Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Nov. 01, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | ADAMS RESOURCES & ENERGY, INC. | |
Entity Central Index Key | 2,178 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2018 | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding | 4,217,596 |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 130,774 | $ 109,393 |
Accounts receivable, net of allowance for doubtful accounts of $208 and $303, respectively | 108,662 | 121,353 |
Inventory | 34,760 | 12,192 |
Derivative assets | 263 | 166 |
Income tax receivable | 0 | 1,317 |
Prepayments and other current assets | 1,271 | 1,264 |
Total current assets | 275,730 | 245,685 |
Property and equipment, net | 30,918 | 29,362 |
Investment in unconsolidated affiliate | 425 | 425 |
Cash deposits and other assets | 6,239 | 7,232 |
Total assets | 313,312 | 282,704 |
Current liabilities: | ||
Accounts payable | 146,895 | 124,706 |
Accounts payable – related party | 6 | 5 |
Derivative liabilities | 247 | 145 |
Current portion of capital lease obligations | 568 | 338 |
Other current liabilities | 8,219 | 4,404 |
Total current liabilities | 155,935 | 129,598 |
Other long-term liabilities: | ||
Asset retirement obligations | 1,414 | 1,273 |
Capital lease obligations | 2,041 | 1,351 |
Deferred taxes and other liabilities | 2,655 | 3,363 |
Total liabilities | 162,045 | 135,585 |
Commitments and contingencies (Note 12) | ||
Shareholders’ equity: | ||
Preferred stock - $1.00 par value, 960,000 shares authorized, none outstanding | 0 | 0 |
Common stock - $0.10 par value, 7,500,000 shares authorized, 4,217,596 shares outstanding | 422 | 422 |
Contributed capital | 11,837 | 11,693 |
Retained earnings | 139,008 | 135,004 |
Total shareholders’ equity | 151,267 | 147,119 |
Total liabilities and shareholders’ equity | $ 313,312 | $ 282,704 |
UNAUDITED CONDENSED CONSOLIDA_2
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Allowance for doubtful accounts | $ 208 | $ 303 |
Shareholders’ equity: | ||
Preferred stock - par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock - shares authorized (in shares) | 960,000 | 960,000 |
Preferred stock - shares outstanding (in shares) | 0 | 0 |
Common stock - par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common stock - shares authorized (in shares) | 7,500,000 | 7,500,000 |
Common stock - shares outstanding (in shares) | 4,217,596 | 4,217,596 |
UNAUDITED CONDENSED CONSOLIDA_3
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues: | ||||
Total revenues | $ 467,891 | $ 295,311 | $ 1,307,564 | $ 913,600 |
Costs and expenses: | ||||
General and administrative | 1,533 | 2,787 | 6,100 | 6,884 |
Depreciation, depletion and amortization | 2,340 | 3,240 | 7,014 | 10,772 |
Total costs and expenses | 465,652 | 296,601 | 1,299,950 | 915,855 |
Operating earnings (losses) | 2,239 | (1,290) | 7,614 | (2,255) |
Other income (expense): | ||||
Loss on deconsolidation of subsidiary | 0 | (1,870) | 0 | (3,505) |
Impairment of investment in unconsolidated affiliate | 0 | (2,500) | 0 | (2,500) |
Interest income | 601 | 370 | 1,486 | 789 |
Interest expense | (26) | (8) | (60) | (10) |
Total other income (expense), net | 575 | (4,008) | 1,426 | (5,226) |
(Losses) earnings before income taxes | 2,814 | (5,298) | 9,040 | (7,481) |
Income tax benefit (provision) | (779) | 2,265 | (2,247) | 3,306 |
Net (losses) earnings | $ 2,035 | $ (3,033) | $ 6,793 | $ (4,175) |
Earnings (losses) per share: | ||||
Basic net (losses) earnings per common share (in dollars per share) | $ 0.48 | $ (0.72) | $ 1.61 | $ (0.99) |
Diluted net (losses) earnings per common share (in dollars per share) | 0.48 | (0.72) | 1.61 | (0.99) |
Dividends per common share (in dollars per share) | $ 0.22 | $ 0.22 | $ 0.66 | $ 0.66 |
Marketing | ||||
Revenues: | ||||
Total revenues | $ 453,626 | $ 282,229 | $ 1,266,055 | $ 872,020 |
Costs and expenses: | ||||
Cost of goods and services sold | 449,367 | 277,906 | 1,250,233 | 860,567 |
Transportation | ||||
Revenues: | ||||
Total revenues | 14,265 | 13,082 | 41,509 | 40,153 |
Costs and expenses: | ||||
Cost of goods and services sold | 12,412 | 12,668 | 36,603 | 36,681 |
Oil and natural gas | ||||
Revenues: | ||||
Total revenues | 0 | 0 | 0 | 1,427 |
Costs and expenses: | ||||
Cost of goods and services sold | $ 0 | $ 0 | $ 0 | $ 951 |
UNAUDITED CONDENSED CONSOLIDA_4
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Operating activities: | ||
Net (losses) earnings | $ 6,793 | $ (4,175) |
Adjustments to reconcile net (losses) earnings to net cash provided by operating activities: | ||
Depreciation, depletion and amortization | 7,014 | 10,772 |
Gains on sales of property | (890) | (347) |
Impairment of oil and natural gas properties | 0 | 3 |
Provision for doubtful accounts | (95) | (9) |
Stock-based compensation expense | 144 | 0 |
Deferred income taxes | (685) | (1,198) |
Net change in fair value contracts | 5 | 48 |
Impairment of investment in unconsolidated affiliate | 0 | 2,500 |
Loss on deconsolidation of subsidiary | 0 | 3,505 |
Changes in assets and liabilities: | ||
Accounts receivable | 12,830 | 5,228 |
Accounts receivable/payable, affiliates | 1 | 266 |
Inventories | (22,568) | (9,328) |
Income tax receivable | 1,317 | (1,412) |
Prepayments and other current assets | (7) | 927 |
Accounts payable | 22,254 | 9,482 |
Accrued liabilities | 3,815 | 465 |
Other | (103) | (240) |
Net cash provided by operating activities | 29,825 | 16,487 |
Investing activities: | ||
Property and equipment additions | (7,756) | (2,465) |
Proceeds from property sales | 1,314 | 430 |
Insurance and state collateral (deposits) refunds | 1,070 | 439 |
Net cash used in investing activities | (5,372) | (1,596) |
Financing activities: | ||
Principal repayments of capital lease obligations | (288) | 0 |
Dividends paid on common stock | (2,784) | (2,784) |
Net cash used in financing activities | (3,072) | (2,784) |
Increase in cash and cash equivalents | 21,381 | 12,107 |
Cash and cash equivalents at beginning of period | 109,393 | 87,342 |
Cash and cash equivalents at end of period | $ 130,774 | $ 99,449 |
UNAUDITED CONDENSED CONSOLIDA_5
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Contributed Capital | Retained Earnings |
Beginning balance at Dec. 31, 2016 | $ 151,312 | $ 422 | $ 11,693 | $ 139,197 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net earnings (losses) | (860) | (860) | ||
Dividends declared: | ||||
Common stock, $0.22/share | (928) | (928) | ||
Ending balance at Mar. 31, 2017 | 149,524 | 422 | 11,693 | 137,409 |
Beginning balance at Dec. 31, 2016 | 151,312 | 422 | 11,693 | 139,197 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net earnings (losses) | (4,175) | |||
Ending balance at Sep. 30, 2017 | 144,353 | 422 | 11,693 | 132,238 |
Beginning balance at Mar. 31, 2017 | 149,524 | 422 | 11,693 | 137,409 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net earnings (losses) | (282) | (282) | ||
Dividends declared: | ||||
Common stock, $0.22/share | (928) | (928) | ||
Ending balance at Jun. 30, 2017 | 148,314 | 422 | 11,693 | 136,199 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net earnings (losses) | (3,033) | (3,033) | ||
Dividends declared: | ||||
Common stock, $0.22/share | (928) | (928) | ||
Ending balance at Sep. 30, 2017 | 144,353 | 422 | 11,693 | 132,238 |
Beginning balance at Dec. 31, 2017 | 147,119 | 422 | 11,693 | 135,004 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net earnings (losses) | 1,138 | 1,138 | ||
Dividends declared: | ||||
Common stock, $0.22/share | (928) | (928) | ||
Ending balance at Mar. 31, 2018 | 147,329 | 422 | 11,693 | 135,214 |
Beginning balance at Dec. 31, 2017 | 147,119 | 422 | 11,693 | 135,004 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net earnings (losses) | 6,793 | |||
Ending balance at Sep. 30, 2018 | 151,267 | 422 | 11,837 | 139,008 |
Beginning balance at Mar. 31, 2018 | 147,329 | 422 | 11,693 | 135,214 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net earnings (losses) | 3,620 | 3,620 | ||
Stock-based compensation expense | 3 | 3 | ||
Dividends declared: | ||||
Common stock, $0.22/share | (928) | (928) | ||
Ending balance at Jun. 30, 2018 | 150,024 | 422 | 11,696 | 137,906 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net earnings (losses) | 2,035 | 2,035 | ||
Stock-based compensation expense | 141 | 141 | ||
Dividends declared: | ||||
Common stock, $0.22/share | (928) | (928) | ||
Awards under LTIP, $0.22/share | (5) | (5) | ||
Ending balance at Sep. 30, 2018 | $ 151,267 | $ 422 | $ 11,837 | $ 139,008 |
UNAUDITED CONDENSED CONSOLIDA_6
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) | 3 Months Ended |
Sep. 30, 2018$ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Dividends per common share (in dollars per share) | $ 0.22 |
Awards under LTIP (in dollars per share) | $ 0.22 |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Organization Adams Resources & Energy, Inc. (“AE”) is a publicly traded Delaware corporation organized in 1973, the common shares of which are listed on the NYSE American LLC under the ticker symbol “AE”. We and our subsidiaries are primarily engaged in the business of crude oil marketing, transportation and storage in various crude oil and natural gas basins in the lower 48 states of the United States (“U.S.”). We also conduct tank truck transportation of liquid chemicals and dry bulk and ISO tank container storage and transportation primarily in the lower 48 states of the U.S. with deliveries into Canada and Mexico, and with terminals in the Gulf Coast region of the U.S. Unless the context requires otherwise, references to “we,” “us,” “our,” the “Company” or “AE” are intended to mean the business and operations of Adams Resources & Energy, Inc. and its consolidated subsidiaries. Historically, we have operated and reported in three business segments: (i) crude oil marketing, transportation and storage, (ii) tank truck transportation of liquid chemicals and dry bulk and ISO tank container storage and transportation, and (iii) upstream crude oil and natural gas exploration and production. We exited the upstream crude oil and natural gas exploration and production business during 2017 with the sale of our upstream crude oil and natural gas exploration and production assets as a result of a voluntary bankruptcy filing for this subsidiary. The bankruptcy case involving the wholly owned subsidiary through which this business was conducted was dismissed in October 2018, and we expect final settlement to occur during the fourth quarter of 2018. Basis of Presentation Our results of operations for the three and nine months ended September 30, 2018 are not necessarily indicative of results expected for the full year of 2018. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments consisting of normal recurring accruals necessary for fair presentation. The condensed consolidated financial statements and the accompanying notes are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial statements and the rules of the U.S. Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures required by GAAP for complete annual financial statements have been omitted and, therefore, these interim financial statements should be read in conjunction with our audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2017 (the “2017 Form 10-K”) filed with the SEC on March 12, 2018. All significant intercompany transactions and balances have been eliminated in consolidation. Use of Estimates |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Earnings Per Share Basic earnings (losses) per share is computed by dividing our net earnings (losses) by the weighted average number of shares of common stock outstanding during the period. Diluted earnings (losses) per share is computed by giving effect to all potential shares of common stock outstanding, including our stock related to unvested restricted stock unit awards. Unvested restricted stock unit awards granted under the Adams Resources & Energy, Inc. 2018 Long-Term Incentive Plan (“2018 LTIP”) are not considered to be participating securities as the holders of these shares do not have non-forfeitable dividend rights in the event of our declaration of a dividend for common shares (see Note 10 for further discussion). A reconciliation of the denominator used in the calculation of basic and diluted earnings (losses) per share is as follows (in thousands, except per share data): Three Months Ended Nine Months Ended 2018 2017 2018 2017 Basic earnings (losses) per share: Net earnings (losses) $ 2,035 $ (3,033) $ 6,793 $ (4,175) Weighted average number of shares 4,218 4,218 4,218 4,218 Basic earnings (losses) per share $ 0.48 $ (0.72) $ 1.61 $ (0.99) Diluted earnings (losses) per share: Net earnings (losses) $ 2,035 $ (3,033) $ 6,793 $ (4,175) Diluted weighted average number of Common shares 4,218 4,218 4,218 4,218 Restricted stock unit awards (1) 1 — — — Performance share unit awards (2) — — — — Total 4,219 4,218 4,218 4,218 Diluted earnings (losses) per share $ 0.48 $ (0.72) $ 1.61 $ (0.99) _______________ (1) The dilutive effect of restricted stock unit awards for the three and nine months ended September 30, 2018 is de minimis. (2) The dilutive effect of performance share awards will be included in the calculation of diluted earnings per share when the performance share award performance conditions have been achieved. Fair Value Measurements The carrying amounts reported in the unaudited condensed consolidated balance sheets for cash and cash equivalents, accounts receivable and accounts payable approximates fair value because of the immediate or short-term maturity of these financial instruments. Marketable securities are recorded at fair value based on market quotations from actively traded liquid markets. A three-tier hierarchy has been established that classifies fair value amounts recognized in the financial statements based on the observability of inputs used to estimate such fair values. The hierarchy considers fair value amounts based on observable inputs (Levels 1 and 2) to be more reliable and predictable than those based primarily on unobservable inputs (Level 3). At each balance sheet reporting date, we categorize our financial assets and liabilities using this hierarchy. Fair value contracts consist of derivative financial instruments and are recorded as either an asset or liability measured at its fair value. Changes in fair value are recognized