $- 

Preferred stock, trust preferred securities, exchange traded debt instruments, and other equity instruments

 $106,146  $106,146  $-  $- 

Preferred stock and other equity instruments

 $41,291  $41,291  $0  $0 

Trust preferred stock

 $3,873  $3,873  $0  $0 

  

Asset (Liability)

 
      

 

 
  

Fair Value at

  

Fair Value Measurements Using Inputs Considered as:

 

Description

 

December 31, 2020

  

Level 1

  

Level 2

  

Level 3

 

Derivative instruments

 $124  $124  $0  $0 

Preferred stock and other equity instruments

 $60,464  $60,464  $0  $0 

Trust preferred stock

 $3,940  $3,940  $0  $0 

 

 

118)

RECLASSIFICATIONS FROM ACCUMULATED OTHER COMPREHENSIVE INCOME: INTANGIBLE ASSETS

 

In April of 2015, FutureFuel acquired additional historical line space on a pipeline for $1,408. The following tables summarize changesacquired line space was recorded as an intangible asset with an indefinite life as there was no foreseeable limit on the time period over which it was expected to contribute to cash flows. In April of 2021, FutureFuel made the strategic decision to reduce its status as a regular shipper on the pipeline and sold a portion of its line space. At that time, it was also determined that the value of the remaining line space had declined.  As a result, an impairment charge was recorded in accumulated other comprehensive incomeOther Expense for $1,315 to further reduce the intangible asset carrying value to $0 at June 30,2021 from unrealized gains and losses on available-for-sale securities in the three and nine months ended September 30, 2017 and 2016. $1,408 at December 31, 2020.

 

Changes in Accumulated Other Comprehensive Income From Unrealized 

Gains and Losses on Available-for-Sale Securities

 

For the three months ended September 30, 2017 and 2016

 

(net of tax)

 
  

2017

  

2016

 

Balance at July 1

 $7,499  $3,372 

Other comprehensive income before reclassifications

  670   672 

Amounts reclassified from accumulated other comprehensive income

  (17)  210 

Net current-period other comprehensive income

  653   882 

Balance at September 30

 $8,152  $4,254 
         
         

Changes in Accumulated Other Comprehensive Income From Unrealized

 

Gains and Losses on Available-for-Sale Securities

 

For the nine months ended September 30, 2017 and 2016

 

(net of tax)

 
  

2017

  

2016

 

Balance at January 1

 $3,540  $2,055 

Other comprehensive income before reclassifications

  4,259   1,727 

Amounts reclassified from accumulated other comprehensive income

  353   472 

Net current-period other comprehensive income

  4,612   2,199 

Balance at September 30

 $8,152  $4,254 

11

9


 

Notes to Consolidated Financial Statements of FutureFuel Corp.

(Dollars in thousands, except per share amounts)

(Unaudited)

9)

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Accrued expenses and other current liabilities consisted of the following at:

  

September 30, 2021

  

December 31, 2020

 

Accrued employee liabilities

 $2,632  $2,609 

Accrued property, franchise, motor fuel and other taxes

  1,141   1,730 

Lease liability, current

  639   491 
Accrued directors' fees  208   0 

Other

  204   247 

Total

 $4,824  $5,077 

10)

BORROWINGS

On March 30, 2020, FutureFuel, with FutureFuel Chemical as the borrower and certain of FutureFuel’s other subsidiaries as guarantors, amended and restated its credit agreement (the “Credit Agreement”) originally entered into on April 16, 2015 (as amended, the “Prior Credit Agreement”) with the lenders party, Regions Bank as administrative agent and collateral agent, and PNC Bank, N.A., as syndication agent. The Credit Agreement consists of a five-year revolving credit facility in a dollar amount of up to $100,000, which includes a sublimit of $30,000 for letters of credit and $15,000 for swingline loans (collectively, the “Credit Facility”). The credit facility expires on March 30, 2025. The primary amendments from the Prior Credit Agreement were a reduction in the facility by $65,000, a reduction in the facility’s applicable interest rate by 0.25%, a reduction in the commitment fee, and elimination of the minimum consolidated fixed charge coverage ratio.

The interest rate floats at the following margins over LIBOR or base rate based upon the leverage ratio from time to time:

Consolidated Leverage Ratio

 

Adjusted LIBOR Rate Loans and

Letter of Credit Fee

  

Base Rate Loans

  

Commitment Fee

 

< 1.00:1.0

 

 

  1.00%   0.00%   0.15% 

≥ 1.00:1.0

And

< 1.50:1.0

  1.25%   0.25%   0.15% 

≥ 1.50:1.0

And

< 2.00:1.0

  1.50%   0.50%   0.20% 

≥ 2.00:1.0

And

< 2.50:1.0

  1.75%   0.75%   0.20% 

≥ 2.50:1.0

 

 

  2.00%   1.00%   0.25% 

The terms of the Credit Facility contain certain negative covenants and conditions including a maximum consolidated leverage ratio and a consolidated minimum interest coverage ratio.

There were 0 borrowings under the Credit Agreement at September 30, 2021 or at December 31, 2020.

11)

INCOME TAX PROVISION

 

The following tables summarize amounts reclassified from accumulated other comprehensivetable summarizes the income in the three and nine months ended September 30, 2017 and 2016:tax provision.  

 

 

Reclassifications from Accumulated Other

Comprehensive Income for the three and nine months ended

September 30, 2017 and 2016

          
  

Three months ended

September 30,

  
  

2017

  

2016

 

Affected Line Item in Statement of Operations

Unrealized gains/(losses) on available-for-sale securities

 $26  $(322)

Gain/(loss) on marketable securities

Total before tax

  26   (322) 

Tax (provision)/benefit

  (9)  112  

Total reclassifications

 $17  $(210) 
          
  

Nine months ended

September 30,

  
  

2017

  

2016

 

Affected Line Item in Statement of Operations

Unrealized losses on available-for-sale securities

 $(543) $(727)

Loss on marketable securities

Total before tax

  (543)  (727) 

Tax benefit

  190   255  

Total reclassifications

 $(353) $(472) 
  

Three Months Ended September 30,

  

Nine Months Ended September 30,

 
  

2021

  

2020

  

2021

  

2020

 

Income tax benefit

 $(3,181) $(830

)

 $(12,037) $(18,931

)

Effective tax rate

  (52.8%)  (13.7

%)

  (148.1%)  (85.4

%)

 

 

In order to minimize the potential for ambiguity and distortion produced using the annual effective tax rate approach, the Company has determined its income tax benefits for the three and nine months ended September 30, 2021 by applying its actual year-to-date effective tax rate to year-to-date pretax loss.  In contrast, the tax benefits for the three and nine months ended September 30, 2020 reflect the application of an estimated annual effective tax rate to year-to-date pretax income.

 

The effective tax rates for both periods reflect the positive effects of certain tax credits and incentives, the most significant of which were the BTC and Small Agri-biodiesel Producer Tax Credit.  Additionally, the effective rate for the three and nine months ended September 30, 2020 was favorably impacted by the enhanced NOL carryback provisions of the CARES Act. This law, enacted on March 27, 2020, allowed the Company to carry back its 2020 federal tax loss to a year with a higher tax rate rather than forward to a year with a lower rate.

10

NotestoConsolidatedFinancialStatementsofFutureFuelCorp.

(Dollarsinthousands,exceptpershareamounts)

(Unaudited)

1212)

LEGAL MATTERSEARNINGS PER SHARE

 

From timeIn the three and nine months ended September 30, 2021 and 2020, FutureFuel used the treasury method in computing earnings per share.

Basic and diluted earnings per common share were computed as follows:  

  

Three Months Ended September 30,

  

Nine Months Ended September 30,

 
  

2021

  

2020

  

2021

  

2020

 

Numerator:

                

Net income

 $9,202  $6,890  $3,910  $41,092 

Denominator:

                

Weighted average shares outstanding – basic

  43,763,243   43,743,243   43,753,646   43,743,243 

Effect of dilutive securities:

                

Stock options and other awards

  0   2,096   63   864 

Weighted average shares outstanding – diluted

  43,763,243   43,745,339   43,753,709   43,744,107 
                 

Basic earnings per share

 $0.21  $0.16  $0.09  $0.94 

Diluted earnings per share

 $0.21  $0.16  $0.09  $0.94 


In the
three and nine months ended September 30, 2021, 24,000 and 30,603 options to time, FutureFuel and its operations are parties to, or targets of, lawsuits, claims, investigations, regulatory matters, and proceedings, which are being handled and defendedpurchase FutureFuel’s common stock were excluded in the ordinary coursecomputation of business. While FutureFuel is unable to predictdiluted earnings per share as all were anti-dilutive, respectively. In the outcomes of these matters, it does not believe, based upon currently available facts, that the ultimate resolution of any such pending matters will have a material adverse effect on its overall financial condition, results of operations, or cash flows.three and nine months ended September 30, 2020, 40,000 and 54,667 options were excluded, respectively.

