Document And Entity Information
Document And Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 16, 2018 | Jun. 30, 2017 | |
Document And Entity Information | |||
Entity Registrant Name | NEWPARK RESOURCES INC | ||
Entity Central Index Key | 71,829 | ||
Trading Symbol | nr | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding (in shares) | 89,218,581 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 613.1 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
ASSETS | ||
Cash and cash equivalents | $ 56,352 | $ 87,878 |
Receivables, net | 265,866 | 214,307 |
Inventories | 165,336 | 143,612 |
Prepaid expenses and other current assets | 17,483 | 17,143 |
Total current assets | 505,037 | 462,940 |
Property, plant and equipment, net | 315,320 | 303,654 |
Goodwill | 43,620 | 19,995 |
Other intangible assets, net | 30,004 | 6,067 |
Deferred tax assets | 4,753 | 1,747 |
Other assets | 3,982 | 3,780 |
Total assets | 902,716 | 798,183 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Current debt | 1,518 | 83,368 |
Accounts payable | 88,648 | 65,281 |
Accrued liabilities | 68,248 | 31,152 |
Total current liabilities | 158,414 | 179,801 |
Long-term debt, less current portion | 158,957 | 72,900 |
Deferred tax liabilities | 31,580 | 38,743 |
Other noncurrent liabilities | 6,285 | 6,196 |
Total liabilities | 355,236 | 297,640 |
Commitments and contingencies (Note 15) | ||
Commitments and contingencies (Note 15) | ||
Stockholders' Equity | ||
Common stock, $0.01 par value, 200,000,000 shares authorized and 104,571,839 and 99,843,094 shares issued, respectively | 1,046 | 998 |
Paid-in capital | 603,849 | 558,966 |
Accumulated other comprehensive loss | (53,219) | (63,208) |
Retained earnings | 123,375 | 129,873 |
Treasury stock, at cost; 15,366,504 and 15,162,050 shares, respectively | (127,571) | (126,086) |
Total stockholders’ equity | 547,480 | 500,543 |
Total liabilities and stockholders' equity | $ 902,716 | $ 798,183 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 104,571,839 | 99,843,094 |
Treasury stock, shares (in shares) | 15,366,504 | 15,162,050 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues [Abstract] | |||
Product sales | $ 628,401 | $ 390,306 | $ 569,290 |
Rental and services | 119,362 | 81,190 | 107,575 |
Total Revenues | 747,763 | 471,496 | 676,865 |
Cost of revenues | |||
Cost of product sales | 539,243 | 386,085 | 533,040 |
Cost of rental and services | 68,656 | 51,751 | 65,973 |
Total Cost of revenues | 607,899 | 437,836 | 599,013 |
Selling, general and administrative expenses | 108,838 | 88,473 | 101,032 |
Other operating income, net | (410) | (4,345) | (2,426) |
Impairments and other charges | 0 | 6,745 | 78,345 |
Operating income (loss) | 31,436 | (57,213) | (99,099) |
Foreign currency exchange (gain) loss | 2,051 | (710) | 4,016 |
Interest expense, net | 13,273 | 9,866 | 9,111 |
Gain on extinguishment of debt | 0 | (1,615) | 0 |
Income (loss) from continuing operations before income taxes | 16,112 | (64,754) | (112,226) |
Provision (benefit) for income taxes | 4,893 | (24,042) | (21,398) |
Income (loss) from continuing operations | 11,219 | (40,712) | (90,828) |
Loss from disposal of discontinued operations, net of tax | 17,367 | 0 | 0 |
Net loss | $ (6,148) | $ (40,712) | $ (90,828) |
Income (loss) per common share - basic: | |||
Income (loss) from continuing operations, basic (in dollars per share) | $ 0.13 | $ (0.49) | $ (1.10) |
Income from discontinued operations, basic (in dollars per share) | (0.20) | 0 | 0 |
Net income (loss), basic (in dollars per share) | (0.07) | (0.49) | (1.10) |
Income (loss) per common share - diluted: | |||
Income (loss) from continuing operations, diluted (in dollars per share) | 0.13 | (0.49) | (1.10) |
Income from discontinued operations, diluted (in dollars per share) | (0.20) | 0 | 0 |
Net income (loss), diluted (in dollars per share) | $ (0.07) | $ (0.49) | $ (1.10) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (6,148) | $ (40,712) | $ (90,828) |
Foreign currency translation adjustments | 9,989 | (4,932) | (26,284) |
Comprehensive income (loss) | $ 3,841 | $ (45,644) | $ (117,112) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Paid-In Capital | Accumulated Other Comprehensive Loss | Retained Earnings | Treasury Stock |
Beginning balance at Dec. 31, 2014 | $ 625,458 | $ 992 | $ 521,228 | $ (31,992) | $ 262,616 | $ (127,386) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (90,828) | (90,828) | ||||
Employee stock options, restricted stock and employee stock purchase plan | (1,007) | 2 | (402) | (607) | ||
Stock-based compensation expense | 14,202 | 14,202 | ||||
Income tax effect, net, of employee stock related activity | (412) | (412) | ||||
Foreign currency translation adjustments | (26,284) | (26,284) | ||||
Other | (870) | (870) | ||||
Ending balance at Dec. 31, 2015 | 520,259 | 994 | 533,746 | (58,276) | 171,788 | (127,993) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (40,712) | (40,712) | ||||
Employee stock options, restricted stock and employee stock purchase plan | 230 | 4 | (478) | (1,203) | 1,907 | |
Stock-based compensation expense | 12,056 | 12,056 | ||||
Income tax effect, net, of employee stock related activity | (1,558) | (1,558) | ||||
Foreign currency translation adjustments | (4,932) | (4,932) | ||||
Issuance of Convertible Notes due 2021 | 15,200 | 15,200 | ||||
Ending balance at Dec. 31, 2016 | 500,543 | 998 | 558,966 | (63,208) | 129,873 | (126,086) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (6,148) | (6,148) | ||||
Employee stock options, restricted stock and employee stock purchase plan | (185) | 14 | 1,636 | (350) | (1,485) | |
Stock-based compensation expense | 10,843 | 10,843 | ||||
Income tax effect, net, of employee stock related activity | (500) | |||||
Foreign currency translation adjustments | 9,989 | 9,989 | ||||
Issuance of shares for acquisition | 32,438 | 34 | 32,404 | |||
Ending balance at Dec. 31, 2017 | $ 547,480 | $ 1,046 | $ 603,849 | $ (53,219) | $ 123,375 | $ (127,571) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||
Net loss | $ (6,148) | $ (40,712) | $ (90,828) |
Adjustments to reconcile net income to net cash provided by operations: | |||
Impairments and other non-cash charges | 0 | 12,523 | 75,508 |
Depreciation and amortization | 39,757 | 37,955 | 43,917 |
Stock-based compensation expense | 10,843 | 12,056 | 14,202 |
Provision for deferred income taxes | (10,350) | 3,352 | (503) |
Net provision for doubtful accounts | 1,481 | 2,416 | 1,886 |
Loss on sale of a business | 21,983 | 0 | 0 |
Gain on sale of assets | (5,478) | (2,820) | (1,364) |
Gain on extinguishment of debt | 0 | (1,615) | 0 |
Amortization of original issue discount and debt issuance costs | 5,345 | 1,618 | 1,842 |
Excess tax benefit from stock-based compensation | 0 | 0 | (204) |
Change in assets and liabilities: | |||
(Increase) decrease in receivables | (73,722) | (1,699) | 122,399 |
(Increase) decrease in inventories | (15,097) | 16,044 | 21,309 |
(Increase) decrease in other assets | 986 | 1,708 | (651) |
Increase (decrease) in accounts payable | 14,153 | (5,213) | (31,974) |
Increase (decrease) in accrued liabilities and other | 54,628 | (24,518) | (34,022) |
Net cash provided by operating activities | 38,381 | 11,095 | 121,517 |
Cash flows from investing activities: | |||
Capital expenditures | (31,371) | (38,440) | (69,404) |
Proceeds from sale of property, plant and equipment | 7,747 | 4,540 | 2,523 |
Business acquisitions, net of cash acquired | (44,750) | (4,420) | 0 |
Net cash used in investing activities | (68,374) | (38,320) | (66,881) |
Cash flows from financing activities: | |||
Borrowings on lines of credit | 176,267 | 6,437 | 11,036 |
Payments on lines of credit | (93,700) | (14,269) | (12,544) |
Proceeds from 2021 Convertible Notes | 0 | 100,000 | 0 |
Purchases of 2017 Convertible Notes | 0 | (87,271) | 0 |
Payment on 2017 Convertible Notes | (83,252) | 0 | 0 |
Debt issuance costs | (955) | (5,403) | (2,023) |
Other financing activities | 165 | 357 | (1,673) |
Proceeds from employee stock plans | 2,424 | 725 | 553 |
Purchases of treasury stock | (3,239) | (1,226) | (2,283) |
Excess tax benefit from stock-based compensation | 0 | 0 | 204 |
Net cash used in financing activities | (2,290) | (650) | (6,730) |
Effect of exchange rate changes on cash | 2,444 | (1,449) | (8,335) |
Net increase (decrease) in cash, cash equivalents, and restricted cash | (29,839) | (29,324) | 39,571 |
Cash, cash equivalents, and restricted cash at beginning of year | 95,299 | 124,623 | 85,052 |
Cash, cash equivalents, and restricted cash at end of year | 65,460 | 95,299 | 124,623 |
Cash paid (received) for: | |||
Income taxes (net of refunds) | (20,396) | (20,709) | 10,866 |
Interest | $ 8,718 | $ 8,802 | $ 8,464 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Organization and Principles of Consolidation. Newpark Resources, Inc. was organized in 1932 as a Nevada corporation. In 1991, we changed our state of incorporation to Delaware. The consolidated financial statements include our company and our wholly-owned subsidiaries (“we”, “our” or “us”). All intercompany transactions are eliminated in consolidation. We are a geographically diversified supplier providing products, rentals and services primarily to the oil and gas exploration and production (“E&P”) industry. We operate our business through two reportable segments: Fluids Systems and Mats and Integrated Services. Our Fluids Systems segment provides customized drilling fluids solutions to E&P customers globally, operating through four geographic regions: North America, Europe, the Middle East and Africa (“EMEA”), Latin America, and Asia Pacific. Our Mats and Integrated Services segment provides composite mat rentals as well as location construction and related site services to customers at well, production, transportation and refinery locations in the United States (“U.S.”). In addition, mat rental and services activity is expanding into applications in other markets, including electrical transmission & distribution, pipeline, solar, petrochemical and construction industries across North America and Europe. We also manufacture and sell composite mats to customers outside of the U.S., and to domestic customers outside of the E&P market. Use of Estimates and Market Risks . The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“US GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the 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. Actual results could differ from those estimates. Estimates used in preparing our consolidated financial statements include, but are not limited to the following: allowances for product returns, allowances for doubtful accounts, reserves for self-insured retentions under insurance programs, estimated performance and values associated with employee incentive programs, fair values used for goodwill impairment testing, undiscounted future cash flows used for impairment testing of long-lived assets, the provisional accounting for the U.S. Tax Cuts and Jobs Act enacted on December 22, 2017 and valuation allowances for deferred tax assets. Our operating results depend, to a large extent, on oil and gas drilling activity levels in the markets we serve, and particularly for the Fluids Systems segment, the nature of the drilling operations (including the depth and whether the wells are drilled vertically or horizontally) which governs the revenue potential of each well. Drilling activity, in turn, depends on oil and gas commodity pricing, inventory levels, product demand and regulatory restrictions. Oil and gas prices and activity are cyclical and volatile. This market volatility has a significant impact on our operating results. Cash Equivalents. All highly liquid investments with a remaining maturity of three months or less at the date of acquisition are classified as cash equivalents. Restricted Cash. Cash that is restricted as to withdrawal or usage is recognized as restricted cash and is included in other current assets in the accompanying balance sheet. Allowance for Doubtful Accounts. Reserves for uncollectible accounts receivable are determined on a specific identification basis when we believe that the required payment of specific amounts owed to us is not probable. The majority of our revenues are from mid-sized and international oil companies as well as government-owned or government-controlled oil companies, and we have receivables in several foreign jurisdictions. Changes in the financial condition of our customers or political changes in foreign jurisdictions could cause our customers to be unable to repay these receivables, resulting in additional allowances. Allowance for Product Returns. We maintain reserves for estimated customer returns of unused products in our Fluids Systems segment. The reserves are established based upon historical customer return levels and estimated gross profit levels attributable to product sales. Inventories. Inventories are stated at the lower of cost (principally average cost) or net realizable value. Certain conversion costs associated with the acquisition, production, blending and storage of inventory in our Fluids Systems segment as well as in the manufacturing operations in the Mats and Integrated Services segment are capitalized as a component of the carrying value of the inventory and expensed as a component of cost of revenues as the products are sold. Reserves for inventory obsolescence are determined based on the fair value of the inventory using factors such as our historical usage of inventory on-hand, future expectations related to our customers’ needs, market conditions and the development of new products. Property, Plant