immediately in earnings unless the derivatives qualify for, and we elect, cash flow hedge accounting. We had no contracts designated for hedge accounting during any current reporting periods (see Note 9 for further information). Income Taxes Income taxes are accounted for using the asset and liability method. Under this approach, deferred tax assets and liabilities are recognized based on anticipated future tax consequences attributable to differences between financial statement carrying amounts of these items and their respective tax basis. On December 22, 2017, the Tax Cut and Jobs Act was enacted into law resulting in a reduction in the federal corporate income tax rate from 35 percent to 21 percent for years beginning in 2018, which impacts our income tax provision or benefit. Investments in Unconsolidated Affiliates AREC . In April 2017, one of our wholly owned subsidiaries, Adams Resources Exploration Corporation (“AREC”), filed a voluntary petition in the United States Bankruptcy Court for the District of Delaware seeking relief under Chapter 11 of Title 11 of the United States Code. As a result of the voluntary bankruptcy filing, we no longer controlled the operations of AREC; therefore, we deconsolidated AREC in April 2017, and we recorded our investment in this subsidiary under the cost method of accounting. During the second quarter of 2017, we recorded a non-cash charge of approximately $1.6 million associated with the deconsolidation of AREC. During the third quarter of 2017, as a result of the sale of substantially all of AREC’s assets, we recognized an additional loss of $1.9 million, which represents the difference between the net proceeds we expected to be paid upon settlement of the bankruptcy, net of anticipated remaining closing costs identified as part of the liquidation plan, and the book value of our cost method investment. At September 30, 2018, our remaining investment in AREC was $0.4 million. The bankruptcy case was dismissed during October 2018, and we expect final settlement to occur during the fourth quarter of 2018. VestaCare . During the third quarter of 2017, we reviewed our investment in VestaCare, Inc. (“VestaCare”), in which we own an approximate 15 percent equity interest (less than 3 percent voting interest), and determined that the current projected operating results did not support the carrying value of the investment. As such, we recognized a pre-tax impairment charge of $2.5 million during the third quarter of 2017 and wrote-off our investment in VestaCare. Letter of Credit Facility We maintain a Credit and Security Agreement with Wells Fargo Bank, National Association to provide up to a $60.0 million stand-by letter of credit facility used to support crude oil purchases within our crude oil marketing segment and for other purposes. We are currently using the letter of credit facility for a letter of credit related to our insurance program. This facility is collateralized by the eligible accounts receivable within our crude oil marketing segment and expires on August 30, 2019. The issued stand-by letters of credit are canceled as the underlying purchase obligations are satisfied by cash payment when due. The letter of credit facility places certain restrictions on GulfMark Energy, Inc., one of our wholly owned subsidiaries. These restrictions include the maintenance of positive net earnings excluding inventory valuation changes, as defined, among other restrictions. We are currently in compliance with all such financial covenants. Subsequent to September 30, 2018, per the terms of our letter of credit agreement, we were in default of certain nonfinancial covenants and obtained a waiver whereby the creditor will not exercise any of their rights or remedies. At September 30, 2018 and December 31, 2017, we had $0.4 million and $2.2 million, respectively, outstanding under this facility. Property and Equipment Property and equipment is recorded at cost. Expenditures for additions, improvements and other enhancements to property and equipment are capitalized, and minor replacements, maintenance and repairs that do not extend asset life or add value are charged to expense as incurred. When property and equipment assets are retired or otherwise disposed of, the related cost and accumulated depreciation is removed from the accounts and any resulting gain or loss is included in results of operations in operating costs and expenses for the respective period. Property and equipment, except for land, is depreciated using the straight-line method over the estimated average useful lives ranging from two to thirty-nine years. We review our long-lived assets for impairment whenever there is evidence that the carrying value of these assets may not be recoverable. Any impairment recognized is permanent and may not be restored. Property and equipment is reviewed at the lowest level of identifiable cash flows. For properties requiring impairment, the fair value is estimated based on an internal discounted cash flow model of future cash flows. See Note 5 for additional information regarding our property and equipment. Recent Accounting Developments In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Codification (“ASC”) 842, Leases (“ASC 842”), which requires substantially all leases (with the exception of leases with a term of one year or less) to be recorded on the balance sheet using a method referred to as the right-of-use (“ROU”) asset approach. We plan to adopt the new standard on January 1, 2019 using the modified retrospective approach and apply it to (i) all new leases entered into after January 1, 2019 and (ii) all existing lease contracts as of January 1, 2019 through a cumulative adjustment to equity. In accordance with this approach, our consolidated operating expenses for periods prior to January 1, 2019 will not be revised. The new standard introduces two lease accounting models, which result in a lease being classified as either a “finance” or “operating” lease on the basis of whether the lessee effectively obtains control of the underlying asset during the lease term. A lease would be classified as a finance lease if it meets one of five classification criteria, four of which are generally consistent with current lease accounting guidance. By default, a lease that does not meet the criteria to be classified as a finance lease will be deemed an operating lease. Regardless of classification, the initial measurement of both lease types will result in the balance sheet recognition of a ROU asset representing a company’s right to use the underlying asset for a specified period of time and a corresponding lease liability. The lease liability will be recognized at the present value of the future lease payments, and the ROU asset will equal the lease liability adjusted for any prepaid rent, lease incentives provided by the lessor, and any indirect costs. The subsequent measurement of each type of lease varies. Leases classified as a finance lease will be accounted for using the effective interest method. Under this approach, a lessee will amortize the ROU asset (generally on a straight-line basis in a manner similar to depreciation) and the discount on the lease liability (as a component of interest expense). Leases classified as an operating lease will result in the recognition of a single lease expense amount that is recorded on a straight-line basis (or another systematic basis, if more appropriate). We are in the process of reviewing our lease agreements in light of the new guidance. We anticipate that this new lease guidance will result in changes to the way our operating leases are recorded, presented and disclosed in our consolidated financial statements. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Adoption of ASC 606 On January 1, 2018, we adopted ASC 606, Revenue from Contracts with Customers (“ASC 606”) and all related Accounting Standards Updates by applying the modified retrospective method to all contracts that were not completed on January 1, 2018. The modified retrospective approach required us to recognize the cumulative effect of initially applying the new standard as an adjustment to the opening balance of retained earnings on January 1, 2018. Comparative information has not been restated and continues to be reported under the historical accounting standards in effect for those periods. The adoption of the new revenue standard did not result in a cumulative effect adjustment to our retained earnings since there was no significant impact upon adoption of the new standard. There was also no material impact to revenues, or any other financial statement line items, for the three and nine months ended September 30, 2018 as a result of applying ASC 606. We expect the impact of the adoption of ASC 606 to remain immaterial to our net earnings on an ongoing basis. Revenue Recognition The new revenue standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The new revenue standard requires entities to recognize revenue through the application of a five-step model, which includes: identification of the contract; identification of the performance obligations; determination of the transaction price; allocation of the transaction price to the performance obligations; and recognition of revenue as the entity satisfies the performance obligations. Our revenues are primarily generated from the marketing, transportation and storage of crude oil and other related products and the tank truck transportation of liquid chemicals and dry bulk. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC 606. To identify the performance obligations, we considered all of the products or services promised in the contracts with customers, whether explicitly stated or implied based on customary business practices. Revenue is recognized when, or as, each performance obligation is satisfied under terms of the contract. Payment is typically due in full within 30 days of the invoice date. For our crude oil marketing segment, most of our crude oil purchase and sale contracts qualify and are designated as non-trading activities, and we consider these contracts as normal purchases and sales activity. For normal purchases and sales, our customers are invoiced monthly based upon contractually agreed upon terms with revenue recognized in the month in which the physical product is delivered to the customer, generally upon delivery of the product to the customer. Revenue is recognized based on the transaction price and the quantity delivered. The majority of our crude oil sales contracts have multiple distinct performance obligations as the promise to transfer the individual goods (e.g., barrels of crude oil) is separately identifiable from the other goods promised within the contracts. Our performance obligations are satisfied at a point in time. For normal sales arrangements, revenue is recognized in the month in which control of the physical product is transferred to the customer, generally upon delivery of the product to the customer. For our transportation segment, each sales order associated with our master transportation agreements is considered a distinct performance obligation. The performance obligations associated with this segment are satisfied over time as the goods and services are delivered. Practical Expedients In connection with our adoption of ASC 606, we reviewed our revenue contracts for impact upon adoption. For example, our revenue contracts often include promises to transfer various goods and services to a customer. Determining whether goods and services are considered distinct performance obligations that should be accounted for separately versus together will continue to require continual assessment. We also used practical expedients permitted by ASC 606 when applicable. These practical expedients included: • Applying the new guidance only to contracts that were not completed as of January 1, 2018; and • Not accounting for the effects of significant financing components if the company expects that the period between when the entity transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less. Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable and customer advances and deposits (contract liabilities) on our consolidated balance sheet. Currently, we do not record any contract assets in our financial statements due to the timing of revenue recognized and when our customers are billed. Our crude oil marketing customers are generally billed monthly based on contractually agreed upon terms. However, we sometimes receive advances or deposits from customers before revenue is recognized, resulting in contract liabilities. These contract assets and liabilities, if any, are reported on our consolidated balance sheets at the end of each reporting period. Revenue Disaggregation The following table disaggregates our revenue by segment and by major source for the periods indicated (in thousands): Reporting Segments Marketing Transportation Total Three Months Ended September 30, 2018 Revenues from contracts with customers $ 424,061 $ 14,265 $ 438,326 Other (1) 29,565 — 29,565 Total revenues $ 453,626 $ 14,265 $ 467,891 Timing of revenue recognition: Goods transferred at a point in time $ 424,061 $ — $ 424,061 Services transferred over time — 14,265 14,265 Total revenues from contracts with customers $ 424,061 $ 14,265 $ 438,326 Nine Months Ended September 30, 2018 Revenues from contracts with customers $ 1,203,511 $ 41,509 $ 1,245,020 Other (1) 62,544 — 62,544 Total revenues $ 1,266,055 $ 41,509 $ 1,307,564 Timing of revenue recognition: Goods transferred at a point in time $ 1,203,511 $ — $ 1,203,511 Services transferred over time — 41,509 41,509 Total revenues from contracts with customers $ 1,203,511 $ 41,509 $ 1,245,020 _______________ (1) Other marketing revenues are recognized under ASC 815, Derivatives and Hedging , and ASC 845, Nonmonetary Transactions – Purchases and Sales of Inventory with the Same Counterparty . Other Marketing Revenue Certain of the commodity purchase and sale contracts utilized by our crude oil marketing business qualify as derivative instruments with certain specifically identified contracts also designated as trading activity. From the time of contract origination, these contracts are marked-to-market and recorded on a net revenue basis in the accompanying consolidated financial statements. Certain of our crude oil contracts may be with a single counterparty to provide for similar quantities of crude oil to be bought and sold at different locations. These contracts are entered into for a variety of reasons, including effecting the transportation of the commodity, to minimize credit exposure, and/or to meet the competitive demands of the customer. These buy/sell arrangements are reflected on a net revenue basis in the accompanying consolidated financial statements. Reporting these crude oil contracts on a gross revenue basis would increase our reported revenues as follows for the periods indicated (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Revenue gross-up $ 76,373 $ 46,306 $ 178,399 $ 148,779 |