 

 

1313)

RELATED PARTY TRANSACTIONS

 

FutureFuel enters into transactions with companies affiliated with or controlled by a director and significant shareholder. Revenues, expenses, prepaid amounts, and unpaid amounts related to these transactions are captured in the accompanying consolidated financial statements as related party line items.

 

Related party revenues are the result of sales of biodiesel, petrodiesel, blends, other petroleum products, and other similar or related products to these related parties.  

 

Related party cost of goods sold and distribution are the result of sales of biodiesel, petrodiesel, blends, and other petroleum products to third parties for items that were purchased from these related parties along with the associated expense from the purchase of natural gas, storage and terminalling services and income tax and consulting services by FutureFuel from these related parties.

 

A related party manages natural gas purchases for FutureFuel, initially pays for the natural gas, and subsequently invoices FutureFuel for the same plus a nominal fee for such services.  The natural gas matter as discussed in Note 17, Legal Matters, is in reference to the natural gas supplier, not the related party.

12

11


 

Notes to Consolidated Financial Statements of FutureFuel Corp.

(Dollars in thousands, except per share amounts)

(Unaudited)

1414)

INTANGIBLE ASSETSEGMENT INFORMATION

 

In AprilFutureFuel has 2 reportable segments organized along similar product groups – chemicals and biofuels.

Chemicals

FutureFuel’s chemical segment manufactures diversified chemical products that are sold externally to third party customers. This segment is composed of 2015,2 components: “custom manufacturing” (manufacturing chemicals for specific customers) and “performance chemicals” (multi-customer specialty chemicals).

Biofuels

FutureFuel’s biofuels segment primarily manufactures and markets biodiesel. Biodiesel revenues are generated through the sale of biodiesel to customers through FutureFuel’s distribution network at the Batesville Plant, through distribution facilities available at leased oil storage facilities, and through a network of remotely located tanks. Biofuels revenue also includes the sale of biodiesel blends with petrodiesel; petrodiesel with no biodiesel added; internally generated, separated Renewable Identification Numbers (“RINs”); biodiesel production byproducts; and the purchase and sale of other petroleum products on common carrier pipelines.  Biodiesel selling prices and profitability can at times fluctuate based on the timing of unsold, internally generated RINs. FutureFuel acquired additional historical line spacedoes not allocate production costs to internally generated RINs, and, from time to time, can enter into sales of biodiesel on a pipeline for $1,408. The acquired line space was recorded as an intangible asset with an indefinite life as there was no foreseeable limit on the time period over which it is expected to contribute to cash flows. The carrying value“RINs-free” basis, resulting in FutureFuel maintaining possession of the asset was $1,408applicable RINs from the sale. The benefit derived from the eventual sale of the RINs is not reflected in results of operations until such time as the RINs sale has been completed, which may lead to variability in reported operating results.

Summary ofbusinessbysegment

  

Three Months Ended September 30,

  

Nine Months Ended September 30,

 
  

2021

  

2020

  

2021

  

2020

 

Revenue

                

Custom chemicals

 $12,720  $10,328  $

35,655

  $52,129 

Performance chemicals

  3,971   2,409   12,693   11,139 

Chemicals revenue

  16,691   12,737   48.348   63,268 

Biofuels revenue

  81,991   41,401   165,968   91,374 

Total Revenue

 $98,682  $54,138  $214,316  $154,642 
                 

Segment gross profit (loss)

                

Chemicals

 $5,105  $4,754  $8,089  $20,345 

Biofuels

  3,087   1,692

 

  (10,676)  3,411 

Total gross profit (loss)

 $8,192  $6,446  $(2,587) $23,756 

Depreciation is allocated to segment cost of September 30, 2017goods sold based on plant usage. The total assets and December 31, 2016.capital expenditures of FutureFuel tests the intangible asset for impairment have not been allocated to individual segments as large portions of these assets are shared to varying degrees by each segment, causing such an allocation to be of little value.

12

NotestoConsolidatedFinancialStatementsofFutureFuelCorp.

(Dollarsin accordance with ASC 350-30-35-18 through 35-20.thousands,exceptpershareamounts)

(Unaudited)

 

 

15)

RECENTLY ISSUED ACCOUNTING STATEMENTS

The following table provides a brief description of recent Accounting Standard Updates ("ASU") issued by the FASB:

Standard

Description

Effective Date

Effect on the Financial Statements or Other Significant Matters

In February 2016, the FASB issued ASU 2016-02, Leases.

The new guidance supersedes the lease guidance under FASB ASC Topic 840, Leases, resulting in the creation of FASB ASC Topic 842, Leases. The guidance requires a lessee to recognize in the statement of financial position a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term for both finance and operating leases.

Annual periods beginning after December 15, 2018. Early adoption is permitted.

The Company is currently evaluating its population of leases, and is continuing to assess all potential impacts of the standard, but currently believes the most significant impact relates to its accounting for logistics equipment. The Company anticipates recognition of additional assets and corresponding liabilities related to leases upon adoption. The Company plans to adopt the standard effective January 1, 2019.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. Since that date, the FASB has issued additional ASUs clarifying certain aspects of ASU 2014-09.

The core principle of this guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. To achieve the core principle, the guidance establishes the following five steps: 1) identify the contract(s) with a customer, 2) identify the performance obligation in the contract, 3) determine the transaction price, 4) allocate the transaction price to the performance obligations in the contract, and 5) recognize revenue when (or as) the entity satisfies a performance obligation. The guidance also details the accounting treatment for costs to obtain or fulfill a contract. Lastly, disclosure requirements have been enhanced to provide sufficient information to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers.

Annual periods beginning after December 15, 2017. Earlier adoption was permitted, but not before December 15, 2016.

The Company is in the process of evaluating the impact of this guidance. This new guidance, will likely result in a change in the nature and extent of the related footnote disclosures. The Company plans to adopt the new guidance when effective and presently anticipates adopting on a modified retrospective basis to each prior reporting period presented with the election of applicable practical expedients.

13


 

 

15)

 SPECIAL CASH DIVIDEND

On May 10, 2021, the Company declared a special cash dividend of $2.50 per share on common stock and paid $109,408 on June 4, 2021. In the three months ended March 31, 2020, we declared a special cash dividend of $3.00 per share and paid $131,230 on April 17, 2020.

16)

 RECENTLY ISSUED ACCOUNTING STANDARDS

ASU 2020-04,Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.  Effective March 12, 2020, the guidance in the update is in response to concerns about structural risks of interbank offered rates (IBORs), and, particularly, the risk of cessation of the London Interbank Offered Rate (LIBOR), regulators in several jurisdictions around the world have undertaken reference rate reform initiatives to identify alternative reference rates that are more observable or transaction based and less susceptible to manipulation. This guidance will ease the accounting burden associated with transitioning away from reference rates that are expected to be discontinued within our credit facility as described in Note 10, Borrowings.

17)

LEGAL MATTERS

From time to time, FutureFuel and its operations are parties to, or targets of, lawsuits, claims, investigations, regulatory matters, and proceedings, which are being handled and defended in the ordinary course of business. While FutureFuel is unable to predict the outcomes of these matters, it does not believe, based upon currently available facts, that the ultimate resolution of any such pending matters will have a material adverse effect on its overall financial condition, results of operations, or cash flows.

As a result of the extraordinary increase in natural gas prices, the Attorney General of Arkansas has launched a civil investigative demand against several natural gas suppliers.  At this time the company is disputing the February 2021 natural gas bill and payment thereof is pending further investigation.

The natural gas expense was a component of Cost of goods sold-related parties in the Consolidated Statements of Operations and Comprehensive Income in the three months ended March 31, 2021 and nine months ended September 30, 2021.  However, as discussed in Note 13, Related Party Transactions, the "ultimate" natural gas supplier is not a related party of FutureFuel.

13

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.444Operations.

Alldollar amountsexpressedasnumbersinthisMD&Aareinthousands(exceptpershareamounts).

Certaintablesmaynotadddueto rounding.

  

The following Management’sManagement’s Discussion and Analysis of Financial Condition and Results of Operations of FutureFuel Corp. (“FutureFuel”, “the Company”, “we”, or “our”) should be read together with our consolidated financial statements, including the notes thereto, set forth herein. This discussion contains forward-looking statements that reflect our current views with respect to future events and financial performance. Actual results may differ materially from those anticipated in these forward-looking statements. See “Forward Looking“Forward-Looking Information” below for additional discussion regarding risks associated with forward-looking statements.


Unless otherwise stated, all dollar amounts are in thousands.
 

Overview

 

Our company is managed and reported in two reporting segments: chemicals segment and biofuels segment.biofuels. Within the chemicalschemical segment are two product groupings: custom chemicals and performance chemicals. The custom product group is comprisedcomposed of specialty chemicals manufactured for a single customer whereas the performance product group is comprisedcomposed of chemicals manufactured for multiple customers. The biofuels segment is comprisedcomposed of one product group. Management believes that the diversity of each segment strengthens the company in the ability to utilize resources and is committed to growing each segment.