and Equipment. Property, plant and equipment are recorded at cost. Additions and improvements that extend the useful life of an asset are capitalized. We capitalize interest costs on significant capital projects. Maintenance and repairs are expensed as incurred. Sales and disposals of property, plant and equipment are removed at carrying cost less accumulated depreciation with any resulting gain or loss reflected in earnings. Depreciation is provided on property, plant and equipment, including assets held under capital leases, primarily utilizing the straight-line method over the following estimated useful service lives or lease term: Computer hardware and office equipment 3-5 years Computer software 3-10 years Autos & light trucks 5-7 years Furniture, fixtures & trailers 7-10 years Composite mats (rental fleet) 10-12 years Machinery and heavy equipment 5-15 years Owned buildings 20-39 years Leasehold improvements Lease term, including reasonably assured renewal periods In 2016, we revised our estimates of the useful lives and residual values of certain of our composite mats included in rental fleet fixed assets within the Mats and Integrated Services segment. We now estimate that certain composite mats which were originally estimated to have a useful life of 7 years with zero residual value will have estimated useful lives ranging from 10 to 12 years with an estimated residual value of 20% . These changes in estimates were recognized prospectively beginning January 1, 2016 resulting in a reduction in depreciation expense for the Mats and Integrated Services segment of approximately $6.1 million , or $0.05 per share, for the year ended December 31, 2016. We expect these changes to have a similar effect on annual results going forward. Goodwill and Other Intangible Assets . Goodwill represents the excess of the purchase price of acquisitions over the fair value of the net identifiable assets acquired in business combinations. Goodwill and other intangible assets with indefinite lives are not amortized. Intangible assets with finite useful lives are amortized either on a straight-line basis over the asset’s estimated useful life or on a basis that reflects the pattern in which the economic benefits of the asset are realized. Any period costs of maintaining intangible assets are expensed as incurred. Impairment of Long-Lived Assets . Goodwill and other indefinite-lived intangible assets are tested for impairment annually as of November 1, or more frequently, if an indication of impairment exists. As part of our annual goodwill review we first perform a qualitative assessment based on company performance and future business outlook to determine if indicators of impairment exist. If there are any indicators of impairment present after performing the qualitative assessment, we then determine any impairment of goodwill by comparing the carrying amounts of our reporting units with fair values, which we estimate using a combination of a market multiple and discounted cash flow approach (classified within level 3 of the fair value hierarchy). We also compare the aggregate fair values of our reporting units with our market capitalization. If the carrying value exceeds the estimated fair value, an impairment charge is recorded in the period in which such review is performed. We identify our reporting units based on our analysis of several factors, including our operating segment structure, evaluation of the economic characteristics of our geographic regions within each of our operating segments, and the extent to which our business units share assets and other resources. We review property, plant and equipment, finite-lived intangible assets and certain other assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. We assess recoverability based on expected undiscounted future net cash flows. In estimating expected cash flows, we use a probability-weighted approach. Should the review indicate that the carrying value is not fully recoverable; the amount of impairment loss is determined by comparing the carrying value to the estimated fair value. Insurance . We maintain reserves for estimated future payments associated with our self-insured employee healthcare programs, as well as the self-insured retention exposures under our general liability, auto liability and workers compensation insurance policies. Our reserves are determined based on historical experience under these programs, including estimated development of known claims and estimated incurred-but-not-reported claims. Treasury Stock. Treasury stock is carried at cost, which includes the entire cost of the acquired stock. Revenue Recognition . The Fluids Systems segment recognizes sack and bulk material additive revenues upon shipment of materials and passage of title. Formulated liquid systems revenues are recognized when utilized or lost downhole while drilling. An allowance for product returns is maintained, reflecting estimated future customer product returns. Engineering and related services are provided to customers as an integral component of the fluid system delivery, at agreed upon hourly or daily rates, and revenues are recognized when the services are performed. For the Mats and Integrated Services segment, revenues from the sale of mats are recognized when title passes to the customer, which is upon shipment or delivery, depending upon the terms of the underlying sales contract. Revenues for services and rentals provided by this segment are generated from both fixed-price and unit-priced contracts, which are short-term in duration. The activities under these contracts include site preparation, pit design, construction, drilling waste management, and the installation and rental of mat systems for a period of time generally not to exceed 60 days . Revenues from services provided under these contracts are recognized as the specified services are completed. Revenues from any subsequent extensions to the rental agreements are recognized over the extension period. Shipping and handling costs are reflected in cost of revenues, and all reimbursements by customers of shipping and handling costs are included in revenues. Income Taxes . We provide for deferred taxes using an asset and liability approach by measuring deferred tax assets and liabilities due to temporary differences existing at year end using currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. We reduce deferred tax assets by a valuation allowance when, based on our estimates, it is more likely than not that a portion of those assets will not be realized in a future period. The estimates utilized in recognition of deferred tax assets are subject to revision, either up or down, in future periods based on new facts or circumstances. We present deferred tax assets and liabilities as noncurrent in the balance sheet based on an analysis of each taxpaying component within a jurisdiction. We evaluate uncertain tax positions and record a liability as circumstances warrant. Share-Based Compensation . Share-based compensation cost is measured at the grant date based on the fair value of the award, net of an estimated forfeiture rate. We recognize these costs in the income statement using the straight-line method over the vesting term. Fair value at the grant date is determined using the Black-Scholes option-pricing model for stock options and using the Monte Carlo valuation model for performance-based restricted stock units. Foreign Currency Translation . The functional currency for substantially all international subsidiaries is their respective local currency. Financial statements for these international subsidiaries are translated into U.S. dollars using the exchange rate at each balance sheet date for assets and liabilities and the average exchange rates in effect during the respective period for revenues and expenses. Exchange rate adjustments resulting from translation of foreign currency financial statements are reflected in accumulated other comprehensive loss in stockholders’ equity whereas exchange rate adjustments resulting from foreign currency denominated transactions are recorded in income. At December 31, 2017 and 2016 , accumulated other comprehensive loss related to foreign subsidiaries reflected in stockholders’ equity amounted to $53.2 million and $63.2 million , respectively. Fair Value Measurement. Fair value is measured as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at a measurement date. We apply the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: • Level 1: The use of quoted prices in active markets for identical financial instruments. • Level 2: The use of quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active or other inputs that are observable in the market or can be corroborated by observable market data. • Level 3: The use of significantly unobservable inputs that typically require the use of management’s estimates of assumptions that market participants would use in pricing. Derivative Financial Instruments . We monitor our exposure to various business risks including interest rates and foreign currency exchange rates and occasionally use derivative financial instruments to manage the impact of certain of these risks. At the inception of a new derivative, we designate the derivative as a cash flow or fair value hedge or we determine the derivative to be undesignated as a hedging instrument based on the underlying facts. We do not enter into derivative instruments for trading purposes. Reclassifications. In 2017, we separately presented in the consolidated statements of operations revenue and cost of revenue for product sales and rental and service categories. As a result, we recast the presentation of revenue and cost of revenue by such categories in the 2016 and 2015 presentation to conform to the current presentation. In addition, certain amounts reported in the consolidated statements of cash flows for prior periods have been reclassified to conform to the current reporting presentation. New Accounting Pronouncements Standards adopted in 2017 Inventory Measurement. In July 2015, the Financial Accounting Standards Board (“FASB”) issued updated guidance that simplifies the subsequent measurement of inventory. It replaced the former lower of cost or market test with the lower of cost or net realizable value test. Net realizable value is defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. We adopted this new guidance prospectively in the first quarter of 2017; however, the adoption did not have a material impact on our consolidated financial statements. Share-based Compensation. In March 2016, the FASB issued updated guidance that simplified several aspects of accounting for share-based payments transactions, including income tax consequences. We adopted this new guidance in the first quarter of 2017. The most significant impact of adopting this new guidance is the required change in accounting for excess tax benefits (“windfalls”) and deficiencies (“shortfalls”) related to share-based compensation. Beginning in the first quarter of 2017, such windfalls and shortfalls are now reflected in the consolidated statements of operations as a tax benefit or expense, respectively, whereas previously, they were generally recognized in additional paid in capital in the condensed consolidated balance sheets. For the twelve months ended December 31, 2017 , we recognized $0.5 million of expense in the provision for income taxes related to net shortfall tax deficiencies from share-based payments. For the twelve months ended December 31, 2016 and 2015, $1.6 million and $0.4 million respectively, of net shortfall tax deficiencies were recognized in additional paid-in capital. The new guidance also impacts the calculation of diluted earnings per share. When applying the treasury stock method to share-based payment awards, entities shall no longer include tax windfalls or shortfalls when calculating assumed proceeds to determine the awards dilutive effect on earnings per share. The adoption of this guidance did not materially impact our diluted earnings per share in each of the periods presented. In addition to the income tax consequences described above, the new guidance requires all windfall tax benefits related to share-based payments be reported as cash flows from operating activities along with all other income tax cash flows. Previously, windfall tax benefits from share-based payment arrangements were reported as cash flows from financing activities. The new guidance allows companies to elect either a prospective or retrospective application with respect to this statement of cash flows presentation. We have elected to apply this classification amendment prospectively. Since we did not have any material windfall tax benefits in 2016 or 2015, the prospective adoption did not significantly impact comparability with the prior year. Finally, the new guidance allows for the accounting policy option to account for forfeitures as they occur or continue estimating expected forfeitures over the course of the vesting period as required under previous guidance. We have elected the accounting policy option to continue estimating forfeitures in determining share-based compensation expense resulting in no impact to our financial statements from the adoption of the new guidance. Restricted Cash Presentation. In November 2016, the FASB issued updated guidance that requires that the statement of cash flows explain the change during the period in the total of cash, cash equivalents, restricted cash and restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. We elected to early adopt this new guidance in the fourth quarter of 2017 using the