Prepayments and Other Current A
Prepayments and Other Current Assets | 9 Months Ended |
Sep. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepayments and Other Current Assets | Prepayments and Other Current Assets The components of prepayments and other current assets were as follows at the dates indicated (in thousands): September 30, December 31, 2018 2017 Insurance premiums $ 274 $ 425 Rents, licenses and other 997 839 Total $ 1,271 $ 1,264 |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment The historical costs of our property and equipment and related accumulated depreciation balances were as follows at the dates indicated (in thousands): Estimated Useful Life September 30, December 31, in Years 2018 2017 Tractors and trailers ( 1) 5 – 6 $ 84,578 $ 88,065 Field equipment 2 – 5 19,987 18,490 Buildings 5 – 39 15,746 15,727 Office equipment 2 – 5 1,808 1,929 Land 1,790 1,790 Construction in progress 1,664 275 Total 125,573 126,276 Less accumulated depreciation (94,655) (96,914) Property and equipment, net $ 30,918 $ 29,362 _______________ (1) Amounts include assets held under capital leases for certain tractors in our marketing segment. Gross property and equipment associated with assets held under capital leases were $3.0 million and $1.8 million at September 30, 2018 and December 31, 2017, respectively. Accumulated amortization associated with assets held under capital leases were $0.4 million and $0.1 million at September 30, 2018 and December 31, 2017, respectively (see Note 12 for further information). Components of depreciation, depletion and amortization expense were as follows for the periods indicated (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Depreciation, depletion and amortization, excluding amounts under capital leases $ 2,210 $ 3,210 $ 6,703 $ 10,742 Amortization of property and equipment under capital leases 130 30 311 30 Total depreciation, depletion and amortization $ 2,340 $ 3,240 $ 7,014 $ 10,772 |
Cash Deposits and Other Assets
Cash Deposits and Other Assets | 9 Months Ended |
Sep. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Cash Deposits and Other Assets | Cash Deposits and Other Assets Components of cash deposits and other assets were as follows at the dates indicated (in thousands): September 30, December 31, 2018 2017 Amounts associated with liability insurance program: Insurance collateral deposits $ 3,517 $ 3,767 Excess loss fund 1,662 2,284 Accumulated interest income 736 814 Other amounts: State collateral deposits 61 57 Materials and supplies 227 273 Other 36 37 Total $ 6,239 $ 7,232 |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment ReportingHistorically, our three reporting segments have been: (i) crude oil marketing, transportation and storage, (ii) tank truck transportation of liquid chemicals and dry bulk and ISO tank container storage and transportation and (iii) upstream crude oil and natural gas exploration and production. Our upstream crude oil and natural gas exploration and production wholly owned subsidiary filed for bankruptcy in April 2017, and as a result of our loss of control of the wholly owned subsidiary, AREC was deconsolidated and is accounted for under the cost method of accounting. AREC remained a reportable segment until its deconsolidation, effective April 30, 2017. Information concerning our various business activities was as follows for the periods indicated (in thousands): Reporting Segments Marketing Transportation Oil and Gas and Other Total Three Months Ended September 30, 2018 Revenues $ 453,626 $ 14,265 $ — $ 467,891 Segment operating (losses) earnings (1) 2,982 790 — 3,772 Depreciation, depletion and amortization 1,277 1,063 — 2,340 Property and equipment additions (2) 612 4,416 — 5,028 Three Months Ended September 30, 2017 Revenues $ 282,229 $ 13,082 $ — $ 295,311 Segment operating (losses) earnings (1) ( 4 ) 2,412 (915) — 1,497 Depreciation, depletion and amortization 1,911 1,329 — 3,240 Property and equipment additions (2) 178 179 — 357 Nine Months Ended September 30, 2018 Revenues $ 1,266,055 $ 41,509 $ — $ 1,307,564 Segment operating (losses) earnings (1) 11,712 2,002 — 13,714 Depreciation, depletion and amortization 4,110 2,904 — 7,014 Property and equipment additions (2) (3) 1,682 6,061 13 7,756 Nine Months Ended September 30, 2017 Revenues $ 872,020 $ 40,153 $ 1,427 $ 913,600 Segment operating (losses) earnings (1) ( 4 ) 5,496 (920) 53 4,629 Depreciation, depletion and amortization 5,957 4,392 423 10,772 Property and equipment additions (2) 451 189 1,825 2,465 _______________ (1) Our marketing segment’s operating earnings included inventory liquidation gains of $0.1 million and $2.5 million for the three and nine months ended September 30, 2018, respectively, inventory valuation gains of $2.0 million for the three months ended September 30, 2017 and inventory valuation losses of $0.1 million for the nine months ended September 30, 2017. (2) Our marketing segment’s property and equipment additions do not include approximately $1.2 million and $1.8 million of tractors acquired during the nine months ended September 30, 2018 and 2017, respectively, under capital leases. See Note 12 for further information. (3) During the nine months ended September 30, 2018, we had $13 thousand of property and equipment additions for leasehold improvements at our corporate headquarters level, which is not attributed or allocated to any of our reporting segments. (4) Segment operating (losses) earnings for the three and nine months ended September 30, 2017 included approximately $0.4 million of costs related to a voluntary early retirement program that was implemented in August 2017. Segment operating earnings reflect revenues net of operating costs and depreciation, depletion and amortization expense and are reconciled to earnings (losses) before income taxes, as follows for the periods indicated (in thousands): Three Months Ended Nine Months Ended 2018 2017 2018 2017 Segment operating earnings $ 3,772 $ 1,497 $ 13,714 $ 4,629 General and administrative (1) (1,533) (2,787) (6,100) (6,884) Operating earnings (losses) 2,239 (1,290) 7,614 (2,255) Loss on deconsolidation of subsidiary — (1,870) — (3,505) Impairment of investment in unconsolidated affiliate — (2,500) — (2,500) Interest income 601 370 1,486 789 Interest expense (26) (8) (60) (10) (Losses) earnings before income taxes $ 2,814 $ (5,298) $ 9,040 $ (7,481) _______________ (1) General and administrative expenses for the three and nine months ended September 30, 2017 included approximately $1.0 million of costs related to a voluntary early retirement program we implemented in August 2017. Identifiable assets by industry segment were as follows at the dates indicated (in thousands): September 30, December 31, 2018 2017 Reporting segment: Marketing $ 143,427 $ 134,745 Transportation 32,049 29,069 Oil and Gas (1) 425 425 Cash and other assets 137,411 118,465 Total assets $ 313,312 $ 282,704 _______________ (1) Amounts represent our cost method investment in this segment. |
Transactions with Affiliates
Transactions with Affiliates | 9 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Transactions with Affiliates | Transactions with Affiliates We enter into certain transactions in the normal course of business with affiliated entities including direct cost reimbursement for shared phone and administrative services. In addition, we lease our corporate office space from an affiliated entity. We utilize our former affiliate, Bencap LLC (“Bencap”), to administer certain of our employee medical benefit programs including a detail audit of individual medical claims. Bencap earns a fee from us for providing these services at a discounted amount from its standard charge to non-affiliates. We had an equity method investment in Bencap, which was forfeited during the first quarter of 2017. As a result, we have no further ownership interest in Bencap. Activities with affiliates were as follows for the periods indicated (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Affiliate billings to us $ 18 $ 16 $ 58 $ 52 Billings to affiliates 1 1 4 3 Rentals paid to affiliate 121 137 365 462 Fees paid to Bencap (1) — — — 108 _______________ (1) Amount represents fees paid to Bencap through the date of the forfeiture of our investment during the first quarter of 2017. As a result of the investment forfeiture, Bencap is no longer an affiliate. |
Derivative Instruments and Fair
Derivative Instruments and Fair Value Measurements | 9 Months Ended |
Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Fair Value Measurements | Derivative Instruments and Fair Value Measurements Derivative Instruments In the normal course of our operations, our crude oil marketing segment purchases and sells crude oil. We seek to profit by procuring the commodity as it is produced and then delivering the material to the end users or the intermediate use marketplace. As typical for the industry, these transactions are made pursuant to the terms of forward month commodity purchase and/or sale contracts. Some of these contracts meet the definition of a derivative instrument, and therefore, we account for these contracts at fair value, unless the normal purchase and sale exception is applicable. These types of underlying contracts are standard for the industry and are the governing document for our crude oil marketing segment. None of our derivative instruments have been designated as hedging instruments. At September 30, 2018, we had in place 12 commodity purchase and sale contracts, of which four of these contracts had no fair value associated with them as the contractual prices of crude oil were within the range of prices specified in the agreements. These commodity purchase and sale contracts encompassed approximately: • 258 barrels per day of crude oil during October 2018 through December 2018; • 322 barrels per day of crude oil during January 2019 through April 2019; • 258 barrels per day of crude oil during May 2019; and • 322 barrels per day of crude oil during June 2019 through August 2019. The estimated fair value of forward month commodity contracts (derivatives) reflected in the accompanying unaudited condensed consolidated balance sheet were as follows at the date indicated (in thousands): September 30, 2018 Balance Sheet Location and Amount Current Other Current Other Assets Assets Liabilities Liabilities Asset derivatives: Fair value forward hydrocarbon commodity contracts at gross valuation $ 263 $ — $ — $ — Liability derivatives: Fair value forward hydrocarbon commodity contracts at gross valuation — — 247 — Less counterparty offsets — — — — As reported fair value contracts $ 263 $ — $ 247 $ — At December 31, 2017, we had in place 20 commodity purchase and sale contracts, of which four of these contracts had no fair value associated with them as the contractual prices of crude oil were within the range of prices specified in the agreements. These commodity purchase and sale contracts encompassed approximately: • 452 barrels per day of crude oil during January 2018; • 322 barrels per day of crude oil during February 2018 through May 2018; • 258 barrels per day of crude oil during June 2018; • 646 barrels per day of crude oil during July 2018; • 322 barrels per day of crude oil during August 2018 through September 2018; and • 258 barrels per day of crude oil during October 2018 through December 2018. The estimated fair value of forward month commodity contracts (derivatives) reflected in the accompanying unaudited condensed consolidated balance sheet were as follows at the date indicated (in thousands): December 31, 2017 Balance Sheet Location and Amount Current Other Current Other Assets Assets Liabilities Liabilities Asset derivatives: Fair value forward hydrocarbon commodity contracts at gross valuation $ 166 $ — $ — $ — Liability derivatives: Fair value forward hydrocarbon commodity contracts at gross valuation — — 145 — Less counterparty offsets — — — — As reported fair value contracts $ 166 $ — $ 145 $ — We only enter into commodity contracts with creditworthy counterparties and evaluate our exposure to significant counterparties on an ongoing basis. At September 30, 2018 and December 31, 2017, we were not holding nor have we posted any collateral to support our forward month fair value derivative activity. We are not subject to any credit-risk related trigger events. We have no other financial investment arrangements that would serve to offset our derivative contracts. Forward month commodity contracts (derivatives) reflected in the accompanying unaudited condensed consolidated statements of operations were as follows for the periods indicated (in thousands): Gains (losses) Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Revenues – marketing $ (7) $ (748) $ (5) $ (48) Fair Value Measurements The following tables set forth, by level with the Level 1, 2 and 3 fair value hierarchy, the carrying values of our financial assets and liabilities at the dates indicated (in thousands): September 30, 2018 Fair Value Measurements Using Quoted Prices in Active Significant Markets for Other Significant Identical Assets Observable Unobservable and Liabilities Inputs Inputs Counterparty (Level 1) (Level 2) (Level 3) Offsets Total Derivatives: Current assets $ — $ 263 $ — $ — $ 263 Current liabilities — (247) — — (247) Net value $ — $ 16 $ — $ — $ 16 December 31, 2017 Fair Value Measurements Using Quoted Prices in Active Significant Markets for Other Significant Identical Assets Observable Unobservable and Liabilities Inputs Inputs Counterparty (Level 1) (Level 2) (Level 3) Offsets Total Derivatives: Current assets $ — $ 166 $ — $ — $ 166 Current liabilities — (145) — — (145) Net value $ — $ 21 $ — $ — $ 21 These assets and liabilities are measured on a recurring basis and are classified based on the lowest level of input used to estimate their fair value. Our assessment of the relative significance of these inputs requires judgments. When determining fair value measurements, we make credit valuation adjustments to reflect both our own nonperformance risk and our counterparty’s nonperformance risk. When adjusting the fair value of derivative contracts for the effect of nonperformance risk, we consider the impact of netting and any applicable credit enhancements. Credit valuation adjustments utilize Level 3 inputs, such as credit scores to evaluate the likelihood of default by us or our counterparties. At September 30, 2018 and December 31, 2017, credit valuation adjustments were not significant to the overall valuation of our fair value contracts. As a result, applicable fair value assets and liabilities are included in their entirety in the fair value hierarchy. Nonrecurring Fair Value Measurements Certain nonfinancial assets and liabilities are measured at fair value on a nonrecurring basis and are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment. We had no items requiring nonrecurring fair value measurements during the nine months ended September 30, 2018. The following table presents categories of long-lived assets that were subject to nonrecurring fair value measurements during the nine months ended September 30, 2017 (in thousands): Fair Value Measurements at the End of the Reporting Period Using Quoted Prices in Active Significant Carrying Markets for Other Significant Total Value at Identical Assets Observable Unobservable Non-Cash September 30, and Liabilities Inputs Inputs Impairment 2017 (Level 1) (Level 2) (Level 3) Loss Oil and gas properties — Investment in AREC $ 3,200 $ — $ 3,200 $ — $ 3,505 Investment in VestaCare — — — — 2,500 $ 6,005 |