 

Within the biofuels segment following the laws of the United States Environmental Protection Agency (EPA) Renewable Fuel Standard (RFS), we generate 1.5 Renewable Identification Numbers (RINs) for each gallon of biodiesel sold in the United States, a classification of a D4 RINs.  RINs are used to monitor the level of renewable fuel traded in a given year in accordance with RFS 2 within the EPA moderated transaction system (EMTS). We do not assign cost of goods sold to the generation of RINs as the physical fuel generates the full cost.  We do not purchase RINs.  The following table summarizes our RIN holdings and the median RIN market value at September 30, 2021 and September 30, 2020 according to Argus.

 September 30,
  2021  2020
D4 RIN quantity 12,074,116  2,967,799
Market Value per RIN$1.42 $0.74

We are also registered in California's Low Carbon Fuel Standard program and Oregon's Clean Fuels Program. Only minimal credits were held in California as of September 30, 2021 and none were held at September 30,2020.  No credits were held in Oregon in either period.

COVID-19

In March 2020, the World Health Organization categorized COVID-19 as a pandemic and it continues to spread throughout the United States and other countries across the world.  During the pandemic, our objectives have been to protect the well-being of our employees, support our customers, obtain materials from our suppliers, and maintain our manufacturing operations. While the pandemic has reduced the overall level of activity across much of the economy, we have largely met these objectives.

The effects of the pandemic are still uncertain. The virus (including variants thereof) is still spreading. The three principal areas where COVID-19 may still negatively impact our financial performance are customer demand, raw material procurement, and our ability to operate our manufacturing facility.

Customer Demand – Several of our major chemical customers sell the products we produce for them into markets that have been significantly impacted by COVID-19. The energy and automotive markets in particular have drastically been impacted since April 2020, and have not yet fully recovered to pre-pandemic levels.  However, diesel prices and the value of Renewable Identification Numbers (RINs) have improved significantly in 2021 and while promising, this recovery is still fragile.

Supply Chain Impact – Our initial concern was that supplier shutdowns might result in raw material or input shortages and negatively impact our ability to manufacture products and meet our customers’ demands.  This was true initially in our biofuel segment and the impact that had on the industry as a whole is part of the reason RINs have increased in value.  We have managed supply such that our operations have not been hindered by shortages thus far and will continue in that effort.

Operations Impact - Our manufacturing is considered critical services and our plant has remained open to meet customer demand during the COVID-19 pandemic. The policies that were implemented including social distancing, enhanced cleaning and sanitizing, and the wearing of masks, have proven successful in preventing the spread of COVID-19 on-site.  We will continue to take actions to help prevent the spread of COVID-19 at work and adjust policies as necessary. To date we have had no negative impact on our ability to operate the plant safely and in a way that meets our customers’ demands.

Even after the COVID-19 outbreak has subsided, we may experience materially adverse impacts on our financial condition and results of operations.

14

Summary of Financial Results

 

Set forth below is a summary of certain consolidated financial information for the periods indicated.

 

 

Three months ended September 30,

  

Three Months Ended September 30,

 
         

Dollar

  

%

          

Dollar

 

%

 
 

2017

  

2016

  

Change

  

Change

  

2021

   2020  

Change

  

Change

 

Revenues

 $77,606  $69,306  $8,300   12.0% 

Revenue

 $98,682  $54,138  $44,544  82%

Income from operations

 $3,200  $7,841  $(4,641)  (59.2%) $6,142  $3,804

 

 $2,338  61%

Net income

 $3,334  $12,868  $(9,534)  (74.1%) $9,202  $6,890  $2,312  34%

Earnings per common share:

                         

Basic

 $0.08  $0.29  $(0.21)  (72.4%) $0.21  $0.16  $0.05  31%

Diluted

 $0.08  $0.29  $(0.21)  (72.4%) $0.21  $0.16  $0.05  31%

Capital expenditures and intangibles (net of customer reimbursements and regulatory grants)

 $856  $853  $3   0.4% 

Adjusted EBITDA

 $9,553  $10,117  $(564)  (5.6%) $11,144  $5,575  $5,569  100%
                
 

Nine months ended September 30,

 
         

Dollar

  

%

 
 

2017

  

2016

  

Change

  

Change

 

Revenues

 $199,765  $183,820  $15,945   8.7% 

Income from operations

 $6,049  $21,746  $(15,697)  (72.2%)

Net income

 $7,564  $37,661  $(30,097)  (79.9%)

Earnings per common share:

                

Basic

 $0.17  $0.86  $(0.69)  (80.2%)

Diluted

 $0.17  $0.86  $(0.69)  (80.2%)

Capital expenditures and intangibles (net of customer reimbursements and regulatory grants)

 $2,413  $2,988  $(575)  (19.2%)

Adjusted EBITDA

 $17,201  $36,328  $(19,127)  (52.7%)

 

14


  

Nine Months Ended September 30,

 
          

Dollar

  

%

 
  

2021

   2020  

Change

  

Change

 

Revenue

 $214,316  $154,642  $59,674   39%

(Loss) income from operations

 $(8,919) $16,644  $(25,563)  n/a 

Net income

 $3,910  $41,092  $(37,182)  (90%)

Earnings per common share:

                

Basic

 $0.09  $0.94  $(0.85)  (90%)

Diluted

 $0.09  $0.94  $(0.85)  (90%)

Adjusted EBITDA

 $7,987  $18,404  $(10,417)  (57%)

 

We use adjusted EBITDA as a key operating metric to measure both performance and liquidity. Adjusted EBITDA is a non-GAAP financial measure. Adjusted EBITDA is not a substitute for operating income, net income, or cash flow from operating activities (each as determined in accordance with GAAP) as a measure of performance or liquidity. Adjusted EBITDA has limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of results as reported under GAAP. We define adjusted EBITDA as net income before interest, income taxes, depreciation, and amortization expenses, excluding, when applicable, non-cash stock-based compensation expenses, public offering expenses, acquisition-related transaction costs, purchase accounting adjustments, losses on disposal of property and equipment, gains or losses on derivative instruments, and other non-operating income or expenses. Information relating to adjusted EBITDA is provided so that investors have the same data that we employ in assessing the overall operation and liquidity of our business. Our calculation of adjusted EBITDA may be different from similarly titled measures used by other companies; therefore, the results of our calculation are not necessarily comparable to the results of other companies.

     

Adjusted EBITDA allows our chief operating decision makers to assess the performance and liquidity of our business on a consolidated basis to assess the ability of our operating segments to produce operating cash flow to fund working capital needs, to fund capital expenditures, and to pay dividends. In particular, our management believes that adjusted EBITDA permits a comparative assessment of our operating performance and liquidity, relative to a performance and liquidity based on GAAP results, while isolatingresults. This measure isolates the effects of certain items, including depreciation and amortization which(which may vary among our operating segments without any correlation to their underlying operating performance,performance), non-cash stock-based compensation expense which(which is a non-cash expense that varies widely among similar companies,companies), and gains and losses on derivative instruments which(which can cause net income to appear volatile from period to period relative to the sale of the underlying physical product.product).

15

 

We enter intoutilize commodity derivative instruments primarily to protect our operations from downward movements in commodity prices, and to provide greater certainty of cash flows associated with sales of our commodities. We enter into hedges, and we utilize mark-to-market accounting to account for these instruments. Thus, our results in any given period can be impacted, and sometimes significantly, by changes in market prices relative to our contract price along with the timing of the valuation change in the derivative instruments relative to the sale of biofuel. We include this item as an adjustment as we believe it provides a relevant indicator of the underlying performance of our business in a given period.

 

Additionally, we invest in marketable securities of certain debt securities (trust preferred stock) and in preferred stock and other equity instruments. The realized and unrealized gains and losses on these marketable securities can fluctuate significantly from period to period. We include this item as an adjustment as we believe it provides a relevant indicator of the underlying performance of our business in a given period.

The following table reconciles adjusted EBITDA with net income, the most directly comparable GAAP performance financial measure.measure, with adjusted EBITDA. 