retrospective transition method to each period presented. The adoption of this new guidance changed the presentation of our consolidated statement of cash flows to include the amount of restricted cash with cash and cash equivalents when reconciling the beginning and end of period amounts shown on the consolidated statements of cash flows. See Note 13 for restricted cash balances. Goodwill Impairment Test. In January 2017, the FASB amended the guidance related to the accounting for goodwill impairments by eliminating step two from the goodwill impairment test. Under the new guidance, if the carrying amount of a reporting unit exceeds its fair value, an impairment loss shall be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. This guidance is effective for us for goodwill impairment tests beginning after December 15, 2019 with early adoption permitted. We elected to adopt this new guidance prospectively in 2017; however, the adoption did not have any impact on our consolidated financial statements. Standards not yet adopted Revenue Recognition. In May 2014, the FASB amended the existing accounting standards for revenue recognition. The amendments are based on the principle that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The amendments are to be applied using a retrospective or modified retrospective approach. The new guidance is effective for us in the first quarter of 2018. In order to determine the impact of the new guidance on our financial statements, we formed an implementation work team and completed assessments of the new guidance across our revenue streams. Our process included performing reviews of representative contracts across our revenue streams and comparing historical accounting practices to the new standard. We have completed our evaluation of the impacts of these amendments. As our performance obligations under customer contracts are primarily short-term in nature, we do not expect the new guidance to have a material impact on the amounts of revenue recognized in our consolidated financial statements. We will include incremental disclosures in our 2018 consolidated financial statements regarding our revenue recognition policies and related amounts. We have adopted the new guidance utilizing the modified retrospective method effective January 1, 2018. The cumulative-effect adjustment to retained earnings upon adoption is not material. Deferred Taxes on Intra-Entity Asset Transfers. In October 2016, the FASB amended the guidance related to the recognition of current and deferred income taxes for intra-entity asset transfers. Under current U.S. GAAP, recognition of income taxes on intra-entity asset transfers is prohibited until the asset has been sold to an outside party. This update requires that entities recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. This update does not change U.S. GAAP for the pre-tax effects of an intra-entity asset transfer or for an intra-entity transfer of inventory. This guidance is effective for us in the first quarter of 2018 and should be applied using a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. We have adopted the new guidance utilizing the modified retrospective method effective January 1, 2018. The cumulative-effect adjustment to retained earnings upon adoption is not material. Statement of Cash Flows. In August 2016, the FASB issued updated guidance that clarifies how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This update provides guidance on eight specific cash flow issues. This guidance is effective for us in the first quarter of 2018 and should be applied using the retrospective transition method to each period presented. Early adoption is permitted but all changes must be adopted in the same period. We do not expect the adoption of this new guidance to have a material impact on the presentation of our consolidated statements of cash flows. Leases. In February 2016, the FASB issued updated guidance regarding accounting for leases. The new accounting standard provides principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to recognize both assets and liabilities arising from financing and operating leases. The classification as either a financing or operating lease will determine whether lease expense is recognized based on an effective interest method basis or on a straight-line basis over the term of the lease, respectively. The new guidance is effective for us in the first quarter of 2019 with early adoption permitted. Based on our current lease portfolio, we anticipate the new guidance will require us to reflect additional assets and liabilities in our consolidated balance sheet; however, we have not yet completed an estimation of such amount and we are still evaluating the overall impact of the new guidance on our consolidated financial statements. Credit Losses. In June 2016, the FASB issued new guidance which requires financial assets measured at amortized cost basis to be presented at the net amount expected to be collected, including trade receivables. The new standard requires an entity to estimate its lifetime “expected credit loss” for such assets at inception which will generally result in the earlier recognition of allowances for losses. The new guidance is effective for us in the first quarter of 2020 with early adoption permitted in 2019. This guidance should be applied using a modified retrospective basis through a cumulative-effect adjustment to retained earnings as of the beginning of the period of adoption. We are currently evaluating the impact of the new guidance on our consolidated financial statements. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations In November 2017, we acquired certain assets and assumed certain liabilities of Well Service Group, Inc. and Utility Access Solutions, Inc. (together, “WSG”). Since 2012, WSG has been a strategic logistics and installation service provider for the Mats and Integrated Services segment. The acquisition of WSG further expands our range of site construction and related services and geographic footprint across the Northeast, Midwest, Rockies and West Texas regions of the U.S. With the acquisition of WSG, we are now able to offer a range of complimentary services to our composite matting systems, including access road construction, site planning and preparation, environmental protection, fluids and spill storage/containment, erosion control, and site restoration services. The purchase price for this acquisition was approximately $77.9 million , net of cash acquired, which included $44.8 million of cash conveyed at closing, the issuance of 3,361,367 shares of our common equity valued at $32.4 million and an estimated $0.7 million to be paid in 2018 upon finalization of actual working capital conveyed at closing. The results of operations of WSG are reported within the Mats and Integrated Services segment for the period subsequent to the date of the acquisition. The WSG transaction has been recorded using the acquisition method of accounting and accordingly, assets acquired and liabilities assumed were recorded at their estimated fair values as of the acquisition date. The acquisition resulted in the preliminary recognition of $27.1 million in other intangible assets consisting primarily of customer relationships, technology and tradename. All of the other intangibles are finite-lived intangible assets that are preliminarily expected to be amortized over periods of 10 to 15 years with a weighted average amortization period of approximately 13 years. The excess of the total consideration was recorded as goodwill, which is deductible for tax purposes, and includes the value of the assembled workforce. The fair values of the identifiable assets acquired and liabilities assumed were based on the Company’s estimates and assumptions using various market, income and cost valuation approaches, which are classified within level 3 of the fair value hierarchy. While the initial purchase price allocation has been completed, the allocation of the purchase price is subject to change for a period of one year following the acquisition. The following table summarizes the preliminary amounts recognized for the assets acquired and liabilities assumed as of the November 13, 2017 acquisition date: (in thousands) Receivables 14,854 Inventories 3,207 Other current assets 114 Property, plant and equipment 16,313 Intangible assets 27,050 Total Assets Acquired 61,538 Current Liabilities 6,833 Total Liabilities Assumed 6,833 Net Assets Purchased 54,705 Goodwill 23,188 Total Purchase Consideration $ 77,894 Cash conveyed at closing $ 44,750 Equity issued at closing 32,438 Due to seller 706 Total Purchase Consideration $ 77,894 In August 2016, we completed the acquisition of Pragmatic Drilling Fluids Additives, Ltd. (“Pragmatic”), a Canadian provider of specialty chemicals for the oil and gas industry, which further expands our fluids technology portfolio and capabilities. The purchase price for this acquisition was $4.4 million , net of cash acquired. The purchase price allocation resulted in amortizable intangible assets of $1.7 million and goodwill of approximately $1.7 million . Goodwill represents the excess of the purchase price over the fair value of the net tangible and intangible assets acquired and is not deductible for tax purposes. The results of operations of Pragmatic are reported within the Fluids Systems segment for the period subsequent to the date of the acquisition. Results of operations and pro-forma combined results of operations for these acquired businesses have not been presented as the effect of these acquisitions are not material to our consolidated financial statements. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following at December 31: (In thousands) 2017 2016 Raw materials: Drilling fluids $ 123,022 $ 115,399 Mats 1,419 1,137 Total raw materials 124,441 116,536 Blended drilling fluids components 30,495 23,762 Finished goods - mats 10,400 3,314 Total inventories $ 165,336 $ 143,612 Raw materials consist primarily of barite, chemicals, and other additives that are consumed in the production of our drilling fluid systems. Our blended drilling fluids components consist of base drilling fluid systems that have been either mixed internally at our mixing plants or purchased from third party vendors. These base drilling fluid systems require raw materials to be added, as needed to meet specified customer requirements. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Our investment in property, plant and equipment consisted of the following at December 31: (In thousands) 2017 2016 Land $ 11,504 $ 11,505 Buildings and improvements 132,322 121,967 Machinery and equipment 284,337 248,229 Computer hardware and software 33,738 30,544 Furniture and fixtures 5,926 5,829 Construction in progress 8,607 19,417 476,434 437,491 Less accumulated depreciation (215,419 ) (186,700 ) 261,015 250,791 Composite mats (rental fleet) 101,968 100,543 Less accumulated depreciation - composite mats (47,663 ) (47,680 ) 54,305 52,863 Property, plant and equipment, net $ 315,320 $ 303,654 Depreciation expense was $36.4 million , $34.6 million and $39.3 million in 2017 , 2016 and 2015 , respectively. Capital expenditures in 2017 included approximately $17.6 million in the Fluids Systems segment, including a total of $6.9 million related to completion of the facility upgrade and expansion of our Fourchon, Louisiana facility. Capital expenditures for the Mats and Integrated Services segment totaled $12.0 million during 2017 , primarily reflecting investments in the mat rental fleet. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Changes in the carrying amount of goodwill by reportable segment are as follows: (In thousands) Fluids Mats and Total Balance at December 31, 2015 $ — $ 19,009 $ 19,009 Acquisition 1,720 — 1,720 Effects of foreign currency (54 ) (680 ) (734 ) Balance at December 31, 2016 1,666 18,329 19,995 Acquisition — 23,188 23,188 Effects of foreign currency 116 321 437 Balance at December 31, 2017 $ 1,782 $ 41,838 $ 43,620 We completed our annual evaluation of the carrying values of our goodwill and other indefinite-lived intangible assets as of November 1, 2017 and determined that the carrying values of each of our reporting units were less than their respective fair values and therefore, no impairment was required. Other intangible assets consisted of the following: December 31, 2017 December 31, 2016 (In thousands) Gross Accumulated Other Gross Accumulated Other Technology related $ 15,596 $ (4,427 ) $ 11,169 $ 5,766 $ (3,873 ) $ 1,893 Customer related 42,903 (24,679 ) 18,224 25,158 (21,962 ) 3,196 Employment related 1,864 (1,794 ) 70 1,848 (1,346 ) 502 Total amortizing intangible assets 60,363 (30,900 ) 29,463 32,772 (27,181 ) 5,591 Permits and licenses 542 — 541 476 — 476 Total indefinite-lived intangible assets 542 — 541 476 — 476 Total intangible assets $ 60,905 $ (30,900 ) $ 30,004 $ 33,248 $ (27,181 ) $ 6,067 Total amortization expense in 2017 , 2016 and 2015 related to other intangible assets was $3.3 million , $3.4 million and $4.6 million , respectively. In November 2017, we completed the acquisition of WSG, and in August 2016, we completed the acquisition of Pragmatic, which resulted in additions to amortizable intangible assets of $27.1 million and $1.7 million , respectively. See Note 2 for further discussion. Estimated future amortization expense for the years ended December 31 is as follows: (In thousands) 2018 2019 2020 2021 2022 Thereafter Total Technology related $ 1,013 $ 1,019 $ 991 $ 940 $ 878 $ 6,328 $ 11,169 Customer related 3,877 2,975 2,414 1,863 1,518 5,577 18,224 Employment related 70 — — — — — 70 Total future amortization expense $ 4,960 $ 3,994 $ 3,405 $ 2,803 $ 2,396 $ 11,905 $ 29,463 The weighted average amortization period for technology related, customer related and employment related intangible assets is 15 years , 11 years and 5 years , respectively. |