Share-Based Compensation Plan
Share-Based Compensation Plan | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation Plan | Share-Based Compensation PlanIn May 2018, our shareholders approved the 2018 LTIP, a long-term incentive plan under which any employee or non-employee director who provides services to us is eligible to participate in the plan. The 2018 LTIP, which is overseen by the Compensation Committee of our Board of Directors, provides for the grant of various types of equity awards, of which restricted stock unit awards and performance-based compensation awards were granted during the second quarter of 2018. The maximum number of shares authorized for issuance under the 2018 LTIP is 150,000 shares, and the 2018 LTIP is effective until May 8, 2028. We began awarding share-based compensation to eligible employees and directors in June 2018. After giving effect to awards granted under the 2018 LTIP and assuming the potential achievement of the maximum amounts of the performance factors through September 30, 2018, a total of 120,403 shares were available for issuance. During the three and nine months ended September 30, 2018, we recognized $0.1 million and $0.1 million, respectively, of compensation expense in connection with equity-based awards as the grant date for all awards under the 2018 LTIP was June 29, 2018. If dividends are paid with respect to our common shares during the vesting period, an equivalent amount will accrue and be held by us without interest until the restricted stock unit awards and performance share unit awards vest, at which time the amount will be paid to the recipient. If the award is forfeited prior to vesting, the accrued dividends will also be forfeited. At September 30, 2018, we had $5 thousand of accrued dividend amounts for awards granted under the 2018 LTIP. Restricted Stock Unit Awards A restricted stock unit award is a grant of a right to receive our common shares in the future at no cost to the recipient apart from fulfilling service and other conditions once a defined vesting period expires, subject to customary forfeiture provisions. A restricted stock unit award will either be settled by the delivery of common shares or by the payment of cash based upon the fair market value of a specified number of shares, at the discretion of the Compensation Committee, subject to the terms of the applicable award agreement. The Compensation Committee intends for these awards to vest with the settlement of common shares. Restricted stock unit awards generally vest at a rate of approximately 33 percent per year beginning one year after the grant date and are non-vested until the required service periods expire. The fair value of a restricted stock unit award is based on the market price per share of our common shares on the date of grant. Compensation expense is recognized based on the grant date fair value over the requisite service or vesting period. The following table presents restricted stock unit award activity for the periods indicated: Weighted- Average Grant Number of Date Fair Value Shares per Share (1) Restricted stock unit awards at January 1, 2018 — $ — Granted (2) 13,733 $ 43.00 Vested — $ — Forfeited — $ — Restricted stock unit awards at September 30, 2018 13,733 $ — _______________ (1) Determined by dividing the aggregate grant date fair value of awards by the number of awards issued. (2) The aggregate grant date fair value of restricted stock unit awards issued during 2018 was $0.6 million based on a grant date market price of our common shares of $43.00 per share. Unrecognized compensation cost associated with restricted stock unit awards was approximately $0.5 million at September 30, 2018. Due to the graded vesting provisions of these awards, we expect to recognize the remaining compensation cost for these awards over a weighted-average period of 1.6 years. Performance Share Unit Awards An award granted as performance-based compensation is awarded to a participant contingent upon attainment of our future performance goals during a performance cycle. The performance goals were pre-established by the Compensation Committee. Following the end of the performance period, the holder of a performance-based compensation award is entitled to receive payment of an amount not exceeding the number of shares of common stock subject to, or the maximum value of, the performance-based compensation award, based on the achievement of the performance measures for the performance period. The performance share unit awards generally vest in full approximately three years after grant date, and are non-vested until the required service period expires. The fair value of a performance share unit award is based on the market price per share of our common shares on the date of grant. Compensation expense is recognized based on the grant date fair value over the requisite service or vesting period. Compensation expense will be adjusted for the performance goals on a quarterly basis. The following table presents performance share unit award activity for the periods indicated: Weighted- Average Grant Number of Date Fair Value Shares per Share (1) Performance share unit awards at January 1, 2018 — $ — Granted (2) 7,932 $ 43.00 Vested — $ — Forfeited — $ — Performance share unit awards at September 30, 2018 7,932 $ — _______________ (1) Determined by dividing the aggregate grant date fair value of awards by the number of awards issued. (2) The aggregate grant date fair value of performance share unit awards issued during 2018 was $0.4 million based on a grant date market price of our common share of $43.00 per share and assuming a performance factor of 100 percent. Unrecognized compensation cost associated with performance share unit awards was approximately $0.3 million at September 30, 2018. We expect to recognize the remaining compensation cost for these awards over a weighted-average period of 2.9 years. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 9 Months Ended |
Sep. 30, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information Supplemental cash flows and non-cash transactions were as follows for the periods indicated (in thousands): Nine Months Ended September 30, 2018 2017 Cash paid for interest $ 60 $ 10 Cash paid for federal and state income taxes 811 381 Non-cash transactions: Change in accounts payable related to property and equipment additions (84) — Property and equipment acquired under capital leases 1,208 1,808 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Capital Lease Obligations During 2017 and 2018, we entered into capital leases for certain of our tractors in our crude oil marketing segment. The following table summarizes our principal contractual commitments outstanding under our capital leases at September 30, 2018 for the next five years, and in total thereafter (in thousands): Remainder of 2018 $ 168 2019 671 2020 671 2021 670 2022 527 Thereafter 158 Total minimum lease payments 2,865 Less: Amount representing interest (256) Present value of capital lease obligations 2,609 Less current portion of capital lease obligations (568) Total long-term capital lease obligations $ 2,041 Operating Lease Obligations We lease certain property and equipment under noncancelable and cancelable operating leases. Our significant lease agreements consist of (i) arrangements with independent truck owner-operators for use of their equipment and driver services; (ii) leased office space; and (iii) certain lease and terminal access contracts in order to provide tank storage and dock access for our crude oil marketing business. Currently, our significant lease agreements have terms that range from one to eight years. Lease expense is charged to operating costs and expenses on a straight-line basis over the period of expected economic benefit. Contingent rental payments are expensed as incurred. We are generally required to perform routine maintenance on the underlying leased assets. Maintenance and repairs of leased assets resulting from our operations are charged to expense as incurred. Rental expense was as follows for the periods indicated (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Rental expense $ 2,869 $ 2,874 $ 8,291 $ 9,332 At September 30, 2018, rental obligations under non-cancelable operating leases and terminal arrangements with terms in excess of one year for the next five years and thereafter are payable as follows (in thousands): Remainder of 2018 $ 1,536 2019 3,551 2020 1,780 2021 1,651 2022 1,570 Thereafter 2,966 Total operating lease payments $ 13,054 Insurance Policies Under our automobile and workers’ compensation insurance policies that were in place through September 30, 2017, we pre-funded our estimated losses, and therefore, we could either receive a return of premium paid or be assessed for additional premiums up to pre-established limits. Additionally, in certain instances, the risk of insured losses was shared with a group of similarly situated entities through an insurance captive. We have appropriately recognized estimated expenses and liabilities related to these policies for losses incurred but not reported to us or our insurance carrier. The amount of pre-funded insurance premiums left to cover potential future losses are presented in the table below. If the potential insurance claims do not further develop, the pre-funded premiums will be returned to us as a premium refund. Effective October 1, 2017, we changed the structure of our automobile and workers’ compensation insurance policies. We exited the group captive and now establish a liability for expected claims incurred but not reported on a monthly basis as we move forward. As claims are paid, the liability is relieved. The amount of pre-funded insurance premiums left to cover potential future losses and our accruals for automobile and workers’ compensation claims were as follows at the dates indicated (in thousands): September 30, December 31, 2018 2017 Pre-funded premiums for losses incurred but not reported $ 497 $ 988 Accrued automobile and workers’ compensation claims 1,721 450 We maintain a self-insurance program for managing employee medical claims. A liability for expected claims incurred but not reported is established on a monthly basis. As claims are paid, the liability is relieved. We also maintain third party insurance stop-loss coverage for annual aggregate medical claims exceeding $6.0 million. Medical accrual amounts were as follows at the dates indicated (in thousands): September 30, December 31, 2018 2017 Accrued medical claims $ 1,100 $ 1,329 Litigation From time to time as incidental to our operations, we may become involved in various lawsuits and/or disputes. Primarily as an operator of an extensive trucking fleet, we are a party to motor vehicle accidents, worker compensation claims and other items of general liability as would be typical for the industry. We are presently unaware of any claims against us that are either outside the scope of insurance coverage or that may exceed the level of insurance coverage and could potentially represent a material adverse effect on our financial position or results of operations. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent EventOn October 1, 2018, we completed the purchase of a trucking company for $10.0 million that owned approximately 113 tractor trailer trucks and 125 trailers operating in the Red River area in North Texas and South Central Oklahoma. This acquisition will be included in our crude oil marketing segment. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Organization | Organization Adams Resources & Energy, Inc. (“AE”) is a publicly traded Delaware corporation organized in 1973, the common shares of which are listed on the NYSE American LLC under the ticker symbol “AE”. We and our subsidiaries are primarily engaged in the business of crude oil marketing, transportation and storage in various crude oil and natural gas basins in the lower 48 states of the United States (“U.S.”). We also conduct tank truck transportation of liquid chemicals and dry bulk and ISO tank container storage and transportation primarily in the lower 48 states of the U.S. with deliveries into Canada and Mexico, and with terminals in the Gulf Coast region of the U.S. Unless the context requires otherwise, references to “we,” “us,” “our,” the “Company” or “AE” are intended to mean the business and operations of Adams Resources & Energy, Inc. and its consolidated subsidiaries. |