 

  

Three months ended September 30,

  

Nine months ended September 30,

 
  

2017

  

2016

  

2017

  

2016

 

Adjusted EBITDA

 $9,553  $10,117  $17,201  $36,328 

Depreciation

  (2,927)  (2,739)  (8,735)  (8,068)

Non-cash stock-based compensation

  (128)  (477)  (878)  (1,431)

Interest and dividend income

  1,965   1,637   5,679   4,446 

Interest expense

  (43)  (9)  (129)  (22)

Losses on disposal of property and equipment

  (68)  (10)  (145)  (147)

Gains/(losses) on derivative instruments

  (3,314)  803   (1,511)  (5,375)

Gains/(losses) on marketable securities

  26   (322)  (543)  (727)

Income tax (expense)/benefit

  (1,730)  3,868   (3,375)  12,657 

Net income

 $3,334  $12,868  $7,564  $37,661 

15


  

Three Months Ended September 30,

  

Nine Months Ended September 30,

 
  

2021

   2020   2021   2020 

Net income

 $9,202  $6,890  $3,910  $41,092 

Depreciation

  2,656   2,692   7,887   8,554 

Non-cash stock-based compensation

  -   -   -   49 

Interest and dividend income

  (654)  (1,076

)

  (2,449)  (4,562

)

Non-cash interest expense and amortization of deferred financing costs  33   32   96   119 

Loss (gain) on disposal of property and equipment

  11   (53)  11   (51)
Loss (gain) on derivative instruments  2,348   (867)  10,377   (6,789

)

Loss (gain) on marketable securities  729   (1,213

)

  192   7,273 
Other income  -   -   -   (8,350)

Income tax benefit

  (3,181)  (830

)

  (12,037)  (18,931

)

Adjusted EBITDA

 $11,144  $5,575  $7,987  $18,404 

 

The following table reconciles adjusted EBITDA with cash flows from operations, the most directly comparable GAAP liquidity financial measure.measure, with adjusted EBITDA.

 

 

Nine months ended September 30,

  

Nine Months Ended September 30,

 
 

2017

  

2016

  

2021

   2020 
Net cash provided by operating activities $19,827  $76,576 
Benefit for deferred income taxes 12,190  951

 

Interest and dividend income (2,449) (4,562

)

Income tax benefit (12,037) (18,931

)

Loss (gain) on derivative instruments 10,377  (6,789

)

Change in fair value of derivative instruments (2,147) 757

 

Change in operating assets and liabilities, net (16,459) (21,248

)

Other income -  (8,350)
Impairment of intangible asset  (1,315)  - 

Adjusted EBITDA

 $17,201  $36,328  $7,987  $18,404 

Benefit for deferred income taxes

  (1,303)  (9,243)

Impairment of fixed assets

  28   178 

Interest and dividend income

  5,679   4,446 

Income tax (expense)/benefit

  (3,375)  12,657 

Losses on derivative instruments

  (1,511)  (5,375)

Change in fair value of derivative instruments

  (60)  6,686 

Changes in operating assets and liabilities, net

  19,781   31,204 

Other

  -   (2)

Net cash provided by operating activities

 $36,440  $76,879 

 

16



 

Results of Operations 

 

Consolidated

  

Three months ended September 30,

  

Nine months ended September 30,

 
          

Change

          

Change

 
  

2017

  

2016

  

Amount

  

%

  

2017

  

2016

  

Amount

  

%

 
                               

Revenues

 $77,606  $69,306  $8,300  12.0%  $199,765  $183,820  $15,945  8.7% 

Volume/product mix effect

         $(3,523) (5.1%)         $(20,033) (10.9%)

Price effect

         $11,823  17.1%          $35,978  19.6% 
                               

Gross profit

 $5,526  $10,319  $(4,793) (46.4%) $13,454  $29,344  $(15,890) (54.2%)

  Three Months Ended September 30,  Nine Months Ended September 30, 
          

Change

          Change 
  

2021

  

2020

  

Amount

  

%

  2021  2020  Amount  % 
                                 

Revenues

 $98,682  $54,138  $44,544   82.3% $214,316  $154,642  $59,674   38.6%

Volume/product mix effect

          (502)  (0.9%)          (23,750)  (15.4)%

Price effect

          45,046   83.2%          83,424   53.9%
                                 

Gross profit (loss)

  8,192   6,446   1,746   27.1%  (2,587)  23,756   (26,343)  n/a 
Operating expenses  2,050   2,642   (592)  (22.4%)  6,332   7,112   (780)  (11.0%)
Other (expense) income  (121)  2,256   (2,377)  n/a   792   5,517   (4,725)  (85.6%)
Income tax benefit  (3,181)  (830)  (2,351)  283.3%  (12,037)  (18,931)  6,894   (36.4%)
Net income $9,202  $6,890  $2,312   33.6%) $3,910  $41,092  $(37,182)  (90.5%)

 

Consolidated sales revenue in the three and nine months ended September 30, 20172021 increased $8,300$44,544 and $15,945, respectively,$59,674, compared to the three and nine months ended September 30, 2016.2020. This increase primarily resulted from higherincreased prices in the biofuels segment. Lower biofuels sales volumes partially reduced sales revenue in the comparative three- and nine-month periods.

Gross profitin the three months ended September 30, 2021 was $8,192 as compared to gross profit of $6,446 in the three months ended September 30, 2020. This increase primarily resulted from:  i) improved margins in the biofuel segment and increased sales volumesii) the adjustment in the chemical segment.  Incarrying value of our inventory as determined utilizing the nine-month comparison period, the increase from higher pricesLIFO method of inventory accounting which increased gross profit $961 in the biofuel segment was partiallycurrent three-month period as compared to a decrease in gross profit of $628 in the same prior year period. The change in the unrealized and realized positions in derivative instruments mostly offset by lower sales volumes largely fromthese increases with a loss of $2,348 in the expirationcurrent three-month period as compared to a gain of $867 in the federal blenders’ tax credit (“BTC”).same prior year period.

 

Gross profitloss in the three and nine months ended September 30, 2017 decreased $4,793 and $15,890, respectively, compared to the three and nine months ended September 30, 2016. In the biofuel segment, this decrease largely resulted from the absence of the BTC which expired on December 31, 2016.  We also experienced a reduction in pipeline profits for the nine months ended September 30, 20172021 was $2,587 as compared to gross profit of $23,756 in the nine months ended September 30, 2020. This decline primarily resulted from: i) exorbitant natural gas prices invoiced from Winter Storm Uri which resulted in an increase of $7,800 as compared to the prior year period. 

Another significant impact to theperiod; ii) a reduction in gross profitproduction volumes given the natural gas curtailment; iii) reduced sales volumes of two custom chemicals we no longer sell; iv) the change in the unrealized and realized positions in derivative instruments with a  loss of $10,377 in the nine months ended September 30, 2017,2021 as compared to a gain of $6,789 in the prior year period, wasnine months ended September 30, 2020 and v) the change in the adjustment in the carrying value of our inventory as determined utilizing the LIFO method of inventory accounting.  This adjustment reduceddecreased gross profit $5,329$6,067 in the nine months ended September 30, 2017 and increased2021 as compared to an increase in gross profit $1,845of $2,266 in the nine months ended September 30, 2016.  This changesame prior period. Partially offsetting these declines was improved margins in LIFO resultedthe biofuel segment.

As a result of the extraordinary increase in natural gas prices, the Attorney General of Arkansas launched a lowercivil investigative demand against several natural gas suppliers.  At this time the company is disputing the February 2021 natural gas bill and payment thereof is pending further investigation. See Notes 13 and 17 of cost or market adjustment of $1,877the consolidated financial statements for further details.

Operating expenses

Operating expenses decreased $592 and $780 in the three and nine months ended September 30, 20162021, as compared to the same periods of 2020 from decreased compensation expenses.

Other income

Other income decreased $2,377 in the three months ended September 30, 2021 as compared to the same period of 2020, primarily due to the change in gains and losses in marketable securities.  The loss (including unrealized losses) was $729 in the current three-month period as compared to gains (including unrealized gains) of $1,213 in the prior year period.

In the nine months ended September 30, 2021, Other income decreased $4,725 as compared to the same period in the prior year. This decrease resulted from:  i) a legal resolution reached in the prior year on a contractual matter for which an accrual of $8,350 was relieved as Other income; ii) the impairment of intangible assets of $1,315 (see Note 8 of the consolidated financial statements for further details); and iii) reduced interest and dividend income.  In addition, Other income was benefited from reduced losses in marketable securities (including unrealized losses) in the nine months ended September 30, 2021 compared to the prior year.  The losses on marketable securities (including unrealized losses) were $192 and $7,273 in the nine months ended September 30, 2021 and 2020, respectively.

Income tax benefit

In order to minimize the potential for ambiguity and distortion produced using the annual effective tax rate approach, the Company has determined its income tax benefits for the three and nine months ended September 30, 2021 by applying its actual year-to-date effective tax rate to year-to-date pretax loss.  In contrast, the tax benefits for the three and nine months ended September 30, 2020 reflect the application of an estimated annual effective tax rate to year-to-date pretax income.

The effective tax rates for both periods reflect the positive effects of certain tax credits and incentives, the most significant of which were the BTC and Small Agri-biodiesel Producer Tax Credit.  Additionally, the effective rate for the three and nine months ended September 30, 2020 was favorably impacted by the enhanced NOL carryback provisions of the CARES Act. This law, enacted on March 27, 2020, allowed the Company to carry back its 2020 federal tax loss to a year with a higher tax rate rather than forward to a year with a lower rate.