Financing Arrangements
Financing Arrangements | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Financing arrangements | Financing arrangements Financing arrangements consisted of the following: December 31, 2017 December 31, 2016 (In thousands) Principal Amount Unamortized Discount and Debt Issuance Costs Total Debt Principal Amount Unamortized Discount and Debt Issuance Costs Total Debt 2017 Convertible Notes $ — $ — $ — $ 83,256 $ (268 ) $ 82,988 2021 Convertible Notes 100,000 (22,643 ) 77,357 100,000 (27,100 ) 72,900 Amended ABL Facility 81,600 — 81,600 — — — Other debt 1,518 — 1,518 380 — 380 Total debt 183,118 (22,643 ) 160,475 183,636 (27,368 ) 156,268 Less: current portion (1,518 ) — (1,518 ) (83,636 ) 268 (83,368 ) Long-term debt $ 181,600 $ (22,643 ) $ 158,957 $ 100,000 $ (27,100 ) $ 72,900 2017 Convertible Notes. In September 2010, we issued $172.5 million of unsecured convertible senior notes (“2017 Convertible Notes”) that matured on October 1, 2017. The notes bore interest at a rate of 4.0% per year, payable semiannually in arrears on April 1 and October 1 of each year. The conversion rate was 90.8893 shares of our common stock per $1,000 principal amount of notes (equivalent to a conversion price of $11.00 per share of common stock). In 2016, we repurchased $89.3 million aggregate principal amount of our 2017 Convertible Notes for $87.3 million and recognized a net gain of $1.6 million reflecting the difference in the amount paid and the net carrying value of the extinguished debt, including debt issuance costs. As of December 31, 2016, $83.3 million aggregate principal amount remained outstanding, all of which were repaid upon maturity in October 2017. 2021 Convertible Notes. In December 2016, we issued $100.0 million of unsecured convertible senior notes (“2021 Convertible Notes”) that mature on December 1, 2021, unless earlier converted by the holders pursuant to the terms of the notes. The notes bear interest at a rate of 4.0% per year, payable semiannually in arrears on June 1 and December 1 of each year. Holders may convert the notes at their option at any time prior to the close of business on the business day immediately preceding June 1, 2021, only under the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on March 31, 2017 (and only during such calendar quarter), if the last reported sale price of our common stock for at least 20 trading days (regardless of whether consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price of the notes in effect on each applicable trading day; • during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of notes for each trading day was less than 98% of the last reported sale price of our common stock on such date multiplied by the conversion rate on each such trading day; or • upon the occurrence of specified corporate events, as described in the indenture governing the notes, such as a consolidation, merger, or share exchange. On or after June 1, 2021 until the close of business on the business day immediately preceding the maturity date, holders may convert their notes at any time, regardless of whether any of the foregoing conditions have been satisfied. As of February 23, 2018 , the notes were not convertible. The notes are convertible into, at our election, cash, shares of common stock, or a combination of both, subject to satisfaction of specified conditions and during specified periods, as described above. If converted, we currently intend to pay cash for the principal amount of the notes converted. The conversion rate is initially 107.1381 shares of our common stock per $1,000 principal amount of notes (equivalent to an initial conversion price of $9.33 per share of common stock), subject to adjustment in certain circumstances. We may not redeem the notes prior to their maturity date. In accordance with accounting guidance for convertible debt with a cash conversion option, we separately accounted for the debt and equity components of the notes in a manner that reflected our estimated nonconvertible debt borrowing rate. We estimated the fair value of the debt component of the notes to be $75.2 million at the issuance date, assuming a 10.5% non-convertible borrowing rate. The carrying amount of the equity component was determined to be approximately $24.8 million by deducting the fair value of the debt component from the principal amount of the notes, and was recorded as an increase to additional paid-in capital, net of the related deferred tax liability of $8.7 million . The excess of the principal amount of the debt component over its carrying amount (the “debt discount”) is being amortized as interest expense over the term of the notes using the effective interest method. We allocated transaction costs related to the issuance of the notes, including underwriting discounts, of $0.9 million and $2.7 million to the equity and debt components, respectively. Issuance costs attributable to the equity component were netted against the equity component recorded in additional paid-in capital. The amount of the equity component was $15.2 million at the time of issuance (net of issuance costs and the deferred tax liability related to the conversion feature) and is not remeasured as long as it continues to meet the conditions for equity classification. The $2.7 million of issuance costs attributable to the debt component were netted against long-term debt and are being amortized to interest expense over the term of the notes using the effective interest method. As of December 31, 2017 , the carrying amount of the debt component was $77.4 million , which is net of the unamortized debt discount and issuance costs of $20.4 million and $2.2 million , respectively. Including the impact of the debt discount and related deferred debt issuance costs, the effective interest rate on the notes is approximately 11.3% . Revolving Credit Facility. In March 2015, we entered into a Third Amended and Restated Credit Agreement (the “Credit Agreement”) which provided for a $200.0 million revolving loan facility available for borrowings and letters of credit through March 2020. In December 2015, the Credit Agreement was amended, decreasing the revolving credit facility to $150.0 million and subsequently, we terminated the Credit Agreement in May 2016, replacing it with an asset-based revolving loan facility as discussed further below. As of the date of termination, we had no outstanding borrowings under the Credit Agreement. In the second quarter of 2016, we recognized a non-cash charge of $1.1 million in interest expense for the write-off of debt issuance costs in connection with the termination. Asset-Based Loan Facility. In May 2016, we entered into an asset-based revolving credit agreement (the “ABL Facility”) which replaced the terminated Credit Agreement. The ABL Facility had a termination date of March 6, 2020 and provided financing of up to $90.0 million available for borrowings (inclusive of letters of credit) and subject to certain conditions, could be increased to a maximum capacity of $150.0 million . In October 2017, we entered into an Amended and Restated Credit Agreement (the “Amended ABL Facility”) which amends and restates our previous ABL Facility and increases the borrowing capacity from $90.0 million to $150.0 million , while also reducing applicable borrowing rates and fee terms. Subject to certain conditions, the Amended ABL Facility can be increased up to a maximum capacity of $225.0 million . The Amended ABL Facility terminates on October 17, 2022; however, the Amended ABL Facility has a springing maturity date that will accelerate the maturity of the Amended ABL Facility to September 1, 2021 if, prior to such date, the 2021 Convertible Notes have not either been repurchased, redeemed, converted or we have not provided sufficient funds to repay the 2021 Convertible Notes in full on their maturity date. For this purpose, funds may be provided in cash to an escrow agent or a combination of cash to an escrow agent and the assignment of a portion of availability under the Amended ABL Facility. The Amended ABL Facility requires compliance with a minimum fixed charge coverage ratio and minimum unused availability of $25.0 million to utilize borrowings or assignment of availability under the Amended ABL Facility towards funding the repayment of the 2021 Convertible Notes. Borrowing availability under the Amended ABL Facility is calculated based on eligible accounts receivable, inventory, and, subject to satisfaction of certain financial covenants as described below, composite mats included in the rental fleet, net of reserves and limits on such assets included in the borrowing base calculation. To the extent pledged by us, the borrowing base calculation shall also include the amount of eligible pledged cash. The lender may establish such reserves, in part based on appraisals of the asset base, and other limits at its discretion which could reduce the amounts otherwise available under the Amended ABL Facility. Availability associated with eligible rental mats will also be subject to maintaining a minimum consolidated fixed charge coverage ratio and a minimum level of operating income for the Mats and Integrated Services segment. As of December 31, 2017, our total borrowing base availability under the Amended ABL Facility was $136.2 million , of which, $81.6 million was drawn, resulting in remaining availability of $54.6 million . Under the terms of the Amended ABL Facility, we may elect to borrow at a variable interest rate plus an applicable margin based on either, (1) LIBOR subject to a floor of zero or (2) a base rate equal to the highest of: (a) the federal funds rate plus 50 basis points, (b) the prime rate of Bank of America, N.A. or (c) LIBOR, subject to a floor of zero , plus 100 basis points. The applicable margin ranges from 175 to 275 basis points for LIBOR borrowings, and 75 to 175 basis points for base rate borrowings, based on the ratio of debt to consolidated EBITDA as defined in the Amended ABL Facility. As of December 31, 2017 , the applicable margin for borrowings under our Amended ABL Facility is 200 basis points with respect to LIBOR borrowings and 100 basis points with respect to base rate borrowings. The weighted average interest rate for the Amended ABL Facility is 3.9% at December 31, 2017. In addition, we are required to pay a commitment fee on the unused portion of the Amended ABL Facility ranging from 25 to 37.5 basis points, based on the ratio of debt to consolidated EBITDA, as defined in the Amended ABL Facility. The applicable commitment fee as of December 31, 2017 was 37.5 basis points. The Amended ABL Facility is a senior secured obligation, secured by first liens on all of our U.S. tangible and intangible assets and a portion of the capital stock of our non-U.S. subsidiaries has also been pledged as collateral. The Amended ABL Facility contains customary operating covenants and certain restrictions including, among other things, the incurrence of additional debt, liens, dividends, asset sales, investments, mergers, acquisitions, affiliate transactions, stock repurchases and other restricted payments. The Amended ABL Facility also requires compliance with a fixed charge coverage ratio if availability under the Amended ABL Facility falls below $22.5 million . In addition, the Amended ABL Facility contains customary events of default, including, without limitation, a failure to make payments under the facility, acceleration of more than $25.0 million of other indebtedness, certain bankruptcy events and certain change of control events. Other Debt. Our foreign subsidiaries in Italy and India, maintain local credit arrangements consisting primarily of lines of credit which are renewed on an annual basis. We utilize local financing arrangements in our foreign operations in order to provide short-term local liquidity needs. Advances under these short-term credit arrangements are typically based on a percentage of the subsidiary’s accounts receivable or firm contracts with certain customers. We had $1.0 million outstanding under these agreements at December 31, 2017 , and no balances outstanding at December 31, 2016 . In December 2016, we terminated our revolving line of credit in Brazil and repaid the outstanding balance. At December 31, 2017 , we had letters of credit issued and outstanding which totaled $7.2 million that are collateralized by $7.6 million in restricted cash. Additionally, our foreign operations had $21.6 million outstanding in letters of credit and other guarantees, primarily issued under the line of credit in Italy as well as certain letters of credit that are collateralized by $1.5 million in restricted cash. At December 31, 2017 and December 31, 2016 , prepaid expenses and other current assets in the accompanying balance sheet include total restricted cash related to letters of credit of $9.1 million and $7.4 million , respectively. We incurred net interest expense of $13.3 million , $9.9 million and $9.1 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. The increase in interest expense in 2017 is primarily related to amortization of the debt discount related to the 2021 Convertible Notes as discussed above. Capitalized interest was $0.1 million , $0.9 million and $1.1 million for the years ended December 31, 2017 , 2016 and 2015 respectively. Scheduled repayment of long-term debt as of December 31, 2017 is $100.0 million in 2021 and $81.6 million in 2022. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments and Concentrations of Credit Risk | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments and Concentrations of Credit Risk | Fair Value of Financial Instruments and Concentrations of Credit Risk Fair Value of Financial Instruments Our financial instruments include cash and cash equivalents, receivables, payables and debt. We believe the carrying values of these instruments, with the exception of our 2017 Convertible Notes and our 2021 Convertible Notes, approximated their fair values at December 31, 2017 and December 31, 2016 . The estimated fair value of our 2021 Convertible Notes was $127.3 million at December 31, 2017 and $110.5 million at December 31, 2016 , and the estimated fair value of our 2017 Convertible Notes was $84.4 million at December 31, 2016, based on quoted market prices at these respective dates. Concentrations of Credit Risk Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash, trade accounts and notes receivable. At December 31, 2017 , substantially all of our cash deposits are held in accounts at numerous financial institutions across the various regions that we operate in. A majority of the cash is held in accounts that maintain deposit ratings of P-1 by Moody’s, A-1 by Standard and Poor’s, and F1 by Fitch. As part of our investment strategy, we perform periodic evaluations of the relative credit standing of these financial institutions. Accounts Receivable Accounts receivable consisted of the following at December 31: (In thousands) 2017 2016 Gross trade receivables $ 256,851 $ 162,569 Allowance for doubtful accounts (9,457 ) (8,849 ) Net trade receivables 247,394 153,720 Income tax receivables 6,905 39,944 Other receivables 11,567 20,643 Total receivables, net $ 265,866 $ 214,307 Gross trade receivables increased $94.3 million , or 58% , in 2017 primarily due to the increase in revenues. At December 31, 2016 , income tax receivables included approximately $38.0 million related to the carryback refund claims primarily for our U.S. federal tax losses incurred in 2016, substantially all of which was received in 2017. Other receivables includes $10.8 million and $11.5 million for value added, goods and service taxes related to foreign jurisdictions as of December 31, 2017 and 2016 , respectively. In addition, other receivables included $8.0 million held in escrow at December 31, 2016 in connection with the March 2014 sale of the Environmental Services business. In connection with the settlement of a dispute with the buyers, as described further in Note 15 below, the escrow funds have been reclassified at December 31, 2017, reducing the settlement obligation reflected in accrued liabilities in the accompanying balance sheet. Customer Revenue Concentration We derive a significant portion of our revenues from companies in the E&P industry, and our customer base is highly concentrated in mid-sized and international oil companies as well as government-owned or government-controlled oil companies operating in the markets that we serve. For 2017 , 2016 and 2015 , revenues from our 20 largest customers represented approximately 45% , 53% and 49% , respectively, of our consolidated revenues. For 2016 , revenue from Sonatrach, our primary customer in Algeria, represented approximately 14% of consolidated revenues. For 2017 and 2015 , no single customer accounted for more than 10% of our consolidated revenues. We maintain an allowance for doubtful accounts based upon the expected collectability of accounts receivable. Changes in this allowance for 2017 , 2016 and 2015 was as follows: (In thousands) 2017 2016 2015 Balance at beginning of year $ 8,849 $ 7,189 $ 5,458 Provision for uncollectible accounts 1,481 2,416 1,886 Write-offs, net of recoveries (873 ) (756 ) (155 ) Balance at end of year $ 9,457 $ 8,849 $ 7,189 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The U.S. Tax Cuts and Jobs Act (“Tax Act”) was enacted on December 22, 2017 resulting in broad and complex changes to U.S. income tax law. The Tax Act includes a one-time transition tax in 2017 on accumulated foreign subsidiary earnings not previously subject to U.S. income tax, reduces the U.S. corporate statutory tax rate from 35% to 21% effective January 1, 2018, generally eliminates U.S. federal income tax on dividends from foreign subsidiaries, creates new tax on certain foreign-sourced earnings, makes other changes to limit certain deductions and changes rules on how certain tax credits and net operating loss carryforwards can be utilized. Due to the timing of the enactment and the complexity involved in applying the provisions of the Tax Act, we made reasonable estimates of the effects and recorded provisional amounts in our 2017 financial statements. As we finalize the necessary data, and interpret the Tax Act and any additional guidance issued by the U.S. Treasury Department, the United States Internal Revenue Service (“IRS”), or other standard-setting bodies, we may make adjustments to the provisional amounts. Provisional amounts for the following income tax effects of the Tax Act have been recorded as of December 31, 2017 and are subject to change during 2018. One-time transition tax The Tax Act requires us to pay U.S. income taxes on accumulated foreign subsidiary earnings not previously subject to U.S. income tax at a rate of 15.5% to the extent of foreign cash and certain other net current assets and 8% on the remaining earnings. We recorded a provisional amount in 2017 for our one-time transitional tax liability and income tax expense of $6.9 million . We have recorded provisional amounts based on estimates of the effects of the Tax Act as the analysis requires significant data from our foreign subsidiaries that is not regularly collected or analyzed. Taxes on repatriation of foreign earnings We previously considered the unremitted earnings in our non-US subsidiaries held directly by a U.S. parent to be indefinitely reinvested and, accordingly, had not provided any deferred income taxes. We intend to pursue repatriation of unremitted earnings in our non-US subsidiaries held directly by a U.S. parent to the extent that such earnings have been included in the one-time transition tax discussed above, and subject to cash requirements to support the strategic objectives of the non-US subsidiary. We recorded a provisional amount in 2017 for the estimated liability and income tax expense for any U.S. federal or state income taxes or additional foreign withholding taxes related to repatriation of such earnings of $7.0 million . In 2017, we recognized certain foreign tax credits of $5.5 million in the U.S. related to the provisional accounting for taxes on repatriation of foreign earnings, however, we also recognized a full valuation allowance related to such tax assets as it is more likely than not that these assets will not be realized. Deferred tax effects The Tax Act reduces the U.S. corporate statutory tax rate from 35% to 21% for years after 2017. Accordingly, we have remeasured our U.S. net deferred tax liabilities as of December 31, 2017 to reflect the reduced rate that will apply in future periods when these deferred taxes are settled or realized. We recognized a provisional deferred tax benefit in 2017 of $17.4 million to reflect the reduced U.S. tax rate on our estimated U.S. net deferred tax liabilities. Although the tax rate reduction is known, we have not completed our analysis of the effect of the Tax Act on the underlying deferred taxes and as such, the amounts recorded as of December 31, 2017 are provisional. The net tax benefit recognized in 2017 related to the Tax Act was $3.4 million . As we complete our analysis of the Tax Act and incorporate additional guidance that may be issued by the U.S. Treasury Department, the IRS or other standard-setting bodies, we may identify additional effects not reflected as of December 31, 2017. Those adjustments may materially impact our provision for income taxes and effective tax rate in the period in which the adjustments are made. The accounting for the tax effects of the Tax Act will be completed in 2018. While we have not completed our analysis of the impacts of the Tax Act on our effective tax rate going forward, we anticipate the overall impacts of the Tax Act described above will reduce our effective tax rate in 2018 compared to 2017, excluding the $3.4 million net benefit included in our 2017 income tax provision. The impact of the Tax Act on our effective tax rate in 2018 will depend in large part on the relative contribution of our domestic earnings and finalization of the provisional accounting for the Tax Act. The provision (benefit) for income taxes related to continuing operations was as follows: Year Ended December 31, (In thousands) 2017 2016 2015 Current: U.S. Federal $ (236 ) $ (37,854 ) $ (32,272 ) State 561 20 (34 ) Foreign 10,301 10,440 11,411 Total current 10,626 (27,394 ) (20,895 ) Deferred: U.S. Federal (3,848 ) 2,670 (2,624 ) State (796 ) (181 ) 179 Foreign (1,089 ) 863 1,942 Total deferred (5,733 ) 3,352 (503 ) Total income tax expense (benefit) $ 4,893 $ (24,042 ) $ (21,398 ) The total provision (benefit) was allocated to the following components of income (loss): Year Ended December 31, (In thousands) 2017 2016 2015 Income (loss) from continuing operations $ 4,893 $ (24,042 ) $ (21,398 ) Loss from discontinued operations (4,616 ) — — Total provision (benefit) $ 277 $ (24,042 ) $ (21,398 ) Income (loss) from continuing operations before income taxes was as follows: Year Ended December 31, (In thousands) 2017 2016 2015 U.S. $ (27,282 ) $ (76,805 ) $ (122,082 ) Foreign 43,394 12,051 9,856 Income (loss) from continuing operations before income taxes $ 16,112 $ (64,754 ) $ (112,226 ) The effective income tax rate for continuing operations is reconciled to the statutory federal income tax rate as follows: Year Ended December 31, 2017 2016 2015 Income tax expense (benefit) at federal statutory rate 35.0 % (35.0 %) (35.0 %) Nondeductible expenses 16.2 % 2.8 % 2.8 % Net impact of Tax Act (22.3 %) — — Worthless stock deduction - Brazil — (14.4 %) — Goodwill and other asset impairments — 3.5 % 15.7 % Manufacturing deduction — 0.8 % 1.8 % Different rates on earnings of foreign operations (13.3 %) (1.2 %) (3.6 %) Dividend taxes on unremitted earnings 9.3 % 2.2 % 1.4 % Change in valuation allowance 1.5 % 6.9 % 2.8 % Uncertain tax positions — — (2.2 %) State tax expense (benefit), net (1.8 %) (2.5 %) (1.5 %) Other items, net 5.8 % (0.2 %) (1.3 %) Total income tax expense (benefit) 30.4 % (37.1 %) (19.1 %) Our effective tax rate in 2017 includes a $3.4 million benefit resulting from the provisional accounting for the Tax Act as described above. In addition, the 2017 effective tax rate was negatively impacted primarily by non-deductible expenses relative to the amount of pre-tax income. Our effective tax rate in 2016 includes a $9.3 million benefit associated with a worthless stock deduction and related impacts from restructuring the investment in our Brazilian subsidiary, partially offset by a $4.5 million charge for increases to the valuation allowance for certain deferred tax assets which may not be realized (primarily related to our Australian subsidiary and certain U.S. state net operating losses). Our effective tax rate for 2015 was primarily impacted by the impairment of non-deductible goodwill. In addition, the 2015 income tax provision also includes a $4.6 million charge for increases to the valuation allowance for certain deferred tax assets which may not be realized (primarily related to our Australian subsidiary and certain U.S. state net operating losses). These 2015 charges were partially offset by a $4.4 million benefit associated with the forgiveness of certain inter-company balances due from our Brazilian subsidiary and a $2.2 million benefit from the release of U.S. tax reserves, following the expiration of statutes of limitation. Temporary differences and carryforwards which give rise to deferred tax assets and liabilities at December 31 are as follows: (In thousands) 2017 2016 Deferred tax assets: Net operating losses $ 23,490 $ 18,771 Capitalized inventory costs 4,581 12,378 Stock based compensation 3,793 6,955 Accruals not currently deductible 7,730 4,883 Unrealized foreign exchange losses, net 2,595 3,087 Foreign tax credits 9,262 3,269 Other 10,451 1,871 Total deferred tax assets 61,902 51,214 Valuation allowance (30,154 ) (21,847 ) Total deferred tax assets, net of allowances 31,748 29,367 Deferred tax liabilities: Accelerated depreciation and amortization (34,265 ) (43,225 ) Original issue discount on 2021 Convertible Notes (4,299 ) (8,553 ) Tax on unremitted earnings (16,821 ) (8,555 ) Other (3,190 ) (6,030 ) Total deferred tax liabilities (58,575 ) (66,363 ) Total net deferred tax liabilities $ (26,827 ) $ (36,996 ) Non-current deferred tax assets $ 4,753 $ 1,747 Non-current deferred tax liabilities (31,580 ) (38,743 ) Net deferred tax liabilities $ (26,827 ) $ (36,996 ) For state income tax purposes, we have net operating loss carryforwards (“NOLs”) of approximately $245.9 million available to reduce future state taxable income. These NOLs expire in varying amounts beginning in 2018 through 2037. Foreign NOLs of approximately $30.5 million are available to reduce future taxable income, some of which expire beginning in 2018. The realization of our net deferred tax assets is dependent on our ability to generate taxable income in future periods. At December 31, 2017 and 2016 , we have recorded a valuation allowance in the amount of $30.2 million and $21.8 million , respectively, primarily