Basis of Presentation | Basis of Presentation Our results of operations for the three and nine months ended September 30, 2018 are not necessarily indicative of results expected for the full year of 2018. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments consisting of normal recurring accruals necessary for fair presentation. The condensed consolidated financial statements and the accompanying notes are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial statements and the rules of the U.S. Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures required by GAAP for complete annual financial statements have been omitted and, therefore, these interim financial statements should be read in conjunction with our audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2017 (the “2017 Form 10-K”) filed with the SEC on March 12, 2018. All significant intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates | Use of EstimatesThe preparation of our financial statements in conformity with GAAP requires management to use estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We base our estimates and judgments on historical experience and on various other assumptions and information we believe to be reasonable under the circumstances. Estimates and assumptions about future events and their effects cannot be perceived with certainty and, accordingly, these estimates may change as new events occur, as more experience is acquired, as additional information is obtained and as the operating environment changes. While we believe the estimates and assumptions used in the preparation of these condensed consolidated financial statements are appropriate, actual results could differ from those estimates. |
Earnings Per Share | Earnings Per ShareBasic earnings (losses) per share is computed by dividing our net earnings (losses) by the weighted average number of shares of common stock outstanding during the period. Diluted earnings (losses) per share is computed by giving effect to all potential shares of common stock outstanding, including our stock related to unvested restricted stock unit awards. Unvested restricted stock unit awards granted under the Adams Resources & Energy, Inc. 2018 Long-Term Incentive Plan (“2018 LTIP”) are not considered to be participating securities as the holders of these shares do not have non-forfeitable dividend rights in the event of our declaration of a dividend for common shares (see Note 10 for further discussion). |
Fair Value Measurements | Fair Value Measurements The carrying amounts reported in the unaudited condensed consolidated balance sheets for cash and cash equivalents, accounts receivable and accounts payable approximates fair value because of the immediate or short-term maturity of these financial instruments. Marketable securities are recorded at fair value based on market quotations from actively traded liquid markets. A three-tier hierarchy has been established that classifies fair value amounts recognized in the financial statements based on the observability of inputs used to estimate such fair values. The hierarchy considers fair value amounts based on observable inputs (Levels 1 and 2) to be more reliable and predictable than those based primarily on unobservable inputs (Level 3). At each balance sheet reporting date, we categorize our financial assets and liabilities using this hierarchy. |
Income Taxes | Income Taxes Income taxes are accounted for using the asset and liability method. Under this approach, deferred tax assets and liabilities are recognized based on anticipated future tax consequences attributable to differences between financial statement carrying amounts of these items and their respective tax basis. On December 22, 2017, the Tax Cut and Jobs Act was enacted into law resulting in a reduction in the federal corporate income tax rate from 35 percent to 21 percent for years beginning in 2018, which impacts our income tax provision or benefit. |
Investments in Unconsolidated Affiliates | Investments in Unconsolidated Affiliates AREC . In April 2017, one of our wholly owned subsidiaries, Adams Resources Exploration Corporation (“AREC”), filed a voluntary petition in the United States Bankruptcy Court for the District of Delaware seeking relief under Chapter 11 of Title 11 of the United States Code. As a result of the voluntary bankruptcy filing, we no longer controlled the operations of AREC; therefore, we deconsolidated AREC in April 2017, and we recorded our investment in this subsidiary under the cost method of accounting. During the second quarter of 2017, we recorded a non-cash charge of approximately $1.6 million associated with the deconsolidation of AREC. During the third quarter of 2017, as a result of the sale of substantially all of AREC’s assets, we recognized an additional loss of $1.9 million, which represents the difference between the net proceeds we expected to be paid upon settlement of the bankruptcy, net of anticipated remaining closing costs identified as part of the liquidation plan, and the book value of our cost method investment. At September 30, 2018, our remaining investment in AREC was $0.4 million. The bankruptcy case was dismissed during October 2018, and we expect final settlement to occur during the fourth quarter of 2018. |
Letter of Credit Facility | Letter of Credit Facility We maintain a Credit and Security Agreement with Wells Fargo Bank, National Association to provide up to a $60.0 million stand-by letter of credit facility used to support crude oil purchases within our crude oil marketing segment and for other purposes. We are currently using the letter of credit facility for a letter of credit related to our insurance program. This facility is collateralized by the eligible accounts receivable within our crude oil marketing segment and expires on August 30, 2019. |
Property and Equipment | Property and Equipment Property and equipment is recorded at cost. Expenditures for additions, improvements and other enhancements to property and equipment are capitalized, and minor replacements, maintenance and repairs that do not extend asset life or add value are charged to expense as incurred. When property and equipment assets are retired or otherwise disposed of, the related cost and accumulated depreciation is removed from the accounts and any resulting gain or loss is included in results of operations in operating costs and expenses for the respective period. Property and equipment, except for land, is depreciated using the straight-line method over the estimated average useful lives ranging from two to thirty-nine years. We review our long-lived assets for impairment whenever there is evidence that the carrying value of these assets may not be recoverable. Any impairment recognized is permanent and may not be restored. Property and equipment is reviewed at the lowest level of identifiable cash flows. For properties requiring impairment, the fair value is estimated based on an internal discounted cash flow model of future cash flows. |
Recent Accounting Developments | Recent Accounting Developments In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Codification (“ASC”) 842, Leases (“ASC 842”), which requires substantially all leases (with the exception of leases with a term of one year or less) to be recorded on the balance sheet using a method referred to as the right-of-use (“ROU”) asset approach. We plan to adopt the new standard on January 1, 2019 using the modified retrospective approach and apply it to (i) all new leases entered into after January 1, 2019 and (ii) all existing lease contracts as of January 1, 2019 through a cumulative adjustment to equity. In accordance with this approach, our consolidated operating expenses for periods prior to January 1, 2019 will not be revised. The new standard introduces two lease accounting models, which result in a lease being classified as either a “finance” or “operating” lease on the basis of whether the lessee effectively obtains control of the underlying asset during the lease term. A lease would be classified as a finance lease if it meets one of five classification criteria, four of which are generally consistent with current lease accounting guidance. By default, a lease that does not meet the criteria to be classified as a finance lease will be deemed an operating lease. Regardless of classification, the initial measurement of both lease types will result in the balance sheet recognition of a ROU asset representing a company’s right to use the underlying asset for a specified period of time and a corresponding lease liability. The lease liability will be recognized at the present value of the future lease payments, and the ROU asset will equal the lease liability adjusted for any prepaid rent, lease incentives provided by the lessor, and any indirect costs. The subsequent measurement of each type of lease varies. Leases classified as a finance lease will be accounted for using the effective interest method. Under this approach, a lessee will amortize the ROU asset (generally on a straight-line basis in a manner similar to depreciation) and the discount on the lease liability (as a component of interest expense). Leases classified as an operating lease will result in the recognition of a single lease expense amount that is recorded on a straight-line basis (or another systematic basis, if more appropriate). |
Stock-Based Compensation | Stock-Based CompensationWe measure all share-based payments, including the issuance of restricted stock units and performance share units to employees and board members, using a fair-value based method. The cost of services received from employees and non-employee board members in exchange for awards of equity instruments is recognized in the consolidated statement of operations based on the estimated fair value of those awards on the grant date and amortized on a straight-line basis over the requisite service period. The fair value of restricted stock unit awards and performance share unit awards is based on the closing price of our common stock on the grant date. We account for forfeitures as they occur. |
Revenue Recognition, Practical Expedients, Contract Balances and Other Marketing Revenue | Revenue Recognition The new revenue standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The new revenue standard requires entities to recognize revenue through the application of a five-step model, which includes: identification of the contract; identification of the performance obligations; determination of the transaction price; allocation of the transaction price to the performance obligations; and recognition of revenue as the entity satisfies the performance obligations. Our revenues are primarily generated from the marketing, transportation and storage of crude oil and other related products and the tank truck transportation of liquid chemicals and dry bulk. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC 606. To identify the performance obligations, we considered all of the products or services promised in the contracts with customers, whether explicitly stated or implied based on customary business practices. Revenue is recognized when, or as, each performance obligation is satisfied under terms of the contract. Payment is typically due in full within 30 days of the invoice date. For our crude oil marketing segment, most of our crude oil purchase and sale contracts qualify and are designated as non-trading activities, and we consider these contracts as normal purchases and sales activity. For normal purchases and sales, our customers are invoiced monthly based upon contractually agreed upon terms with revenue recognized in the month in which the physical product is delivered to the customer, generally upon delivery of the product to the customer. Revenue is recognized based on the transaction price and the quantity delivered. The majority of our crude oil sales contracts have multiple distinct performance obligations as the promise to transfer the individual goods (e.g., barrels of crude oil) is separately identifiable from the other goods promised within the contracts. Our performance obligations are satisfied at a point in time. For normal sales arrangements, revenue is recognized in the month in which control of the physical product is transferred to the customer, generally upon delivery of the product to the customer. For our transportation segment, each sales order associated with our master transportation agreements is considered a distinct performance obligation. The performance obligations associated with this segment are satisfied over time as the goods and services are delivered. Practical Expedients In connection with our adoption of ASC 606, we reviewed our revenue contracts for impact upon adoption. For example, our revenue contracts often include promises to transfer various goods and services to a customer. Determining whether goods and services are considered distinct performance obligations that should be accounted for separately versus together will continue to require continual assessment. We also used practical expedients permitted by ASC 606 when applicable. These practical expedients included: • Applying the new guidance only to contracts that were not completed as of January 1, 2018; and • Not accounting for the effects of significant financing components if the company expects that the period between when the entity transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less. Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable and customer advances and deposits (contract liabilities) on our consolidated balance sheet. Currently, we do not record any contract assets in our financial statements due to the timing of revenue recognized and when our customers are billed. Our crude oil marketing customers are generally billed monthly based on contractually agreed upon terms. However, we sometimes receive advances or deposits from customers before revenue is recognized, resulting in contract liabilities. These contract assets and liabilities, if any, are reported on our consolidated balance sheets at the end of each reporting period. Revenue Disaggregation The following table disaggregates our revenue by segment and by major source for the periods indicated (in thousands): Reporting Segments Marketing Transportation Total Three Months Ended September 30, 2018 Revenues from contracts with customers $ 424,061 $ 14,265 $ 438,326 Other (1) 29,565 — 29,565 Total revenues $ 453,626 $ 14,265 $ 467,891 Timing of revenue recognition: Goods transferred at a point in time $ 424,061 $ — $ 424,061 Services transferred over time — 14,265 14,265 Total revenues from contracts with customers $ 424,061 $ 14,265 $ 438,326 Nine Months Ended September 30, 2018 Revenues from contracts with customers $ 1,203,511 $ 41,509 $ 1,245,020 Other (1) 62,544 — 62,544 Total revenues $ 1,266,055 $ 41,509 $ 1,307,564 Timing of revenue recognition: Goods transferred at a point in time $ 1,203,511 $ — $ 1,203,511 Services transferred over time — 41,509 41,509 Total revenues from contracts with customers $ 1,203,511 $ 41,509 $ 1,245,020 _______________ (1) Other marketing revenues are recognized under ASC 815, Derivatives and Hedging , and ASC 845, Nonmonetary Transactions – Purchases and Sales of Inventory with the Same Counterparty . Other Marketing Revenue Certain of the commodity purchase and sale contracts utilized by our crude oil marketing business qualify as derivative instruments with certain specifically identified contracts also designated as trading activity. From the time of contract origination, these contracts are marked-to-market and recorded on a net revenue basis in the accompanying consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | A reconciliation of the denominator used in the calculation of basic and diluted earnings (losses) per share is as follows (in thousands, except per share data): Three Months Ended Nine Months Ended 2018 2017 2018 2017 Basic earnings (losses) per share: Net earnings (losses) $ 2,035 $ (3,033) $ 6,793 $ (4,175) Weighted average number of shares 4,218 4,218 4,218 4,218 Basic earnings (losses) per share $ 0.48 $ (0.72) $ 1.61 $ (0.99) Diluted earnings (losses) per share: Net earnings (losses) $ 2,035 $ (3,033) $ 6,793 $ (4,175) Diluted weighted average number of Common shares 4,218 4,218 4,218 4,218 Restricted stock unit awards (1) 1 — — — Performance share unit awards (2) — — — — Total 4,219 4,218 4,218 4,218 Diluted earnings (losses) per share $ 0.48 $ (0.72) $ 1.61 $ (0.99) _______________ (1) The dilutive effect of restricted stock unit awards for the three and nine months ended September 30, 2018 is de minimis. (2) The dilutive effect of performance share awards will be included in the calculation of diluted earnings per share when the performance share award performance conditions have been achieved. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table disaggregates our revenue by segment and by major source for the periods indicated (in thousands): Reporting Segments Marketing Transportation Total Three Months Ended September 30, 2018 Revenues from contracts with customers $ 424,061 $ 14,265 $ 438,326 Other (1) 29,565 — 29,565 Total revenues $ 453,626 $ 14,265 $ 467,891 Timing of revenue recognition: Goods transferred at a point in time $ 424,061 $ — $ 424,061 Services transferred over time — 14,265 14,265 Total revenues from contracts with customers $ 424,061 $ 14,265 $ 438,326 Nine Months Ended September 30, 2018 Revenues from contracts with customers $ 1,203,511 $ 41,509 $ 1,245,020 Other (1) 62,544 — 62,544 Total revenues $ 1,266,055 $ 41,509 $ 1,307,564 Timing of revenue recognition: Goods transferred at a point in time $ 1,203,511 $ — $ 1,203,511 Services transferred over time — 41,509 41,509 Total revenues from contracts with customers $ 1,203,511 $ 41,509 $ 1,245,020 _______________ (1) Other marketing revenues are recognized under ASC 815, Derivatives and Hedging , and ASC 845, Nonmonetary Transactions – Purchases and Sales of Inventory with the Same Counterparty |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | Reporting these crude oil contracts on a gross revenue basis would increase our reported revenues as follows for the periods indicated (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Revenue gross-up $ 76,373 $ 46,306 $ 178,399 $ 148,779 |
Prepayments and Other Current_2
Prepayments and Other Current Assets (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Components of Prepayments and Other Current Assets | The components of prepayments and other current assets were as follows at the dates indicated (in thousands): September 30, December 31, 2018 2017 Insurance premiums $ 274 $ 425 Rents, licenses and other 997 839 Total $ 1,271 $ 1,264 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment | The historical costs of our property and equipment and related accumulated depreciation balances were as follows at the dates indicated (in thousands): Estimated Useful Life September 30, December 31, in Years 2018 2017 Tractors and trailers ( 1) 5 – 6 $ 84,578 $ 88,065 Field equipment 2 – 5 19,987 18,490 Buildings 5 – 39 15,746 15,727 Office equipment 2 – 5 1,808 1,929 Land 1,790 1,790 Construction in progress 1,664 275 Total 125,573 126,276 Less accumulated depreciation (94,655) (96,914) Property and equipment, net $ 30,918 $ 29,362 _______________ (1) Amounts include assets held under capital leases for certain tractors in our marketing segment. Gross property and equipment associated with assets held under capital leases were $3.0 million and $1.8 million at September 30, 2018 and December 31, 2017, respectively. Accumulated amortization associated with assets held under capital leases were $0.4 million and $0.1 million at September 30, 2018 and December 31, 2017, respectively (see Note 12 for further information). Components of depreciation, depletion and amortization expense were as follows for the periods indicated (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Depreciation, depletion and amortization, excluding amounts under capital leases $ 2,210 $ 3,210 $ 6,703 $ 10,742 Amortization of property and equipment under capital leases 130 30 311 30 Total depreciation, depletion and amortization $ 2,340 $ 3,240 $ 7,014 $ 10,772 |
Cash Deposits and Other Assets
Cash Deposits and Other Assets (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Components of cash deposits and other assets | Components of cash deposits and other assets were as follows at the dates indicated (in thousands): September 30, December 31, 2018 2017 Amounts associated with liability insurance program: Insurance collateral deposits $ 3,517 $ 3,767 Excess loss fund 1,662 2,284 Accumulated interest income 736 814 Other amounts: State collateral deposits 61 57 Materials and supplies 227 273 Other 36 37 Total $ 6,239 $ 7,232 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Information concerning business activities | Information concerning our various business activities was as follows for the periods indicated (in thousands): Reporting Segments Marketing Transportation Oil and Gas and Other Total Three Months Ended September 30, 2018 Revenues $ 453,626 $ 14,265 $ — $ 467,891 Segment operating (losses) earnings (1) 2,982 790 — 3,772 Depreciation, depletion and amortization 1,277 1,063 — 2,340 Property and equipment additions (2) 612 4,416 — 5,028 Three Months Ended September 30, 2017 Revenues $ 282,229 $ 13,082 $ — $ 295,311 Segment operating (losses) earnings (1) ( 4 ) 2,412 (915) — 1,497 Depreciation, depletion and amortization 1,911 1,329 — 3,240 Property and equipment additions (2) 178 179 — 357 Nine Months Ended September 30, 2018 Revenues $ 1,266,055 $ 41,509 $ — $ 1,307,564 Segment operating (losses) earnings (1) 11,712 2,002 — 13,714 Depreciation, depletion and amortization 4,110 2,904 — 7,014 Property and equipment additions (2) (3) 1,682 6,061 13 7,756 Nine Months Ended September 30, 2017 Revenues $ 872,020 $ 40,153 $ 1,427 $ 913,600 Segment operating (losses) earnings (1) ( 4 ) 5,496 (920) 53 4,629 Depreciation, depletion and amortization 5,957 4,392 423 10,772 Property and equipment additions (2) 451 189 1,825 2,465 _______________ (1) Our marketing segment’s operating earnings included inventory liquidation gains of $0.1 million and $2.5 million for the three and nine months ended September 30, 2018, respectively, inventory valuation gains of $2.0 million for the three months ended September 30, 2017 and inventory valuation losses of $0.1 million for the nine months ended September 30, 2017. (2) Our marketing segment’s property and equipment additions do not include approximately $1.2 million and $1.8 million of tractors acquired during the nine months ended September 30, 2018 and 2017, respectively, under capital leases. See Note 12 for further information. (3) During the nine months ended September 30, 2018, we had $13 thousand of property and equipment additions for leasehold improvements at our corporate headquarters level, which is not attributed or allocated to any of our reporting segments. (4) Segment operating (losses) earnings for the three and nine months ended September 30, 2017 included approximately $0.4 million of costs related to a voluntary early retirement program that was implemented in August 2017. |
Reconciliation of segment earnings to earnings before income taxes | Segment operating earnings reflect revenues net of operating costs and depreciation, depletion and amortization expense and are reconciled to earnings (losses) before income taxes, as follows for the periods indicated (in thousands): Three Months Ended Nine Months Ended 2018 2017 2018 2017 Segment operating earnings $ 3,772 $ 1,497 $ 13,714 $ 4,629 General and administrative (1) (1,533) (2,787) (6,100) (6,884) Operating earnings (losses) 2,239 (1,290) 7,614 (2,255) Loss on deconsolidation of subsidiary — (1,870) — (3,505) Impairment of investment in unconsolidated affiliate — (2,500) — (2,500) Interest income 601 370 1,486 789 Interest expense (26) (8) (60) (10) (Losses) earnings before income taxes $ 2,814 $ (5,298) $ 9,040 $ (7,481) _______________ |
Identifiable assets by industry segment | Identifiable assets by industry segment were as follows at the dates indicated (in thousands): September 30, December 31, 2018 2017 Reporting segment: Marketing $ 143,427 $ 134,745 Transportation 32,049 29,069 Oil and Gas (1) 425 425 Cash and other assets 137,411 118,465 Total assets $ 313,312 $ 282,704 _______________ (1) Amounts represent our cost method investment in this segment. |
Transactions with Affiliates (T
Transactions with Affiliates (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Activities with affiliates | Activities with affiliates were as follows for the periods indicated (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Affiliate billings to us $ 18 $ 16 $ 58 $ 52 Billings to affiliates 1 1 4 3 Rentals paid to affiliate 121 137 365 462 Fees paid to Bencap (1) — — — 108 _______________ (1) Amount represents fees paid to Bencap through the date of the forfeiture of our investment during the first quarter of 2017. As a result of the investment forfeiture, Bencap is no longer an affiliate. |
Derivative Instruments and Fa_2
Derivative Instruments and Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives reflected in the consolidated balance sheet | The estimated fair value of forward month commodity contracts (derivatives) reflected in the accompanying unaudited condensed consolidated balance sheet were as follows at the date indicated (in thousands): September 30, 2018 Balance Sheet Location and Amount Current Other Current Other Assets Assets Liabilities Liabilities Asset derivatives: Fair value forward hydrocarbon commodity contracts at gross valuation $ 263 $ — $ — $ — Liability derivatives: Fair value forward hydrocarbon commodity contracts at gross valuation — — 247 — Less counterparty offsets — — — — As reported fair value contracts $ 263 $ — $ 247 $ — At December 31, 2017, we had in place 20 commodity purchase and sale contracts, of which four of these contracts had no fair value associated with them as the contractual prices of crude oil were within the range of prices specified in the agreements. These commodity purchase and sale contracts encompassed approximately: • 452 barrels per day of crude oil during January 2018; • 322 barrels per day of crude oil during February 2018 through May 2018; • 258 barrels per day of crude oil during June 2018; • 646 barrels per day of crude oil during July 2018; • 322 barrels per day of crude oil during August 2018 through September 2018; and • 258 barrels per day of crude oil during October 2018 through December 2018. The estimated fair value of forward month commodity contracts (derivatives) reflected in the accompanying unaudited condensed consolidated balance sheet were as follows at the date indicated (in thousands): December 31, 2017 Balance Sheet Location and Amount Current Other Current Other Assets Assets Liabilities Liabilities Asset derivatives: Fair value forward hydrocarbon commodity contracts at gross valuation $ 166 $ — $ — $ — Liability derivatives: Fair value forward hydrocarbon commodity contracts at gross valuation — — 145 — Less counterparty offsets — — — — As reported fair value contracts $ 166 $ — $ 145 $ — |
Derivatives reflected in the consolidated statement of operations | Forward month commodity contracts (derivatives) reflected in the accompanying unaudited condensed consolidated statements of operations were as follows for the periods indicated (in thousands): Gains (losses) Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Revenues – marketing $ (7) $ (748) $ (5) $ (48) |
Fair value assets and liabilities | The following tables set forth, by level with the Level 1, 2 and 3 fair value hierarchy, the carrying values of our financial assets and liabilities at the dates indicated (in thousands): September 30, 2018 Fair Value Measurements Using Quoted Prices in Active Significant Markets for Other Significant Identical Assets Observable Unobservable and Liabilities Inputs Inputs Counterparty (Level 1) (Level 2) (Level 3) Offsets Total Derivatives: Current assets $ — $ 263 $ — $ — $ 263 Current liabilities — (247) — — (247) Net value $ — $ 16 $ — $ — $ 16 December 31, 2017 Fair Value Measurements Using Quoted Prices in Active Significant Markets for Other Significant Identical Assets Observable Unobservable and Liabilities Inputs Inputs Counterparty (Level 1) (Level 2) (Level 3) Offsets Total Derivatives: Current assets $ — $ 166 $ — $ — $ 166 Current liabilities — (145) — — (145) Net value $ — $ 21 $ — $ — $ 21 |
Fair value, nonrecurring | The following table presents categories of long-lived assets that were subject to nonrecurring fair value measurements during the nine months ended September 30, 2017 (in thousands): Fair Value Measurements at the End of the Reporting Period Using Quoted Prices in Active Significant Carrying Markets for Other Significant Total Value at Identical Assets Observable Unobservable Non-Cash September 30, and Liabilities Inputs Inputs Impairment 2017 (Level 1) (Level 2) (Level 3) Loss Oil and gas properties — Investment in AREC $ 3,200 $ — $ 3,200 $ — $ 3,505 Investment in VestaCare — — — — 2,500 $ 6,005 |