17

Net income

Net income for the three and nine months ended September 30, 2021 increased $2,312 and decreased $37,182 as compared to the same period in 2020, respectively. This decrease resulted primarily from the changes explained in gross profit (loss) as previously noted, Other income, and Income tax benefit.  

ChemicalSegment

  

Three Months Ended September 30,

  

Nine Months Ended September 30,

 
          

Change

          

Change

 
  

2021

  

2020

  

Amount

  

%

  

2021

  

2020

  

Amount

  

%

 
                                 

Revenues

 $16,691  $12,737  $3,954   31.0% $48,348  $63,268  $(14,920)  (23.6%)

Volume/product mix effect

         $3,286   25.8%         $(15,558)  (24.6%)

Price effect

         $668   5.2%         $638   1.0%
                                 

Gross profit

 $5,105  $4,754  $351   7.4% $8,089  $20,345  $(12,256)  (60.2%)

Chemical revenue in the three months ended September 30, 2021 increased 31.0% or $3,954 compared to the three months ended September 30, 2020. Revenue from our custom chemicals (unique chemicals produced for specific customers) was $12,720, an increase of $2,391.  Revenue from our performance chemicals (composed of multi-customer products which are sold based on specification) was $3,971, an increase of $1,562.  Prior year sales volumes for both product lines were negatively impacted by COVID.

In the nine months ended September 30, 2021, chemical revenue totaled $48,348, a decrease of 23.6% or $14,920 from the same period in 2020. Revenue from custom chemicals was $35,655, a decrease of $16,474 from the prior year comparison period resulting from two products we no such adjustmentlonger sell.  The remaining decrease in the nine-month comparison period was necessaryfrom lower sales volumes given the natural gas curtailment experienced in February of this year.  Sales revenue improved $1,554 to $12,693 in the nine-month comparison period for performance chemicals. This increase was from: i) improved market conditions with higher sales volumes of our polymer modifier, ii) improved price of glycerin, and iii) the timing of campaigned products.

Gross profit for the chemical segment for the three and nine months ended September 30, 2021, increased $351 and decreased $12,256 when compared to the same periods of 2020. The decline of gross profit in the nine-month comparison period was driven mostly by the unusually high natural gas price, the loss of sales volume in our custom chemical products primarily driven by the effects of COVID-19 on customer demand, and the loss of two custom chemical products we no longer sell. Also reducing gross profit in the nine months ended September 30, 2021 as compared to the same prior year period was the increase in the LIFO reserve due to higher prices which decreased gross profit $1,202 in the nine months ended September 30, 2021; alternatively, in the same period of 2020, the LIFO reserve decreased due to lower prices increasing gross profit $748.

18

BiofuelsSegment

  

Three Months Ended September 30,

  

Nine Months Ended September 30,

 
          

Change

          

Change

 
  

2021

  

2020

  

Amount

  

%

  

2021

  

2020

  

Amount

  

%

 
                                 

Revenues

 $81,991  $41,401  $40,590   98.0% $165,968  $91,374  $74,594   81.6%

Volume/product mix effect

         $(3,788)  (9.1%)         $(8,192)  (9.0%)

Price effect

         $44,378   107.2%         $82,786   90.6%
                                 

Gross profit (loss)

 $3,087  $1,692

 

 $1,395   82.4% $(10,676) $3,411  $(14,087)  n/a 

Biofuels revenue in the three and nine months ended September 30, 2017. Please see footnote 2 for additional discussion.2021 increased $40,590 and $74,594 compared to the same periods of 2020, respectively. This increase was primarily driven from the overall improvement in fuel and RIN prices. The biodiesel and biodiesel blend volumes decreased approximately $3,000 in the nine-month comparison period primarily from the impact of Winter Storm Uri.

 

Also contributingA significant portion of our biodiesel sold was to the reduction in gross profit three major refiners in the three months ended September 30, 2017, was the loss in the unrealized2021 and realized activity in derivative instruments of $3,314, as compared to a gain of $803, in the prior year period. The change in the derivative activity in the nine months ending September 30, 2017 favorably impacted gross profit with a loss of $1,511, as compared to a loss of $5,375 in the prior year period.

OperatingExpenses

Operating expenses decreased from $2,478 to $2,326 or $152 in the three months ended September 30, 2017 and from $7,598 to $7,405 or $193major refiner/blenders in the nine months ended September 30, 2017, as compared to the three and nine months ended September 30, 2016, respectively.  This reduction in both periods was from lower compensation cost partially offset by higher research and development expense.

Provision/(Benefit)for IncomeTaxes

The effective tax rate for the three and nine months ended September 30, 2017, reflects our expected tax rate on reported operating income before income tax. Our effective tax rate in the three and nine months ended September 30, 2017, reflects the elimination of certain tax credits and incentives for 2017. 

The effective tax rate for the three and nine months ended September 30, 2016, reflects our expected tax rate on reported operating income earnings before income tax. Our effective tax rate in the three and nine months ended September 30, 2016, reflects the positive effect of the reinstatement of the certain tax credits and incentives for 2016.2021. In addition, during the second quarter of 2016, FutureFuel booked a tax benefit related to the reversal of a state’s treatment of the taxability of the tax credits and incentives.

17


Unrecognized tax benefits totaled $2,052 and $2,056 at September 30, 2017 and December 31, 2016, respectively.

NetIncome

Net income for the three and nine months ended September 30, 2017 decreased $9,534 and $30,097, respectively, as compared to the same periods in 2016. The decrease resulted from the lack of the benefit of tax credits and incentives in effect in the three and nine months ended September 30, 2016 which were not in effect in the three and nine months ended September 30, 2017. Additionally, the adjustments in the carrying value of our inventory as determined utilizing the LIFO method of inventory accounting negatively impacted net income in both the three and nine months ended September 30, 2017. In comparison, net income in the three months ended September 30, 2016 was negatively impacted by this adjustment, but this adjustment benefited net income in the nine months ended September 30, 2016.

ChemicalsSegment

  

Three months ended September 30,

  

Nine months ended September 30,

 
          

Change

          

Change

 
  

2017

  

2016

  

Amount

  

%

  

2017

  

2016

  

Amount

  

%

 
                               

Revenues

 $28,167  $24,299  $3,868  15.9%  $77,875  $73,930  $3,945  5.3% 

Volume/product mix effect

         $2,937  12.1%          $2,774  3.8% 

Price effect

         $931  3.8%          $1,171  1.6% 
                               

Gross profit

 $8,060  $7,853  $207  2.6%  $20,401  $22,722  $(2,321) (10.2%)

Sales revenue in the three months ended September 30, 2017 increased by $3,868 compared to the three months ended September 30, 2016. Sales revenue for our custom chemicals (unique chemicals produced for specific customers) for the three months ended September 30, 2017 totaled $23,593, an increase of $3,138 from the comparable period in 2016. This increase was primarily attributed to increased sales volumes in the agrochemical and energy markets. Performance chemicals (comprised of multi-customer products which are sold based on specification) sales revenues were $4,574 in the three months ended September 30, 2017, an increase of $730 from the three months ended September 30, 2016. This increase was primarily from increased sales of polymer modifiers and specialty additives.

Sales revenue in the nine months ended September 30, 2017 increased $3,945 compared to the nine months ended September 30, 2016.  This increase was primarily attributed to increased sales volume in the agrochemical and energy markets, new customer product sales and increased amortization of deferred revenue which were mostly offset by the reduced price and volume of the laundry detergent additive.  Performance chemical sales revenue were down $1,096 to $12,686, in the nine month period ended September 30, 2017.  This decrease was primarily from reduced sales volumes of a polymer modifier product. 

Gross profit for the chemicals segment for the three months ended September 30, 2017 increased by $207 when compared to the three months ended September 30, 2016. Factors positively impacting the three-month comparison of gross profit were from the change in adjustments in the carrying value of our inventory as determined utilizing the LIFO method of inventory accounting and volume growth in the agrochemical and energy markets. Items negatively impacting gross profit were a decline in the sales volume and price of the laundry detergent additive and a change in product mix.

Gross profit for the chemicals segment for the nine months ended September 30, 2017 decreased by $2,321 when compared to the nine months ended September 30, 2016. Factors negatively impacting the nine-month comparison of gross profit were from the change in adjustments in the carrying value of our inventory as determined utilizing the LIFO method of inventory accounting, a decline in the sales volume and price of the laundry detergent additive, and a decline in the sales volume of the polymer modifier product. Positively impacting the nine-month comparison period was the volume growth in the agrochemical and energy markets.