related to certain U.S. state and foreign NOL carryforwards, including Australia, as well as for certain tax credits recognized in 2017 related to the provisional accounting for the impact of the Tax Act, which may not be realized. We file income tax returns in the United States and several non-U.S. jurisdictions and are subject to examination in the various jurisdictions in which we file. We are no longer subject to income tax examinations for U.S. federal and substantially all state jurisdictions for years prior to 2012 and for substantially all foreign jurisdictions for years prior to 2008. We are currently under examination by the United States federal tax authorities for tax years 2014 and 2015. During the second quarter of 2017, we received a Revenue Agent Report from the IRS disallowing a deduction claimed on our 2015 tax return associated with the forgiveness of certain inter-company balances due from our Brazilian subsidiary and assessing tax due of approximately $3.9 million . We submitted our response to the IRS in the third quarter of 2017 and are proceeding with the tax appeals process. We believe our tax position is properly reported in accordance with applicable U.S. tax laws and regulations and intend to vigorously defend our position through the tax appeals process. We are also under examination by various tax authorities in other countries, and certain foreign jurisdictions have challenged the amounts of taxes due for certain tax periods. These audits are in various stages of completion. We fully cooperate with all audits, but defend existing positions vigorously. We evaluate the potential exposure associated with various filing positions and record a liability for tax contingencies as circumstances warrant. Although we believe all tax positions are reasonable and properly reported in accordance with applicable tax laws and regulations in effect during the periods involved, the final determination of tax audits and any related litigation could be materially different than that which is reflected in historical income tax provisions and tax contingency accruals. A reconciliation of the beginning and ending provision for uncertain tax positions is as follows: (In thousands) 2017 2016 2015 Balance at January 1 $ 665 $ 419 $ 3,786 Additions (reductions) for tax positions of prior years (399 ) 477 (95 ) Additions (reductions) for tax positions of current year — — — Reductions for settlements with tax authorities — — (575 ) Reductions for lapse of statute of limitations (9 ) (231 ) (2,697 ) Balance at December 31 $ 257 $ 665 $ 419 Approximately $0.3 million of unrecognized tax benefits at December 31, 2017 , if recognized, would favorably impact the effective tax rate. In 2015, we recognized a $2.2 million benefit to the income tax provision relating to uncertain tax positions for which the applicable statutes of limitation expired. We recognize accrued interest and penalties related to uncertain tax positions in operating expenses. The amount of interest and penalties was immaterial for all periods presented. |
Capital Stock
Capital Stock | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Capital Stock | Capital Stock Common stock Changes in outstanding Common Stock were as follows: (In thousands of shares) 2017 2016 2015 Outstanding, beginning of year 99,843 99,377 99,204 Shares issued for exercise of options 416 125 104 Shares issued for time vested restricted stock (net of forfeitures) 952 341 69 Shares issued for acquisition 3,361 — — Outstanding, end of year 104,572 99,843 99,377 Outstanding shares of common stock include shares held as treasury stock totaling 15,366,504 , 15,162,050 and 15,302,345 as of December 31, 2017 , 2016 and 2015 , respectively. Preferred stock We are authorized to issue up to 1,000,000 shares of Preferred Stock, $0.01 par value. There were no outstanding shares of preferred stock at December 31, 2017 , 2016 or 2015 . Treasury stock During 2017 , 2016 and 2015 , we repurchased 415,418 , 234,901 and 292,168 shares, respectively, for an aggregate price of $3.2 million , $1.2 million and $2.3 million , respectively, representing employee shares surrendered in lieu of taxes under vesting of restricted stock awards. All of the shares repurchased are held as treasury stock. During 2017 , 2016 and 2015 , we reissued 210,964 , 375,196 and 200,056 shares of treasury stock pursuant to various stock plans, including our employee stock purchase plan and our 2014 Non-Employee Directors’ Restricted Stock Plan. Repurchase program Our Board of Directors has approved a repurchase program that authorizes us to purchase up to $100.0 million of our outstanding shares of common stock and prior to their maturity, our outstanding 2017 Convertible Notes in the open market or as otherwise determined by management, subject to certain limitations under our Amended ABL facility or other factors. There were no shares repurchased under the program during 2017 , 2016 or 2015. In February 2016, we repurchased $11.2 million of our 2017 Convertible Notes in the open market for $9.2 million . As of December 31, 2017 , we had $33.5 million of authorization remaining under the program. The repurchase program has no specific term. Repurchases are expected to be funded from operating cash flows and available cash on-hand. As part of the share repurchase program, our management has been authorized to establish trading plans under Rule 10b5-1 of the Securities Exchange Act of 1934. In addition, the Board separately authorized the repurchase of $78.1 million of our 2017 Convertible Notes then outstanding in connection with the December 2016 issuance of $100.0 million of 2021 Convertible Notes. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share The following table presents the reconciliation of the numerator and denominator for calculating earnings per share from continuing operations: Year Ended December 31, (In thousands, except per share data) 2017 2016 2015 Numerator Income (loss) from continuing operations - basic $ 11,219 $ (40,712 ) $ (90,828 ) Assumed conversions of 2017 Convertible Notes — — — Adjusted income (loss) from continuing operations - diluted $ 11,219 $ (40,712 ) $ (90,828 ) Denominator Basic - weighted average common shares outstanding 85,421 83,697 82,722 Dilutive effect of stock options and restricted stock awards 2,554 — — Dilutive effect of 2017 Convertible Notes — — — Dilutive effect of 2021 Convertible Notes — — — Diluted - weighted average common shares outstanding 87,975 83,697 82,722 Income (loss) from continuing operations per common share Basic $ 0.13 $ (0.49 ) $ (1.10 ) Diluted $ 0.13 $ (0.49 ) $ (1.10 ) We excluded the following weighted-average potential shares from the calculations of diluted net income (loss) per share during the applicable periods because their inclusion would have been anti-dilutive: Year Ended December 31, (In thousands) 2017 2016 2015 Stock options and restricted stock-based awards 7,419 7,482 3,884 2017 Convertible Notes 5,702 14,295 15,682 2021 Convertible Notes — — — The 2021 Convertible Notes will not impact the calculation of diluted net income per share unless the average price of our common stock, as calculated in accordance with the terms of the indenture governing the 2021 Convertible Notes, exceeds the conversion price of $9.33 per share. At December 31, 2017 the average price of our common stock was $8.80 per share. We have the option to pay cash, issue shares of common stock, or any combination thereof for the aggregate amount due upon conversion of the 2021 Convertible Notes as further described in Note 6 above. If converted, we currently intend to settle the principal amount of the notes in cash and as a result, only the amounts payable in excess of the principal amount of the notes, if any, are assumed to be settled with shares of common stock for purposes of computing diluted net income from continuing operations per share. |
Stock Based Compensation and Ot
Stock Based Compensation and Other Benefit Plans | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Based Compensation and Other Benefit Plans | Stock Based Compensation and Other Benefit Plans The following describes stockholder approved plans utilized by the Company for the issuance of stock based awards. 2014 Non-Employee Directors’ Restricted Stock Plan In May 2014, our stockholders approved the 2014 Non-Employee Directors’ Restricted Stock Plan (the “2014 Director Plan”) which authorizes grants of restricted stock to non-employee directors based on a pre-determined dollar amount on the date of each annual meeting of stockholders. The pre-determined dollar amount for determining the number of restricted shares granted is subject to change by the Board of Directors or its committee but is initially set at $150,000 for each non-employee director, except for the Chairman of the Board who will receive an annual grant of restricted shares equal to $170,000 . Each restricted share granted to a non-employee director vests in full on the earlier of the day prior to the next annual meeting of stockholders following the grant date or the first anniversary of the grant. During 2017 , non-employee directors received shares of restricted stock totaling 98,714 shares at a weighted average fair value on the date of grant of $7.80 per share. The maximum number of shares of common stock issuable under the 2014 Director Plan is 1,000,000 leaving 504,258 shares available for grant as of December 31, 2017 . 2015 Employee Equity Incentive Plan In May 2015, our stockholders approved the 2015 Employee Equity Incentive Plan (“2015 Plan”), pursuant to which the Compensation Committee of our Board of Directors (“Compensation Committee”) may grant to key employees, including executive officers and other corporate and divisional officers, a variety of forms of equity-based compensation, including options to purchase shares of common stock, shares of restricted common stock, restricted stock units, stock appreciation rights, other stock-based awards, and performance-based awards. In May 2016, our stockholders approved an amendment to the 2015 Plan which increased the number of shares authorized for issuance under the Plan from 6,000,000 to 7,800,000 shares. In May 2017, our stockholders approved a further amendment to the 2015 Plan which increased the number of shares authorized for issuance under the Plan from 7,800,000 to 9,800,000 shares. Under the 2015 Plan, as amended, grants of stock options and stock appreciation rights will reduce the number of available shares on a 1.00 to 1.00 basis, while full value awards will reduce the number of available shares on a 1.78 to 1.00 basis. At December 31, 2017 , 2,079,603 shares remained available for award under the 2015 Plan. In June 2017, our Board of Directors approved the Long-Term Cash Incentive Plan (“Cash Plan”), a sub-plan to the 2015 Plan, pursuant to which the Compensation Committee may grant time-based cash awards or performance-based cash awards to key employees, including executive officers and other corporate and divisional officers, to provide an opportunity for employees to receive a cash payment upon either completion of a service period or achievement of predetermined performance criteria at the end of a performance period. Prior to approval of the 2015 Plan, equity-based compensation was provided pursuant to the 2006 Equity Incentive Plan (“2006 Plan”). No additional grants of equity-based compensation may be granted under the 2006 Plan following approval of the 2015 Plan, however, unexpired options and other awards previously granted continue in effect in accordance with their terms until they vest or are otherwise exercised or expire. The Compensation Committee approves the granting of all stock based compensation to employees, utilizing shares available under the 2015 Plan, as amended. Activity under each of these programs is described below. Stock Options and Cash-Settled Stock Appreciation Rights Stock options granted by the Compensation Committee are granted with a three year vesting period and a term of ten years . During 2017 , no options were granted. The following table summarizes activity for our outstanding stock options for the year ended December 31, 2017 : Shares Weighted- Weighted- Aggregate Outstanding at beginning of period 4,684,839 $ 7.02 Granted — — Exercised (416,017 ) 5.83 Expired or canceled (303,297 ) 8.40 Outstanding at end of period 3,965,525 $ 7.03 5.53 $ 6,172,506 Vested or expected to vest at end of period 3,942,351 $ 7.05 5.51 $ 6,102,803 Options exercisable at end of period 3,010,995 $ 7.60 4.70 $ 3,732,798 We estimated the fair value of options granted on the date of grant using the Black-Scholes option-pricing model, with the following weighted average assumptions: 2016 2015 Risk-free interest rate 1.38 % 1.57 % Expected life of the option in years 5.22 5.22 Expected volatility 50.5 % 47.3 % Dividend yield — % — % The risk-free interest rate is based on the implied yield on a U.S. Treasury zero-coupon issue with a remaining term equal to the expected term of the option. The expected life of the option is based on observed historical patterns. The expected volatility is based on historical volatility of the price of our common stock. The dividend yield is based on the projected annual dividend payment per share divided by the stock price at the date of grant, which is zero because we have not paid dividends for several years and do not expect to pay dividends in the foreseeable future. The following table summarizes information about the weighted-average exercise price and the weighted-average grant date fair value of stock options granted: 2016 2015 Weighted-average