Share-Based Compensation Plan (
Share-Based Compensation Plan (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-based Compensation, Activity | The following table presents restricted stock unit award activity for the periods indicated: Weighted- Average Grant Number of Date Fair Value Shares per Share (1) Restricted stock unit awards at January 1, 2018 — $ — Granted (2) 13,733 $ 43.00 Vested — $ — Forfeited — $ — Restricted stock unit awards at September 30, 2018 13,733 $ — _______________ (1) Determined by dividing the aggregate grant date fair value of awards by the number of awards issued. (2) The aggregate grant date fair value of restricted stock unit awards issued during 2018 was $0.6 million based on a grant date market price of our common shares of $43.00 per share. Unrecognized compensation cost associated with restricted stock unit awards was approximately $0.5 million at September 30, 2018. Due to the graded vesting provisions of these awards, we expect to recognize the remaining compensation cost for these awards over a weighted-average period of 1.6 years. Performance Share Unit Awards An award granted as performance-based compensation is awarded to a participant contingent upon attainment of our future performance goals during a performance cycle. The performance goals were pre-established by the Compensation Committee. Following the end of the performance period, the holder of a performance-based compensation award is entitled to receive payment of an amount not exceeding the number of shares of common stock subject to, or the maximum value of, the performance-based compensation award, based on the achievement of the performance measures for the performance period. The performance share unit awards generally vest in full approximately three years after grant date, and are non-vested until the required service period expires. The fair value of a performance share unit award is based on the market price per share of our common shares on the date of grant. Compensation expense is recognized based on the grant date fair value over the requisite service or vesting period. Compensation expense will be adjusted for the performance goals on a quarterly basis. The following table presents performance share unit award activity for the periods indicated: Weighted- Average Grant Number of Date Fair Value Shares per Share (1) Performance share unit awards at January 1, 2018 — $ — Granted (2) 7,932 $ 43.00 Vested — $ — Forfeited — $ — Performance share unit awards at September 30, 2018 7,932 $ — _______________ (1) Determined by dividing the aggregate grant date fair value of awards by the number of awards issued. |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Supplemental cash flows and non-cash transactions were as follows for the periods indicated (in thousands): Nine Months Ended September 30, 2018 2017 Cash paid for interest $ 60 $ 10 Cash paid for federal and state income taxes 811 381 Non-cash transactions: Change in accounts payable related to property and equipment additions (84) — Property and equipment acquired under capital leases 1,208 1,808 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of principal contractual commitments outstanding under capital leases | The following table summarizes our principal contractual commitments outstanding under our capital leases at September 30, 2018 for the next five years, and in total thereafter (in thousands): Remainder of 2018 $ 168 2019 671 2020 671 2021 670 2022 527 Thereafter 158 Total minimum lease payments 2,865 Less: Amount representing interest (256) Present value of capital lease obligations 2,609 Less current portion of capital lease obligations (568) Total long-term capital lease obligations $ 2,041 |
Rental expense | Rental expense was as follows for the periods indicated (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Rental expense $ 2,869 $ 2,874 $ 8,291 $ 9,332 |
Long-term non-cancelable operating leases and terminal arrangements for the next five years | At September 30, 2018, rental obligations under non-cancelable operating leases and terminal arrangements with terms in excess of one year for the next five years and thereafter are payable as follows (in thousands): Remainder of 2018 $ 1,536 2019 3,551 2020 1,780 2021 1,651 2022 1,570 Thereafter 2,966 Total operating lease payments $ 13,054 |
Schedule of expenses and losses incurred but not reported and accrued workers' compensation | The amount of pre-funded insurance premiums left to cover potential future losses and our accruals for automobile and workers’ compensation claims were as follows at the dates indicated (in thousands): September 30, December 31, 2018 2017 Pre-funded premiums for losses incurred but not reported $ 497 $ 988 Accrued automobile and workers’ compensation claims 1,721 450 |
Schedule of accrued medical claims | Medical accrual amounts were as follows at the dates indicated (in thousands): September 30, December 31, 2018 2017 Accrued medical claims $ 1,100 $ 1,329 |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Details) | 9 Months Ended |
Sep. 30, 2018segmentstate | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of states in which entity operates | state | 48 |
Number of operating segments | 3 |
Number of reportable segments | 3 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Reconciliation of Basic and Diluted Earnings (Losses) per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Basic earnings (losses) per share: | ||||||||
Net earnings (losses) | $ 2,035 | $ 3,620 | $ 1,138 | $ (3,033) | $ (282) | $ (860) | $ 6,793 | $ (4,175) |
Weighted average number of shares outstanding – Basic (in shares) | 4,218 | 4,218 | 4,218 | 4,218 | ||||
Basic earnings (losses) per share (in dollars per share) | $ 0.48 | $ (0.72) | $ 1.61 | $ (0.99) | ||||
Diluted earnings (losses) per share: | ||||||||
Total (in shares) | 4,219 | 4,218 | 4,218 | 4,218 | ||||
Diluted earnings (losses) per share (in dollars per share) | $ 0.48 | $ (0.72) | $ 1.61 | $ (0.99) | ||||
Restricted Stock Units Awards | ||||||||
Diluted earnings (losses) per share: | ||||||||
Unit awards | 1 | 0 | 0 | 0 | ||||
Performance Unit Awards | ||||||||
Diluted earnings (losses) per share: | ||||||||
Unit awards | 0 | 0 | 0 | 0 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Investments in Unconsolidated Affiliates (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Investments [Abstract] | |||||
Deconsolidation, non-cash charge | $ 0 | $ 1,870 | $ 0 | $ 3,505 | |
Impairment of investment in unconsolidated affiliate | 0 | 2,500 | 0 | $ 2,500 | |
AREC | |||||
Investments [Abstract] | |||||
Deconsolidation, non-cash charge | $ 1,600 | ||||
Cost method investments | $ 400 | $ 400 | |||
AREC | Disposed of by Sale | |||||
Investments [Abstract] | |||||
Loss on disposition of assets | $ 1,900 | ||||
VestaCare | |||||
Investments [Abstract] | |||||
Percentage of equity method investment | 15.00% | 15.00% | |||
Voting interests | 3.00% | 3.00% | |||
Impairment of investment in unconsolidated affiliate | $ 2,500 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Letters of Credit Facility (Details) - Wells Fargo Bank - Standby Letter of Credit - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Letter of Credit Facility [Abstract] | ||
Line of credit facility, maximum borrowing capacity | $ 60,000,000 | |
Stand-by letters of credit | $ 400,000 | $ 2,200,000 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Property and Equipment (Details) | 9 Months Ended |
Sep. 30, 2018 | |
Minimum | |
Property, Plant and Equipment [Abstract] | |
Property and equipment, useful life | 2 years |
Maximum | |
Property, Plant and Equipment [Abstract] | |
Property and equipment, useful life | 39 years |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) | 9 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue, performance obligation, description of timing | Payment is typically due in full within 30 days of the invoice date. |
Revenue Recognition - Revenue D
Revenue Recognition - Revenue Disaggregation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | $ 438,326 | $ 1,245,020 | ||
Total revenues | 467,891 | $ 295,311 | 1,307,564 | $ 913,600 |
Goods transferred at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | 424,061 | 1,203,511 | ||
Services transferred over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | 14,265 | 41,509 | ||
Revenues from contracts with customers | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | 438,326 | 1,245,020 | ||
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | 29,565 | 62,544 | ||
Marketing | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | 424,061 | 1,203,511 | ||
Total revenues | 453,626 | 1,266,055 | ||
Marketing | Goods transferred at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | 424,061 | 1,203,511 | ||
Marketing | Services transferred over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | 0 | 0 | ||
Marketing | Revenues from contracts with customers | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | 424,061 | 1,203,511 | ||
Marketing | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | 29,565 | 62,544 | ||
Transportation | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | 14,265 | 41,509 | ||
Total revenues | 14,265 | 41,509 | ||
Transportation | Goods transferred at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | 0 | 0 | ||
Transportation | Services transferred over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | 14,265 | 41,509 | ||
Transportation | Revenues from contracts with customers | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | 14,265 | 41,509 | ||
Transportation | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues from contracts with customers | $ 0 | $ 0 |
Revenue Recognition - Other Rev
Revenue Recognition - Other Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Total revenues from contracts with customers | $ 438,326 | $ 1,245,020 | ||
Accounting Standards Update 2014-09 | Revenue gross-up | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Total revenues from contracts with customers | $ 76,373 | $ 46,306 | $ 178,399 | $ 148,779 |
Prepayments and Other Current_3
Prepayments and Other Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Insurance premiums | $ 274 | $ 425 |
Rents, licenses and other | 997 | 839 |
Total | $ 1,271 | $ 1,264 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | $ 125,573 | $ 125,573 | $ 126,276 | ||
Less accumulated depreciation, depletion and amortization | (94,655) | (94,655) | (96,914) | ||
Property and equipment, net | 30,918 | 30,918 | 29,362 | ||
Total depreciation, depletion and amortization | 2,340 | $ 3,240 | $ 7,014 | $ 10,772 | |
Minimum | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, useful life | 2 years | ||||
Maximum | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, useful life | 39 years | ||||
Tractors and trailers | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 84,578 | $ 84,578 | 88,065 | ||
Tractors and trailers | Minimum | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, useful life | 5 years | ||||
Tractors and trailers | Maximum | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, useful life | 6 years | ||||
Field equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 19,987 | $ 19,987 | 18,490 | ||
Field equipment | Minimum | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, useful life | 2 years | ||||
Field equipment | Maximum | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, useful life | 5 years | ||||
Buildings | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 15,746 | $ 15,746 | 15,727 | ||
Buildings | Minimum | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, useful life | 5 years | ||||
Buildings | Maximum | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, useful life | 39 years | ||||
Office equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 1,808 | $ 1,808 | 1,929 | ||
Office equipment | Minimum | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, useful life | 2 years | ||||
Office equipment | Maximum | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, useful life | 5 years | ||||
Land | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 1,790 | $ 1,790 | 1,790 | ||
Construction in progress | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 1,664 | 1,664 | 275 | ||
Assets held under capital leases | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 3,000 | 3,000 | 1,800 | ||
Less accumulated depreciation, depletion and amortization | (400) | (400) | $ (100) | ||
Total depreciation, depletion and amortization | 130 | 30 | 311 | 30 | |
Assets not held under capital leases | |||||
Property, Plant and Equipment [Line Items] | |||||
Total depreciation, depletion and amortization | $ 2,210 | $ 3,210 | $ 6,703 | $ 10,742 |
Cash Deposits and Other Asset_2
Cash Deposits and Other Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Insurance collateral deposits | $ 3,517 | $ 3,767 |
Excess loss fund | 1,662 | 2,284 |
Accumulated interest income | 736 | 814 |
State collateral deposits | 61 | 57 |
Materials and supplies | 227 | 273 |
Other | 36 | 37 |
Total | $ 6,239 | $ 7,232 |
Segment Reporting - Information
Segment Reporting - Information Concerning Business Activities (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Aug. 31, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)segment | Sep. 30, 2017USD ($) | |
Segment Reporting [Abstract] | |||||
Number of reportable segments | segment | 3 | ||||
Segment Reporting Information [Line Items] | |||||
Revenues | $ 467,891 | $ 295,311 | $ 1,307,564 | $ 913,600 | |
Segment operating (losses) earnings | 2,239 | (1,290) | 7,614 | (2,255) | |
Depreciation, depletion and amortization | 2,340 | 3,240 | 7,014 | 10,772 | |
Property and equipment acquired under capital leases | 1,208 | 1,808 | |||
Voluntary early retirement program expense | $ 400 | 1,000 | 1,000 | ||
Leasehold Improvements | |||||
Segment Reporting Information [Line Items] | |||||
Property and equipment additions | 13 | ||||
Marketing | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 453,626 | 1,266,055 | |||