18


BiofuelsSegment

  

Three months ended September 30,

  

Nine months ended September 30,

 
          

Change

          

Change

 
  

2017

  

2016

  

Amount

  

%

  

2017

  

2016

  

Amount

  

%

 
                               

Revenues

 $49,439  $45,007  $4,432  9.8%  $121,890  $109,890  $12,000  10.9% 

Volume/product mix effect

         $(6,460) (14.4%)         $(22,807) (20.8%)

Price effect

         $10,892  24.2%          $34,807  31.7% 
                               

Gross profit

 $(2,534) $2,466  $(5,000) (202.8%) $(6,947) $6,622  $(13,569) (204.9%)

Biofuels sales revenue in the three and nine months ended September 30, 2017 increased $4,432 and $12,000 when compared to the three and nine months ended September 30, 2016. This increase was primarily from higher prices on biodiesel, biodiesel RINs, and biodiesel blends. The sale of separated, internally generated RINs, comprised a larger component of revenue in the current quarter and nine-month period as compared to the prior year periods.  In addition, pipeline sales increased to $1,852 from $1,509 in the three months ended September 30, 2017 and 2016, respectively. For the nine-month comparison period, pipeline sales decreased to $1,852 from $7,390.  

Revenue from common carrier pipelines varies as its revenue recognition depends upon whether a transaction is bought from and sold to the same party. Purchases and sales of inventory with the same counterparty that are entered into in contemplation of one another (including buy/sell agreements) are combined and recorded on a net basis. Additionally, revenue from common carrier pipelines fluctuates with market conditions.

A portion of our biodiesel sold in 2017 was to two major refiners/blenders and2020, one major refiner in 2016.was greater than 10% of revenue. No assurances can be given that we will continue to sell to such major refiners, or, if we do sell, the volume we will sell or the profit margin we will realize. We do not believe that the loss of these customers would have a material adverse effect on our biofuels segment or on us as a whole in that:because: (i) unlike our custom manufacturing products, biodiesel is a commodity with a large potential customer base; (ii) we believe that we could readily sell our biodiesel to other customers as potential demand from other customers for biodiesel exceeds our production capacity; (iii)(ii) our sales to these customers are not under fixed terms and the customers have no fixed obligation to purchase any minimum quantities except as stipulated by short termshort-term purchase orders; and (iv)(iii) the prices we receive from these customers are based upon then-market rates, as would be the case with sales of this commodity to other customers.

 

Biofuels gross profit was $3,087 in the three and nine months ended September 30, 2017 decreased $5,000 and $13,569 when compared to the three and nine months ended September 30, 2016. Cost of goods sold increased2021, as a result of the absence of the blenders’ tax credit which expired December 31, 2016 and was in effect in the prior year’s period. Gross profits were reduced by the change in adjustments in the carrying value of our inventory as determined utilizing the LIFO method of inventory accounting. This adjustment decreased gross profit $383 and $4,276 in the three and nine months ended September 30, 2017, respectively, compared to a decreasegross profit of $336$1,692 in the same period of 2020, primarily fromi) improved margins on biodiesel and ii) the reduction in our LIFO reserve from reduced inventories which increased gross profit $1,099 in the current period as compared to an increase of $898 in the three and nine months ended September 30, 2016, respectively. This change in LIFO resulted in a lower of cost or market adjustment of $1,877,reserve from higher prices in the three and nine months ended September 30, 2016. No such adjustment impactedsame period of the prior year decreasing gross profit in the three and nine months ended September 30, 2017.  Please see footnote 2 for additional discussion.

$616.  Biofuels gross profit wasdecreased further reducedin the three-month comparison periods by the change in the activity in derivative instruments in comparison to the prior year quarter with a loss of $3,314 as compared to a gain of $803$2,348 in the three months ended September 30, 2017 and 2016, respectively. The change2021, as compared to a gain of $867 in the derivative activitythree months ended September 30, 2020.

Biofuels gross loss was $10,676 in the nine months endingended September 30, 2017 favorably impacted2021, as compared to a gross profit of $3,411 in the same period of 2020, primarily from: i) the impact of Winter Storm Uri which dramatically increased the price of natural gas and consequently reduced sales volumes when production was curtailed to minimize natural gas consumption, further exacerbated by delays in restarting caused by the freezing weather; ii) the change in the activity in derivative instruments with a loss of $1,511,$10,377 in the nine months ended September 30, 2021, as compared to a lossgain of $5,375$6,789 in the prior year period. In order to better manage the commodity price risk caused by market fluctuations in biofuelnine months ended September 30, 2020 and iii) increased LIFO reserve from increased prices we may enter into exchange traded commodity futures and options contracts. We account for these derivative instruments in accordance with accounting standards whereby the fair value of FutureFuel’s derivative instruments is determined based on the closing prices of the derivative instruments on relevant commodity exchanges at the end of an accounting period. Realized gains and losses on derivative instruments and changes in fair value of the derivative instruments are recorded in the statementnine months ended September 30, 2021 as compared to reduced prices lowering the LIFO reserve in the same period of operations as a component of cost of goods sold within the biofuels segment.2020; this adjustment decreased gross profit $4,865 and increased gross profit $1,518, respectively.

 

FutureFuel recognizesWe recognize all derivative instruments as either assets or liabilities at fair value in itsour consolidated balance sheet. FutureFuel’ssheets. Our derivative instruments do not qualify for hedge accounting under the specific guidelines of ASC 815-20-25,Topic 815, DerivativesandHedging. None of the derivative instruments are designated and accounted for as hedges primarily due primarily to the extensive record keeping requirements.

19


 

The volumes and carrying values of FutureFuel’sour derivative instruments were as follows:

 

  

September 30, 2017

  

December 31, 2016

 
  

Number of

Contracts

Short

  

Fair Value

  

Number of

Contracts

Short

  

Fair Value

 

Regulated options, included in other current assets

 200  $(162) -  $- 

Regulated fixed price future commitments, included in other current assets

 182  $(36) 135  $(258)
  

Asset (Liability)

 
  

September 30, 2021

  

December 31, 2020

 
  

Contract Quantity Short

  

Fair Value

  

Contract Quantity Short

  

Fair Value

 

Regulated fixed price future commitments

  360  $(2,023)  250  $124 

 

*All derivative instruments are entered into with the standard contract terms and conditions in accordance with major trading authorities of the New York Mercantile Exchange.

  

19

 

Critical Accounting Estimates

 

 

Revenue Recognition

The Company recognizes revenue under Topic 606, Revenue from Contracts with Customers. Certain long-term contracts had upfront non-cancellable payments considered material rights. The Company applied the renewal option approach in allocating the transaction price to the material rights. For each of these contracts, the Company estimated the expected contractual volumes to be sold at the most likely expected sales price as a basis for allocating the transaction price to the material right. Estimates are updated quarterly on a prospective basis. These custom chemical contracts have payment terms of 30 days. See Note 3 to our consolidated financial statements.

 

For most product sales, revenue is recognized when product is shipped from our facilities and risk of loss and title have passed to the customer, which is in accordance with our customer contracts and the stated shipping terms. Nearly all custom manufactured products are manufactured under written contracts.master service agreements. Performance chemicals and biodiesel are generally sold pursuant to the terms of written purchase orders. In general, customers do not have any rights of return, except for quality disputes. All of our products are tested for quality before shipment, and historically returns have been inconsequential. We do not offer rebates, or other warranties.except those related to the BTC.

 

Biodiesel selling prices can at times fluctuate based on the timing of unsold, internally generated RINs. From time to time, sales of biodiesel are on a “RINs-free” basis. Such method of selling results in applicable RINs being held. The value of the RINs is not reflected in revenue until such time as the RIN sale has been completed.

 

Revenue from bill and holdbill-and-hold transactions in which a performance obligation exists is recognized when the total performance obligation has been met and title tocontrol of the product has transferred. Bill and holdBill-and-hold transactions for the three and nine months ended September 30, 20172021 and 20162020 were related to specialtycustom chemicals customers whereby revenue was recognized in accordance with contractual agreements based upon product being produced and ready for use.use by the customer. These sales were subject to written monthly purchase orders with agreement that production was reasonable. The inventoryproduct was custom manufactured and stored at the customer’s request and could not be sold to another buyer. Credit and payment terms for bill and holdbill-and-hold customers are similar to other specialtycustom chemicals customers. Sales revenueRevenue under billbill-and-hold arrangements was $9,185 and hold arrangements were $4,519 and $6,759$7,400 for the three months ended September 30, 20172021 and 2016, and $12,477 and $17,103 for2020, respectively.  For the nine months ended September 30, 20172021 and 2016,2020 bill and hold sales revenue was $24,612 and $24,888, respectively.

20

 

Liquidity and Capital Resources

 

Our net cash provided by (used in)from operating activities, investing activities, and financing activities for the nine months ended September 30, 20172021 and 20162020 are set forth in the following chart.table.