exercise price of the stock on the date of grant $ 4.32 $ 9.00 Weighted-average grant date fair value on the date of grant $ 1.97 $ 3.91 All stock options granted for 2016 and 2015 reflected an exercise price equal to the market value of the stock on the date of grant. The total intrinsic value of options exercised was $1.1 million , $0.1 million and $0.3 million for the years ended December 31, 2017 , 2016 and 2015 , while cash from option exercises totaled $2.6 million , $0.7 million and $0.6 million , respectively. The following table summarizes activity for outstanding cash-settled stock appreciation rights for the year-ended December 31, 2017 : Rights Outstanding at beginning of period 69,500 Exercised (25,000 ) Expired or cancelled (1,500 ) Outstanding at end of period 43,000 Exercisable at end of period 43,000 During 2017 , there were no additional grants of cash-settled stock appreciation rights. All remaining cash-settled stock appreciation rights have a June 2018 expiration date, and if exercised, will ultimately be settled in cash for the difference between the market value of our outstanding shares at the date of exercise, and $7.89 . As such, the projected cash settlement is adjusted each period based on the ending fair market value of the underlying stock. At December 31, 2017 , the fair market value of each cash-settled stock appreciation right was $1.58 , resulting in a liability of $0.1 million . Total compensation cost recognized for stock options and cash-settled stock appreciation rights during the years ended December 31, 2017 , 2016 and 2015 was $1.7 million , $2.3 million and $2.6 million , respectively. For the years ended December 31, 2017 , 2016 and 2015 , we recognized tax benefits resulting from the exercise of stock options totaling $0.3 million , $0.1 million and $0.1 million , respectively. Performance-Based Restricted Stock Units There were no performance-based restricted stock units granted during 2017. In 2016 and 2015, performance-based restricted stock units were awarded to executive officers and will be settled in shares of common stock based on the relative ranking of our total shareholder return (“TSR”) as compared to the TSR of our designated peer group over a three-year period. The ending TSR price is equal to the average closing price of our shares over the last 30-calendar days of the performance period as set forth in the following table: 2016 2015 Number of performance-based restricted stock units issued, at target 230,790 136,881 Range of payout of shares for each executive 0% - 150% 0% - 150% Performance period begin date June 1, 2016 June 1, 2015 Performance period end date May 31, 2019 May 31, 2018 Estimated fair value at date of grant $ 5.18 $ 10.06 We estimated the fair value of each performance-based restricted stock unit at the date of grant using the Monte Carlo valuation model, with the following weighted average assumptions: 2016 2015 Risk-free interest rate 0.95 % 1.02 % Average closing price (1) $ 4.69 $ 8.96 Expected volatility 46.9 % 38.4 % Dividend yield — % — % (1) Average closing price of our shares over the 30-calendar days ending May 16, 2016, and May 19, 2015, respectively. The following table summarizes activity for outstanding performance-based restricted stock units for the year-ended December 31, 2017 : Nonvested Performance-Based Restricted Stock Units Shares Weighted-Average Outstanding at beginning of period 447,184 $ 8.06 Granted — — Vested (93,244 ) 12.55 Forfeited — — Outstanding at the end of period 353,940 $ 6.88 Total compensation cost recognized for performance-based restricted stock units was $1.0 million , $1.0 million and $1.1 million for the years ended December 31, 2017 , 2016 and 2015 respectively. During the year ended December 31, 2017 , the total fair value of performance-based restricted stock units vested was $1.0 million . Restricted Stock Awards and Units Time-vested restricted stock awards and restricted stock units are periodically granted to key employees, including grants for employment inducements, as well as to members of our Board of Directors. Employee awards provide for vesting periods ranging from three to four years . Non-employee director grants vest in full on the earlier of the day prior to the next annual meeting of stockholders following the grant date or the first anniversary of the grant. Upon vesting of these grants, shares are issued to award recipients. The following tables summarize the activity for our outstanding time-vested restricted stock awards and restricted stock units for the year ended December 31, 2017 . Nonvested Restricted Stock Awards (Time-Vesting) Shares Weighted-Average Nonvested at January 1, 2017 595,535 $ 8.45 Granted 98,714 7.80 Vested (521,379 ) 8.70 Forfeited (4,156 ) 11.20 Nonvested at December 31, 2017 168,714 $ 7.24 Nonvested Restricted Stock Units (Time-Vesting) Shares Weighted-Average Nonvested at January 1, 2017 2,183,029 $ 5.82 Granted 768,661 7.83 Vested (815,289 ) 6.36 Forfeited (145,764 ) 5.72 Nonvested at December 31, 2017 1,990,637 $ 6.38 Total compensation cost recognized for restricted stock awards and restricted stock units was $8.0 million , $8.6 million and $10.1 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. Total unrecognized compensation cost at December 31, 2017 related to restricted stock awards and restricted stock units is approximately $8.8 million which is expected to be recognized over the next 1.8 years . During the years ended December 31, 2017 , 2016 and 2015 , the total fair value of shares vested was $10.4 million , $3.9 million and $8.1 million , respectively. For 2017 , 2016 and 2015 , we recognized tax benefits resulting from the vesting of restricted stock awards and units totaling $1.9 million , $1.5 million and $2.0 million , respectively. Cash-Based Awards The Compensation Committee also approved the issuance of cash-based awards during the second quarter of 2017, including $5.3 million of time-based cash awards and a target amount of $1.3 million of performance-based cash awards. The time-based cash awards were granted to executive officers and other key employees and primarily vest in equal installments over a three -year period. The performance-based cash awards were granted to executive officers and will be paid based on the relative ranking of the Company’s TSR as compared to the TSR of the Company’s designated peer group for 2017. The performance period began June 1, 2017 and ends May 31, 2020, with the ending TSR price being equal to the average closing price of our shares over the 30-calendar days ending May 31, 2020 with the cash payout for each executive ranging from 0% to 150% of target. The performance-based cash awards are accrued as a liability award over the performance period based on the estimated fair value. The fair value of the performance-based cash awards is remeasured each period using a Monte-Carlo valuation model with changes in fair value recognized in the consolidated statement of operations. At December 31, 2017, the total liability for cash-based awards was $1.4 million . Defined Contribution Plan Substantially all of our U.S. employees are covered by a defined contribution plan (“401(k) Plan”). Employees may voluntarily contribute up to 50% of compensation, as defined in the 401(k) Plan. Participants’ contributions, up to 3% of compensation, are matched 100% by us, and the participants’ contributions, from 3% to 6% of compensation, are matched 50% by us. Under the 401(k) Plan, our cash contributions were $1.4 million , $0.9 million and $3.2 million in 2017 , 2016 and 2015 , respectively. In connection with the cost reduction programs implemented in early 2016, we temporarily eliminated our 401(k) matching contribution beginning in March 2016. |
Segment and Related Information
Segment and Related Information | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment and Related Information | Segment and Related Information Our Company consists of two reportable segments, which offer different products and services to a relatively homogeneous customer base. The reportable segments include: Fluids Systems and Mats and Integrated Services. All intercompany revenues and related profits have been eliminated. Fluids Systems — Our Fluids Systems business provides drilling fluids products and technical services to customers in the North America, EMEA, Latin America, and Asia Pacific regions. We offer customized solutions for highly technical drilling projects involving complex subsurface conditions, such as horizontal, directional, geologically deep or drilling in deep water. These projects require increased monitoring and critical engineering support of the fluids system during the drilling process. In addition, our Fluids Systems offering is expanding into adjacent areas to drilling fluids, including completion and stimulation chemistry, which are typically utilized by customers following the drilling process. We also have industrial mineral grinding operations for barite, a critical raw material in drilling fluids products, which serve to support our activity in the North American drilling fluids market. We use the resulting products in our drilling fluids business, and also sell them to third party users, including other drilling fluids companies. We also sell a variety of other minerals, principally to third party industrial (non-oil and gas) markets. Mats and Integrated Services — Our Mats and Integrated Services segment provides composite mat rentals, site construction and related site services to customers in various markets including oil and gas exploration and production (“E&P”), electrical transmission & distribution, pipeline, solar, petrochemical and construction across North America and Europe. We also sell composite mats to customers outside of the U.S. and to domestic customers outside of the E&P market. We manufacture our DURA-BASE ® Advanced Composite Mats for use in our rental operations as well as for third-party sales. Our mats provide environmental protection and ensure all-weather access to sites with unstable soil conditions. The November 2017 acquisition of WSG expanded our range of site construction and related services we offer our customers across the U.S. to include a variety of complementary services to our composite matting systems, including access road construction, site planning and preparation, environmental protection, fluids and spill storage/containment, erosion control, and site restoration services. Summarized financial information concerning our reportable segments is shown in the following tables: Year Ended December 31, (In thousands) 2017 2016 2015 Revenues Fluids systems $ 615,803 $ 395,461 $ 581,136 Mats and integrated services 131,960 76,035 95,729 Total revenues $ 747,763 $ 471,496 $ 676,865 Depreciation and amortization Fluids systems $ 21,566 $ 20,746 $ 22,108 Mats and integrated Services 14,991 14,227 18,869 Corporate office 3,200 2,982 2,940 Total depreciation and amortization $ 39,757 $ 37,955 $ 43,917 Operating income (loss) Fluids systems $ 27,580 $ (43,631 ) $ (86,770 ) Mats and integrated services 40,491 14,741 24,949 Corporate office (36,635 ) (28,323 ) (37,278 ) Operating income (loss) $ 31,436 $ (57,213 ) $ (99,099 ) Segment Assets Fluids Systems $ 611,455 $ 522,488 $ 549,827 Mats and Integrated Services 260,931 164,515 172,415 Corporate 30,330 111,180 126,651 Total Assets $ 902,716 $ 798,183 $ 848,893 Capital Expenditures Fluids Systems $ 17,589 $ 32,310 $ 40,533 Mats and Integrated Services 11,956 4,637 27,456 Corporate 1,826 1,493 1,415 Total Capital Expenditures $ 31,371 $ 38,440 $ 69,404 As a result of the significant declines in industry activity in North America in 2015 and early 2016, we implemented cost reduction programs including workforce reductions, reduced discretionary spending, and beginning in March 2016, a temporary salary reduction for a significant number of North American employees, including executive officers, suspension of the Company’s matching contribution to the U.S. defined contribution plan as well as a reduction in cash compensation paid to our Board of Directors in order to align our cost structure to activity levels. As part of these cost reduction programs, we reduced our North American employee base by 626 (approximately 48% ) from the first quarter 2015 through the third quarter of 2016, including reductions of 436 employees in 2015 and 190 employees in the first nine months of 2016. As a result of these termination programs, we recognized charges for employee termination costs as shown in the table below: Year Ended December 31, (In thousands) 2016 2015 Cost of revenues $ 3,647 $ 5,664 Selling, general and administrative expenses 925 2,499 Total employee termination costs $ 4,572 $ 8,163 Fluids systems $ 4,125 $ 7,218 Mats and integrated services 285 717 Corporate office 162 228 Total employee termination costs $ 4,572 $ 8,163 The temporary reduction in salaries, suspension of the Company’s matching contribution to the U.S. defined contribution plan and reduction in cash compensation paid to our Board of Directors were lifted in the second quarter of 2017. Our 2016 and 2015 operating losses include net charges of $14.8 million and $80.5 million , respectively, resulting from the reduction in value of certain assets, the wind-down of our operations in Uruguay and the resolution of certain wage and hour litigation claims. The Fluids Systems segment operating results included $15.5 million and $75.5 million of these charges in 2016 and 2015 , respectively. The remaining $0.7 million benefit and $5.0 million charge was included in Corporate Office expenses in 2016 and 2015 , respectively, related