Inventory liquidation gains and valuation (losses) | 100 | (2,000) | 2,500 | (100) | |
Transportation | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 14,265 | 41,509 | |||
Reporting Segments | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 467,891 | 295,311 | 1,307,564 | 913,600 | |
Segment operating (losses) earnings | 3,772 | 1,497 | 13,714 | 4,629 | |
Depreciation, depletion and amortization | 2,340 | 3,240 | 7,014 | 10,772 | |
Property and equipment additions | 5,028 | 357 | 7,756 | 2,465 | |
Reporting Segments | Marketing | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 453,626 | 282,229 | 1,266,055 | 872,020 | |
Segment operating (losses) earnings | 2,982 | 2,412 | 11,712 | 5,496 | |
Depreciation, depletion and amortization | 1,277 | 1,911 | 4,110 | 5,957 | |
Property and equipment additions | 612 | 178 | 1,682 | 451 | |
Reporting Segments | Transportation | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 14,265 | 13,082 | 41,509 | 40,153 | |
Segment operating (losses) earnings | 790 | (915) | 2,002 | (920) | |
Depreciation, depletion and amortization | 1,063 | 1,329 | 2,904 | 4,392 | |
Property and equipment additions | 4,416 | 179 | 6,061 | 189 | |
Reporting Segments | Oil and Gas | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 0 | 0 | 0 | 1,427 | |
Segment operating (losses) earnings | 0 | 0 | 0 | 53 | |
Depreciation, depletion and amortization | 0 | 0 | 0 | 423 | |
Property and equipment additions | $ 0 | $ 0 | $ 13 | $ 1,825 |
Segment Reporting - Reconciliat
Segment Reporting - Reconciliation of Segment Earnings to Earnings Before Income Taxes (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Aug. 31, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract] | |||||
Operating earnings (losses) | $ 2,239 | $ (1,290) | $ 7,614 | $ (2,255) | |
Loss on deconsolidation of subsidiary | 0 | (1,870) | 0 | (3,505) | |
Impairment of investment in unconsolidated affiliate | 0 | (2,500) | 0 | (2,500) | |
Interest income | 601 | 370 | 1,486 | 789 | |
Interest expense | (26) | (8) | (60) | (10) | |
(Losses) earnings before income taxes | 2,814 | (5,298) | 9,040 | (7,481) | |
Voluntary early retirement program expense | $ 400 | 1,000 | 1,000 | ||
Reporting Segments | |||||
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract] | |||||
Operating earnings (losses) | 3,772 | 1,497 | 13,714 | 4,629 | |
General and administrative | |||||
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract] | |||||
Operating earnings (losses) | (1,533) | (2,787) | (6,100) | (6,884) | |
Segment reconciling items | |||||
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract] | |||||
Loss on deconsolidation of subsidiary | 0 | (1,870) | 0 | (3,505) | |
Impairment of investment in unconsolidated affiliate | 0 | 2,500 | 0 | 2,500 | |
Interest income | 601 | 370 | 1,486 | 789 | |
Interest expense | $ (26) | $ (8) | $ (60) | $ (10) |
Segment Reporting - Identifiabl
Segment Reporting - Identifiable Assets by Industry Segment (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Segment Reconciliation [Abstract] | ||
Total assets | $ 313,312 | $ 282,704 |
Reporting Segments | ||
Segment Reconciliation [Abstract] | ||
Total assets | 313,312 | 282,704 |
Reporting Segments | Marketing | ||
Segment Reconciliation [Abstract] | ||
Total assets | 143,427 | 134,745 |
Reporting Segments | Transportation | ||
Segment Reconciliation [Abstract] | ||
Total assets | 32,049 | 29,069 |
Reporting Segments | Oil and Gas | ||
Segment Reconciliation [Abstract] | ||
Total assets | 425 | 425 |
Cash and other assets | ||
Segment Reconciliation [Abstract] | ||
Total assets | $ 137,411 | $ 118,465 |
Transactions with Affiliates (D
Transactions with Affiliates (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Transactions with Affiliates [Abstract] | ||||
Billings to affiliates | $ 438,326 | $ 1,245,020 | ||
Affiliated entities | ||||
Transactions with Affiliates [Abstract] | ||||
Affiliate billings to us | 18 | $ 16 | 58 | $ 52 |
Billings to affiliates | 1 | 1 | 4 | 3 |
Rentals paid to affiliate | 121 | 137 | 365 | 462 |
Fees paid to Bencap | $ 0 | $ 0 | $ 0 | $ 108 |
Bencap LLC | ||||
Related Party Transaction [Line Items] | ||||
Percentage of equity method investment | 0.00% | 0.00% |
Derivative Instruments and Fa_3
Derivative Instruments and Fair Value Measurements - Narrative (Details) - Commodity Contract | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018barrel_of_oil_per_daycontract | Dec. 31, 2017barrel_of_oil_per_daycontract | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Number of contracts held | contract | 12 | 20 |
Reported Value Measurement | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Number of contracts held | contract | 4 | 4 |
October through December 2018 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Production | 258 | 258 |
January through April 2019 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Production | 322 | |
May 2,019 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Production | 258 | |
June 2019 through August 2019 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Production | 322 | |
January 2,018 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Production | 452 | |
February through May 2018 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Production | 322 | |
June 2,018 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Production | 258 | |
July 2,018 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Production | 646 | |
August through September 2018 | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Production | 322 |
Derivative Instruments and Fa_4
Derivative Instruments and Fair Value Measurements - Use of Derivative Instruments (Details) - Commodity Contract - Not Designated as Hedging Instrument - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Revenues – marketing | |||||
Derivatives, Fair Value [Line Items] | |||||
Gain (loss) on derivative | $ (7) | $ (748) | $ (5) | $ (48) | |
Current Assets | |||||
Derivatives, Fair Value [Line Items] | |||||
Asset derivatives | 263 | 263 | $ 166 | ||
Liability derivatives | 0 | 0 | 0 | ||
Less counterparty offsets | 0 | 0 | 0 | ||
As reported fair value contracts | 263 | 263 | 166 | ||
Other Assets | |||||
Derivatives, Fair Value [Line Items] | |||||
Asset derivatives | 0 | 0 | 0 | ||
Liability derivatives | 0 | 0 | 0 | ||
Less counterparty offsets | 0 | 0 | 0 | ||
As reported fair value contracts | 0 | 0 | 0 | ||
Current Liabilities | |||||
Derivatives, Fair Value [Line Items] | |||||
Asset derivatives | 0 | 0 | 0 | ||
Liability derivatives | 247 | 247 | 145 | ||
Less counterparty offsets | 0 | 0 | 0 | ||
As reported fair value contracts | 247 | 247 | 145 | ||
Other Liabilities | |||||
Derivatives, Fair Value [Line Items] | |||||
Asset derivatives | 0 | 0 | 0 | ||
Liability derivatives | 0 | 0 | 0 | ||
Less counterparty offsets | 0 | 0 | 0 | ||
As reported fair value contracts | $ 0 | $ 0 | $ 0 |
Derivative Instruments and Fa_5
Derivative Instruments and Fair Value Measurements - Fair Value Measurements (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Derivatives: | ||
Current assets | $ 263 | $ 166 |
Current assets, counterparty offsets | 0 | 0 |
Current liabilities | (247) | (145) |
Current liabilities, counterparty offsets | 0 | 0 |
Net value | 16 | 21 |
Net value, counterparty offsets | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1) | ||
Derivatives: | ||
Current assets | 0 | 0 |
Current liabilities | 0 | 0 |
Net value | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Derivatives: | ||
Current assets | 263 | 166 |
Current liabilities | (247) | (145) |
Net value | 16 | 21 |
Significant Unobservable Inputs (Level 3) | ||
Derivatives: | ||
Current assets | 0 | 0 |
Current liabilities | 0 | 0 |
Net value | $ 0 | $ 0 |
Derivative Instruments and Fa_6
Derivative Instruments and Fair Value Measurements - Nonrecurring Fair Value Measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Impairment of investment in unconsolidated affiliate | $ 0 | $ 2,500 | $ 0 | $ 2,500 |
VestaCare | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Impairment of investment in unconsolidated affiliate | 2,500 | |||
Fair Value, Measurements, Nonrecurring | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Impairment of investment in unconsolidated affiliate | 6,005 | |||
Fair Value, Measurements, Nonrecurring | AREC | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment | 3,200 | 3,200 | ||
Impairment of investment in unconsolidated affiliate | 3,505 | |||
Fair Value, Measurements, Nonrecurring | AREC | Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment | 0 | 0 | ||
Fair Value, Measurements, Nonrecurring | AREC | Significant Other Observable Inputs (Level 2) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment | 3,200 | 3,200 | ||
Fair Value, Measurements, Nonrecurring | AREC | Significant Unobservable Inputs (Level 3) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment | 0 | 0 | ||
Fair Value, Measurements, Nonrecurring | VestaCare | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment | 0 | 0 | ||
Impairment of investment in unconsolidated affiliate | 2,500 | |||
Fair Value, Measurements, Nonrecurring | VestaCare | Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment | 0 | 0 | ||
Fair Value, Measurements, Nonrecurring | VestaCare | Significant Other Observable Inputs (Level 2) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment | 0 | 0 | ||
Fair Value, Measurements, Nonrecurring | VestaCare | Significant Unobservable Inputs (Level 3) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment | $ 0 | $ 0 |
Share-Based Compensation Plan_2
Share-Based Compensation Plan (Details) - The 2018 LTIP - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2018 | May 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares authorized (in shares) | 120,403 | 120,403 | 150,000 |
Compensation expense | $ 100 | $ 100 | |
Accrued dividends | $ 5 | $ 5 | |
Restricted Stock Units Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting rights, percentage | 33.00% | ||
Number of Shares | |||
Restricted stock unit awards at January 1, 2018 (in shares) | 0 | ||
Granted (in shares) | 13,733 | ||
Vested (in shares) | 0 | ||
Forfeited (in shares) | 0 | ||
Restricted stock unit awards at September 30, 2018 (in shares) | 13,733 | 13,733 | |
Weighted Average Grant Date Fair Value per Share | |||
Restricted stock unit awards at January 1, 2018 (in dollars per share) | $ 0 | ||
Granted (in dollars per share) | 43 | ||
Vested (in dollars per share) | 0 | ||
Forfeited (in dollars per share) | 0 | ||
Restricted stock unit awards at September 30, 2018 (in dollars per share) | $ 0 | $ 0 | |
Aggregate grant date fair value awards issues | $ 600 | ||
Unrecognized compensation cost | $ 500 | $ 500 | |
Period for recognition for remaining compensation cost | 1 year 7 months 6 days | ||
Performance Unit Awards | |||
Number of Shares | |||
Restricted stock unit awards at January 1, 2018 (in shares) | 0 | ||
Granted (in shares) | 7,932 | ||
Vested (in shares) | 0 | ||
Forfeited (in shares) | 0 | ||
Restricted stock unit awards at September 30, 2018 (in shares) | 7,932 | 7,932 | |
Weighted Average Grant Date Fair Value per Share | |||
Restricted stock unit awards at January 1, 2018 (in dollars per share) | $ 0 | ||
Granted (in dollars per share) | 43 | ||
Vested (in dollars per share) | 0 | ||
Forfeited (in dollars per share) | 0 | ||
Restricted stock unit awards at September 30, 2018 (in dollars per share) | $ 0 | $ 0 | |
Aggregate grant date fair value awards issues | $ 400 | ||
Performance factor | 100.00% | ||
Unrecognized compensation cost | $ 300 | $ 300 | |
Period for recognition for remaining compensation cost | 2 years 10 months 24 days | ||
Award vesting period | 3 years |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | ||
Cash paid for interest | $ 60 | $ 10 |
Cash paid for federal and state income taxes | 811 | 381 |
Non-cash transactions: | ||
Change in accounts payable related to property and equipment additions | (84) | 0 |
Property and equipment acquired under capital leases | $ 1,208 | $ 1,808 |
Commitments and Contingencies -
Commitments and Contingencies - Capital Lease Obligations (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Commitments and Contingencies Disclosure [Abstract] | ||
Remainder of 2018 | $ 168 | |
2,019 | 671 | |
2,020 | 671 | |
2,021 | 670 | |
2,022 | 527 | |
Thereafter | 158 | |
Total minimum lease payments | 2,865 | |
Less: Amount representing interest | (256) | |
Present value of capital lease obligations | 2,609 | |
Less current portion of capital lease obligations | (568) | $ (338) |
Total long-term capital lease obligations | $ 2,041 | $ 1,351 |
Commitments and Contingencies_2
Commitments and Contingencies - Operating Lease Obligations (Details) | 9 Months Ended |
Sep. 30, 2018 | |
Minimum | |
Loss Contingencies [Line Items] | |
Operating lease term | 1 year |
Maximum | |
Loss Contingencies [Line Items] | |
Operating lease term | 8 years |
Commitments and Contingencies_3
Commitments and Contingencies - Rental Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Rental expense | $ 2,869 | $ 2,874 | $ 8,291 | $ 9,332 |
Commitments and Contingencies_4
Commitments and Contingencies - Rental Obligations (Details) $ in Thousands | Sep. 30, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Remainder of 2018 | $ 1,536 |
2,019 | 3,551 |
2,020 | 1,780 |
2,021 | 1,651 |
2,022 | 1,570 |
Thereafter | 2,966 |
Total operating lease payments | $ 13,054 |
Commitments and Contingencies_5
Commitments and Contingencies - Pre-funded Insurance (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Commitments and Contingencies Disclosure [Abstract] | ||
Pre-funded premiums for losses incurred but not reported | $ 497 | $ 988 |
Accrued automobile and workers’ compensation claims | $ 1,721 | $ 450 |
Commitments and Contingencies_6
Commitments and Contingencies - Schedule of Accrued Medical Claims (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Commitments and Contingencies Disclosure [Abstract] | ||
Aggregate medical claims for umbrella insurance coverage per calendar year | $ 6,000 | |
Accrued medical claims | $ 1,100 | $ 1,329 |
Subsequent Event (Details)
Subsequent Event (Details) - Subsequent Event $ in Millions | Oct. 01, 2018USD ($)trailertruck |
Subsequent Event [Line Items] | |
Payments to acquire businesses | $ | $ 10 |
Number of tractor trailer trucks | truck | 113 |
Number of trailers | trailer | 125 |