 

 

Nine months ended September 30,

  

Nine Months Ended September 30,

 
 

2017

  

2016

  

2021

  

2020

 

Net cash provided by operating activities

 $36,440  $76,879  $19,827  $76,576 

Net cash used in investing activities

 $(14,252) $(40,444)
Net cash provided by (used in) investing activities $15,891  $(156

)

Net cash used in financing activities

 $(108,215) $(8,111) $(117,053) $(139,580

)

 

We believe that existing cash balances and cash flow to be generated from operating activities and borrowing capacity under the amended and restated credit agreement will be sufficient to fund operations, product development, cash dividends, and capital requirements for the foreseeable future. However, as the impact of the COVID-19 pandemic on the economy and our operations evolves, we will continue to assess our liquidity needs. The COVID-19 pandemic has negatively impacted the global economy, disrupted global supply chains and created significant volatility and disruption of financial markets. An extended period of global supply chain and economic disruption could materially affect our business, results of operations, ability to meet debt covenants, access to sources of liquidity and financial condition.

 

Operating Activities

 

Cash from operating activities decreased from $76,879 of cash provided by operating activities was $19,827 in the first nine months of 20162021 as compared to $36,440 of cash provided by operating activities in the first nine months of 2017.2020 of $76,576, for a net decrease of $56,749. This decrease was primarily attributable to the decrease of $30,097 in net income, the decrease in the change in accounts receivable, including accounts receivable-related parties, of $13,252$80,001.  This change resulted from the receipt of $76,259 in the first nine months of 2020, primarily from BTC payments, compared to a $3,742 increase in accounts receivable for the same period in 2021. Also contributing to the net decrease was the change in net income from $41,092 in the first nine months of 2020 to a net income of $729 for the same period in 2021 for a net decrease of $40,363, and higher cash outflows from inventory of $8,439 offset by$18,291 in the increase infirst nine months of 2021 compared to the first nine months of 2020. Partially offsetting these net cash outflows was a net change in accounts payable, including accounts payable-related parties, demonstrating a cash inflow of $11,278. 

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$21,024 in the first nine months of 2021 as compared to a cash outflow of $52,052 in the first nine months of 2020, also primarily related to BTC rebates due to customers paid in 2020. In addition, there was a net change in income tax receivable, demonstrating a cash inflow of $7,768 in the first nine months of 2021 as compared to a cash outflow of $14,379 in the same period of 2020.

 

Investing Activities

 

Cash used infrom investing activities was $14,252$15,891 in the first nine months of 20172021 as compared to $40,444cash used in of $156 in the first nine months of 2016. This2020. Of the $16,047 change, $16,325 was primarily the result of an increase in net purchasessales of marketable securities in the first nine months of 20172021 compared to the first nine months of 2016. Such2020. Cash from net purchasessales totaled $10,882 and $33,328,$18,981, in the first nine months of 2017 and 2016, respectively. Our capital expenditures and customer reimbursements for capital expenditures are summarized2021, compared to $2,656 in the following table: first nine months of 2020. 

 

  

Nine months ended September 30,

 
  

2017

  

2016

 

Cash paid for capital expenditures and intangibles

 $2,614  $3,107 

Cash received as reimbursement of capital expenditures

 $(201) $(119)

Cash paid, net of reimbursement, for capital expenditures

 $2,413  $2,988 

  

Financing Activities

 

Cash used in financing activities increased to $108,215was $117,053 and $139,580, in the first nine months ended September 30, 2021 and 2020, respectively. This $22,527 difference primarily resulted from the payment of 2017 from $8,111 in the first nine monthsspecial dividend of 2016. This change is primarily the result of payments of dividends$109,408 on our common stock in the first nine months of 20172021 compared to the first nine months of 2016. The payment of dividends totaled $108,063 and $7,869the special dividend of $131,230 in the first nine monthssame period of 2017 and 2016, respectively.2020, for a net difference of $21,822.

 

 

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Credit Facility

 

Effective April 16, 2015,March 30, 2020, we entered into a new $150,000 secured committedan amended and restated credit facilityagreement with a syndicated group of commercial banks. On May 25, 2016, we increased the facility $15,000.banks for $100,000. The loan is a revolving facility, the proceeds of which may be used for our working capital, capital expenditures, and general corporate purposes. The facility terminates on April 16, 2020.March 30, 2025. See Note 6 – “Borrowings” in 10 to our consolidated financial statements ended September 30, 2017 for additional information regarding our Credit Agreement.

 

We intend to fund future capital requirements for our businesses from cash flow as well as from existing cash, cash investments, and, if the need should arise, borrowings under our credit facility. We do not believe there will be a need to issue any securities to fund such capital requirements.

 

Dividends

 

In the first three quarters of 2017,three and nine months ended September 30, 2021 and 2020, we paid a regular quarterly cash dividenddividends in the amount of $0.06 per share on our common stock. The regular cash dividend amounted to $2,625 per quarter$2,625 in each of the first second and third quarters of 2017.  In the first quarter of 2017,three quarters. On May 10, 2021 we also paiddeclared a special cash dividend of $2.29$2.50 per share and paid $109,408 on our common stock. ThisJune 4, 2021. In the three months ended March 31, 2020, we declared a special cash dividend amounted to $100,188. Total cash dividends paid were $108,063 in the first nine months of 2017.

In the first three quarters of 2016, we paid a regular cash dividend in the amount of $0.06$3.00 per share and paid $131,230 on our common stock. The regular cash dividend amounted to $2,623 in the first, second, and third quarters of 2016, for aggregate dividend payments of $7,869 in the first nine months of 2016.

21


April 17, 2020.

 

Capital Management

 

As a result of our initial equity offering, our subsequent positive operating results, the exercise of warrants, and the issuance of shares in our at-the-market offering, we accumulated excess working capital. Some of this excess working capital has been paid out as special and regular cash dividends. Additionally, regular cash dividends will be paid in 2017,December 2021, as previously reported. Third parties have not placed significant restrictions on our working capital management decisions.

 

A significant portion of these funds was held in cash or cash equivalents at multiple financial institutions. In the periods ended September 30, 20172021 and December 31, 2016,2020, we also had investments in certain preferred stock, trust preferreddebt securities, exchange traded debt instruments, and other equity instruments. We classify these investments as current assets in the accompanying consolidated balance sheets and designate themthe debt securities as being “available-for-sale.” Accordingly, theythe debt securities are recorded at fair value, with the unrealized gains and losses, net of taxes, reported as a component of stockholders’ equity. We also held equity securities with readily available market values. These equity instruments are recorded at fair value, with the unrealized gains and losses reported as a component of net income. The fair value of these preferred stock, trust preferredthe debt securities exchange traded debt instruments, and other equity instruments totaled $123,588$45,164 and $106,146$64,404 at September 30, 20172021 and December 31, 2016,2020, respectively.

 

Lastly, we maintain depositary accounts such as checking accounts, money market accounts, and other similar accounts at selected financial institutions.

   

 

22


Off- Balance Sheet Arrangements

 

We engage in two types of hedging transactions. First, we hedge our biofuels sales through the purchase and sale of futures contracts and options on futures contracts of energy commodities. This activity was captured onin our consolidated balance sheetsheets at September 30, 20172021 and December 31, 2016.2020. Second, we hedge our biofuels feedstock through the execution of purchase contracts and supply agreements with certain vendors.vendors or they meet the normal purchase and normal sales exception of ASC 815 Derivatives and Hedging. These hedging transactions are recognized in earnings and were not recorded onin our consolidated balance sheetsheets at September 30, 20172021 or December 31, 20162020 because they do not meet the definition of a derivativehedge instrument as defined under GAAP. The purchase of biofuels feedstock generally involves two risk components: basis and price. Basis covers any refining or processing required as well as transportation. Price covers the purchases of the actual agricultural commodity. Both basis and price fluctuate over time. A supply agreement with a vendor constitutes a hedge when we have committed to a certain volume of feedstock in a future period and have fixed the basis for that volume.

 

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22


 

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

 

All dollar amounts expressed as numbers in these Market Risk Disclosures are in thousands (except per share amounts).

 

 

In recent years, general economic inflation has not had a material adverse impact on our costs and, as described elsewhere herein, we have passed some price increases along to our customers. However, we are subject to certain market risks as described below.

 

Market risk represents the potential loss arising from adverse changes in market rates and prices. Commodity price risk is inherent in the chemicals and biofuels business both with respect to inputs (electricity, coal, raw materials, biofuels feedstock, etc.) and outputs (manufactured chemicals and biofuels).

 

We seek to mitigate our market risks associated with the manufacturing and sale of chemicals by entering into long-term sale contracts that include contractual market price adjustment protections to allow changes in market prices of key raw materials to be passed on to the customer. Such price protections are not always obtained, however, and some raw material price risk remains significant.

 

In order to manage price risk caused by market fluctuations in biofuels prices, we may enter into exchange tradedexchange-traded commodity futures and options contracts. We account for these derivative instruments in accordance with ASC 815-20-25, Topic 815, Derivatives and Hedging. Under this standard, the accounting for changes in the fair value of a derivative instrument depends upon whether it has been designated as an accounting hedging relationship and, further, on the type of hedging relationship. To qualify for designation as an accounting hedging relationship, specific criteria must be met and appropriate documentation maintained. We had no derivative instruments that qualified under these rules as designated accounting hedges in the first nine months of 20172021 or 2016.2020. Changes in the fair value of our derivative instruments are recognized at the end of each accounting period and recorded in the consolidated statement of operations as a component of cost of goods sold within the biodiesel segment.

 

Our immediate recognition of derivative instrument gains and losses can cause net income to be volatile from period to period due to the timing of the change in value of the derivative instruments relative to the volume of biofuel being sold. As ofAt September 30, 20172021 and December 31, 2016,2020, the fair values of our derivative instruments were a net liability in the amountand asset of $198$2,023 and $258,$124, respectively.

 

Our gross profit will be impacted by the prices we pay for raw materials and conversion costs (costs incurred in the production of chemicals and biofuels) for which we do not possess contractual market price adjustment protection. These items are principally comprisedcomposed of crude corn oil and yellow grease and petrodiesel. The availability and price of these items are subject to wide fluctuations due to unpredictable factors such as weather conditions, overall economic conditions, governmental policies, commodity markets, and global supply and demand.

 

We prepared a sensitivity analysis of our exposure to market risk with respect to key raw materials and conversion costs for which we do not possess contractual market price adjustment protections, based on average prices for the first nine months of 2017.2021. We included only those raw materials and conversion costs for which a hypothetical adverse change in price would result in a 1%1.0% or greater decrease in gross profit. Assuming that the prices of the associated finished goods could not be increased and assuming no change in quantities sold, a hypothetical 10% changeincrease in the average price of the commodity listed below would result in the following change in gross profit.

24


 

(VolumeVolume and dollars in thousands)

 

Item

 

Volume Requirements

(a)

 

Units

 

Hypothetical Adverse Change in Price

 

Decrease in Gross Profit

 

Percentage Decrease in Gross Profit

 

Volume Requirements

(a)

 

Units

 

Hypothetical Adverse Change in Price

 

Decrease in Gross Profit

 

Percentage Decrease in Gross Profit

 

Biodiesel Feedstocks

 

           247,487 

 

LB

 

10%

 

 $          7,267 

 

54.0%

Ultra Low Sulfur Diesel

 

               12,150 

 

GAL

 

10%

 

 $          1,962 

 

14.6%

Biodiesel feedstocks

 307,046 

LB

 10.0% $14,707  563.9%
Natural Gas 916 MCF 10.0% $1,029  39.4%

Methanol

 

             102,450 

 

LB

 

10%

 

 $          1,660 

 

12.3%

 53,548 LB 10.0% $975  37.4%

Electricity

 

             86 

 

MWH

 

10%

 

 $             415 

 

3.1%

 81 MWH 10.0% $418  16.0%

Natural Gas

 

           1,006

 

MCF

 

10%

 

 $             343 

 

2.6%

Sodium Methylate

 

               8,287

 

LB

 

10%

 

 $             332 

 

2.5%

 9,116 LB 10.0% $370  14.2%

Coal

 

             28 

 

Ton

 

10%

 

 $             177 

 

1.3%

 25 Ton 10.0% $180  6.9%

(a) Volume requirements and average price information are based upon volumes used and prices obtained for the nine months ended September 30, 2017. Volume requirements may differ materially from these quantities in future years as our business evolves.

Caustic Soda 9,291 LB 10.0% $110  4.2%
Xylene 1,024 LB 10.0% $35  1.3%
Hydrogen Chloride 94 LB 10.0% $34  1.3%
190 Proof SDA 674 LB 10.0% $33  1.3%
Oleum 2,768 LB 10.0% $27  1.0%
Methyl Acetoacetate 261 LB 10.0% $25  1.0%

(a) Volume requirements and average price information are based upon volumes used and prices obtained for the nine months ended September 30, 2021. Volume requirements may differ materially from these quantities in future years as our business evolves.

 

 

We had no borrowings as ofat September 30, 20172021 or December 31, 20162020 and, as such, we were not exposed to interest rate risk for those periods. Due to the relative insignificance of transactions denominated in foreign currency, we consider our foreign currency risk to be immaterial.

23

 

 

Item 4. Controls and Procedures.

 

Under the supervision and with the participation of our chief executive officer and our principal financial officer and other senior management personnel, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15(d)-15(e)) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this report. Based on that evaluation, our chief executive officer and our principal financial officer have concluded that these disclosure controls and procedures as ofat September 30, 20172021 were effective to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms.

 

There were no changes in our internal control over financial reporting during our last fiscal quarter that materially affected, or were reasonably likely to materially affect, our internal control over financial reporting.

   

25

24


 

PART II OTHER INFORMATION

 

Item 1. Legal Proceedings.

 

We are not a party to, nor is any of our property subject to, any material pending legal proceedings, other than ordinary routine litigation incidental to our business. However, from time to time, we may be a party to, or a target of, lawsuits, claims, investigations, and proceedings, including product liability, personal injury, asbestos, patent and intellectual property, commercial, contract, environmental, antitrust, health and safety, and employment matters, which we expect to be handled and defended in the ordinary course of business. While we are unable to predict the outcome of any matters currently pending, we do not believe that the ultimate resolution of any such pending matters will have a material adverse effect on our overall financial condition, results of operations, or cash flows. However, adverse developments could negatively impact earnings or cash flows in future periods.

 

Item 1A. Risk Factors.

 

There have been no material changes to the risk factors we previously disclosed in Item 1A of our Form 10-K, Annual

Report for the year ended December 31, 20162020 filed with the SEC on March 16, 2017.2021.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

 

None.

 

Item 3. Defaults Upon Senior Securities.

 

None.

 

Item 4. Mine Safety Disclosures.

 

None.

 

Item 5. Other Information.

 

None.

 

Item 6. Exhibits.

 

Exhibit

Description

11.

Statement re Computation of per Share Earnings

31(a).

Rule 13a-15(e)/15d-15(e) Certification of chief executive officer

31(b).

Rule 13a-15(e)/15d-15(e) Certification of chief principal officer

32.

Section 1350 Certification of chief executive officer and principal financial officer

99.

Statement re Computation of per Share Earnings

101

Interactive Data Files**

101.INS

Inline XBRL Instance

101.SCH

Inline XBRL Taxonomy Extension Schema

101.CAL

Inline XBRL Taxonomy Extension Calculation

101.DEF

Inline XBRL Taxonomy Extension Definition

101.LAB

Inline XBRL Taxonomy Extension Labels

101.PRE

Inline XBRL Taxonomy Extension Presentation

104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

**

Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files in Exhibit 101 hereto are deemed not filed or

part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

   

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25


 

Special Note Regarding Forward-Looking Information

 

This report, and the documents incorporated by reference into this report contain forward-looking statements. Forward- lookingForward-looking statements deal with our current plans, intentions, beliefs, and expectations, and statements of future economic performance. Statements containing such terms as “believe,” “do not believe,” “plan,” “expect,” “intend,” “estimate,” “anticipate,” and other phrases of similar meaning are considered to contain uncertainty and are forward-looking statements. In addition, from time to time we or our representatives have made or will make forward-looking statements orally or in writing. Furthermore, such forward-looking statements may be included in various filings that we make with the SEC, or in press releases, or in oral statements made by or with the approval of one of our authorized executive officers.

 

These forward-looking statements are subject to certain known and unknown risks and uncertainties, as well as assumptions that could cause actual results to differ materially from those reflected in these forward-looking statements. Factors that might cause actual results to differ include, but are not limited to, those set forth under the headings “Risk Factors” and “Management’s“Management’s Discussion and Analysis of Financial Condition and Results of Operations” in FutureFuel’s Form 10-K Annual Report for the year ended December 31, 20162020 and in our future filings made with the SEC. You should not place undue reliance on any forward-looking statements contained in this report which reflect our management’s opinions only as of their respective dates. Except as required by law, we undertake no obligation to revise or publicly release the results of any revisions to forward-looking statements. The risks and uncertainties described in this report and in subsequent filings with the SEC are not the only ones we face. New factors emerge from time to time, and it is not possible for us to predict which will arise. There may be additional risks not presently known to us or that we currently believe are immaterial to our business. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. If any such risks occur, our business, operating results, liquidity, and financial condition could be materially affected in an adverse manner. You should consult any additional disclosures we have made or will make in our reports to the SEC on Forms 10-K, 10-Q, and 8-K, and any amendments thereto. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements contained in this report.

 

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26


 

S I G N A T U R E S

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

FUTUREFUEL CORP.  

 

 

 

 

By:  

/s/ Paul A. Novelly

 

 

 

 

Paul A. Novelly, Chairman and Chief  Executive Officer

 

Executive Officer 

 

 

 

 

Date: November 9, 2017  2021

 

 

 

 

 

 

By:    

/s/ Rose M. Sparks

 

 

 

 

Rose M. Sparks, Chief Financial Officer and Principal Financial Officer

 

and Principal Financial Officer 

 

 

 

 

Date: November 9, 2017  2021

 

 

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