to the resolution of certain wage and hour litigation claims. The $15.5 million of Fluids Systems charges in 2016 included $6.9 million of non-cash impairments in the Asia Pacific region resulting from the continuing unfavorable industry market conditions and outlook for the region in 2016, $4.1 million of charges for the reduction in carrying values of certain inventory, primarily resulting from lower of cost or market adjustments and $4.5 million of charges in the Latin America region associated with the wind-down of our operations in Uruguay, including $0.5 million to write-down property, plant and equipment. The $6.9 million of impairments in the Asia Pacific region included a $3.8 million charge to write-down property, plant and equipment to its estimated fair value and a $3.1 million charge to fully impair the customer related intangible assets in the region. The $75.5 million of Fluids Systems charges in 2015 included $70.7 million of non-cash charges for the impairment of goodwill, following our November 1, 2015 annual evaluation, a $2.6 million non-cash impairment of assets, following our decision to exit a facility, and a $2.2 million charge to reduce the carrying value of diesel-based drilling fluid inventory, resulting from lower of cost or market adjustments. In 2016 , a total of $6.7 million of these charges are reported in impairments and other charges with the remaining $8.1 million reported in cost of revenues including the $4.1 million of charges for the write-down of inventory and $4.0 million of the Uruguay exit costs. In 2015 , a total of $78.3 million of these charges are reported in impairments and other charges with the remaining $2.2 million of charges for the write-down of inventory being reported in cost of revenues. As described in Note 1 , we revised our estimated useful lives and end-of-life residual values for composite mats included in our rental fleet as of January 1, 2016 resulting in a decrease in depreciation expense of approximately $6.1 million for the year ended December 31, 2016 . The following table sets forth geographic information for our operations. Revenues by geographic location are determined based on the operating location from which services are rendered or products are sold. Long-lived assets include property, plant and equipment and other long-term assets based on the country in which the assets are located. Year Ended December 31, (In thousands) 2017 2016 2015 Revenue United States $ 460,872 $ 214,026 $ 384,147 Canada 55,600 34,176 52,851 Algeria 87,975 80,936 65,272 All Other EMEA 102,247 96,654 109,252 Latin America 36,988 41,035 47,240 Asia Pacific 4,081 4,669 18,103 Total Revenue $ 747,763 $ 471,496 $ 676,865 Long-Lived Assets United States $ 337,190 $ 274,746 $ 275,109 Canada 3,993 3,922 552 EMEA 46,269 48,047 50,759 Latin America 2,354 4,842 4,543 Asia Pacific 3,120 1,939 9,731 Total Long-Lived Assets $ 392,926 $ 333,496 $ 340,694 For 2016 , revenue from Sonatrach, our primary customer in Algeria, was approximately 14% of consolidated revenues. For 2017 and 2015 no single customer accounted for more than 10% of our consolidated revenues. |
Supplemental Cash Flow and Othe
Supplemental Cash Flow and Other Information | 12 Months Ended |
Dec. 31, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow and Other Information | Supplemental Cash Flow and Other Information Accounts payable and accrued liabilities at December 31, 2017 , 2016 , and 2015 , included accruals for capital expenditures of $2.7 million , $2.0 million , and $3.9 million , respectively. Accrued liabilities at December 31, 2017 and 2016 were $68.2 million and $31.2 million , respectively. The balance at December 31, 2017 and 2016 included $31.4 million and $11.9 million , respectively, for employee incentives and other compensation related expenses. The balance at December 31, 2017 also includes $14.0 million for the settlement of claims in connection with the sale of the Environmental Services business that will be funded in the first quarter of 2018 through available cash on hand and borrowings under our Amended ABL Facility. Further discussion of the claims and related settlement is contained in Note 15 below. Cash, cash equivalents and restricted cash in the consolidated statements of cash flows included the following: (in thousands) 2017 2016 2015 Cash and cash equivalents $ 56,352 $ 87,878 $ 107,138 Restricted cash included in other current assets 9,108 7,421 17,485 Cash, cash equivalents and restricted cash $ 65,460 $ 95,299 $ 124,623 Impairments and other non-cash charges in the consolidated statements of cash flows included the following: (In thousands) 2016 2015 Goodwill and other intangible asset impairments $ 3,104 $ 70,720 Property, plant and equipment impairments 4,286 2,625 Inventory write-downs 4,075 2,163 Write-off of debt issuance costs on termination of Credit Agreement 1,058 — Impairments and other non-cash charges in the Consolidated Statements of Cash Flows $ 12,523 $ 75,508 There were no impairments and other non-cash charges in 2017. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations In March of 2014 we completed the sale of the Environmental Services business for $100 million in cash. Cash proceeds from the sale were $89.8 million in 2014, net of transaction related expenses, including the adjustment related to final working capital conveyed at closing. Following the sale, $8 million of the sales price was withheld in escrow associated with transaction representations, warranties and indemnities, with $4 million scheduled to be released at each of the nine-month and 18-month anniversary of the closing. As a result of the sale transaction, we recorded a gain on the disposal of the business of $34.0 million ( $22.1 million after-tax) in the first quarter of 2014. Following completion of the March 2014 transaction, the buyer asserted that we had breached certain representations and warranties contained in the sale agreement. The disputed matter went to trial in 2017 and following commencement of the trial, we reached a settlement agreement with the buyer to effectively reduce the sales price by $22.0 million . The impact of this settlement results in a charge to discontinued operations for $22.0 million ( $17.4 million net of tax) in 2017 to reduce the previously recognized gain from the sale of the Environmental Services business. See further discussion of the buyer’s claims and related litigation in Note 15 . Summarized results of operations from discontinued operations are as follows: (In thousands) 2017 Loss from disposal of discontinued operations before income taxes $ 21,983 Loss from disposal of discontinued operations, net of tax $ 17,367 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies In the ordinary course of conducting our business, we become involved in litigation and other claims from private party actions, as well as judicial and administrative proceedings involving governmental authorities at the federal, state and local levels. While the outcome of litigation or other proceedings against us cannot be predicted with certainty, except as described below, management does not consider it reasonably possible that a loss resulting from such litigation or other proceedings, in excess of any amounts accrued or covered by insurance, has been incurred that is expected to have a material adverse impact on our consolidated financial statements. Escrow Claims Related to Sale of Environmental Services Business Under the terms of the March 2014 sale of our previous Environmental Services business to Ecoserv, LLC (“Ecoserv”), $8.0 million of the sales price was withheld and placed in an escrow account to satisfy claims for possible breaches of representations and warranties contained in the purchase/sale agreement. For the amount withheld in escrow, $4.0 million was scheduled for release to Newpark at each of the nine-month and 18-month anniversary of the closing. In December 2014, we received a letter from Ecoserv asserting that we had breached certain representations and warranties contained in the purchase/sale agreement, including failing to disclose operational problems and service work performed on injection/disposal wells and increased barge rental costs. The letter indicated that Ecoserv expected the damages associated with these claims to exceed the escrow amount. Following a further exchange of letters, in July 2015 we filed an action against Ecoserv in state district court in Harris County, Texas, seeking release of the escrow funds. Thereafter, Ecoserv filed a counterclaim seeking recovery in excess of the escrow funds based on the alleged breach of representations and covenants in the purchase/sale agreement. Ecoserv also alleged that we committed fraud in connection with the March 2014 transaction. Discovery in the case provided more information about Ecoserv’s claims, which included, among other things, alleged inadequate disclosures regarding the condition of a disposal cavern (at the time of the execution of the purchase/sale agreement and again as it relates to the time period between execution of the purchase/sale agreement and closing) and the lack of appropriate reserves/accruals/provisions in the financial statements of the business relating to certain regulatory obligations (such as plug and abandonment costs for injection wells and costs associated with a solids drying facility). Ecoserv sought to use a damage model for most of its damages based on its calculation of the difference between (a) the value of the business at closing, and (b) the sales price ( $100 million ), and had claimed damages of approximately $20.0 million . Following commencement of the trial in December 2017, we reached a settlement agreement with Ecoserv, under which Ecoserv will receive $22.0 million in cash, effectively reducing the net sales price of the Environmental Services business by such amount in exchange for dismissal of the pending claims in the lawsuit, and release of any future claims related to the March 2014 transaction. The reduction in sale price will be funded, in part, through the release of the $8.0 million that has been held in escrow since the March 2014 transaction. The remaining $14.0 million will be funded in the first quarter of 2018 through available cash on hand and borrowings under our Amended ABL Facility. Litigation expenses related to this matter are included in corporate office expenses in operating income. Leases We lease various manufacturing facilities, warehouses, office space, machinery and equipment under operating leases with remaining terms ranging from 1 to 9 years with various renewal options. Substantially all leases require payment of taxes, insurance and maintenance costs in addition to rental payments. Total rental expenses for all operating leases were approximately $23.9 million , $21.0 million and $22.6 million in 2017 , 2016 and 2015 , respectively. Future minimum payments under non-cancelable operating leases, with initial or remaining terms in excess of one year are included in the table below. Future minimum payments under capital leases are not significant. (In thousands) 2018 $ 13,318 2019 6,877 2020 4,611 2021 3,764 2022 3,251 Thereafter 7,689 $ 39,510 Other In conjunction with our insurance programs, we had established letters of credit in favor of certain insurance companies in the amount of $2.2 million and $3.0 million at December 31, 2017 and 2016 , respectively. We also had $0.4 million in guarantee obligations in connection with facility closure bonds and other performance bonds issued by insurance companies outstanding as of December 31, 2017 and 2016 . Other than normal operating leases for office and warehouse space, rolling stock and other pieces of operating equipment, we do not have any off-balance sheet financing arrangements or special purpose entities. As such, we are not materially exposed to any financing, liquidity, market or credit risk that could arise if we had engaged in such financing arrangements. We are self-insured for health claims, subject to certain “stop loss” insurance policies. Claims in excess of $250,000 per incident are insured by third-party insurers. We had accrued liabilities of $1.3 million and $0.8 million for unpaid claims incurred, based on historical experience at December 31, 2017 and 2016 , respectively. Substantially all of these estimated claims are expected to be paid within six months of their occurrence. We are self-insured for certain workers’ compensation, auto and general liability claims up to a certain policy limit. Claims in excess of $750,000 are insured by third-party reinsurers. At December 31, 2017 and 2016 , we had accrued liabilities of $2.5 million and $1.9 million , respectively, for the uninsured portion of claims. We maintain accrued liabilities for asset retirement obligations, which represent obligations associated with the retirement of tangible long-lived assets that result from the normal operation of the long-lived asset. Our asset retirement obligations primarily relate to required expenditures associated with owned and leased facilities. Upon settlement of the liability, a gain or loss for any difference between the settlement amount and the liability recorded is recognized. We had accrued asset retirement obligations of $1.1 million and $1.0 million as of December 31, 2017 and 2016 |
Supplemental Selected Quarterly
Supplemental Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Supplemental Selected Quarterly Financial Data (Unaudited) | Supplemental Selected Quarterly Financial Data (Unaudited) (In thousands, except per share amounts) First Second Third Fourth Fiscal Year 2017 Revenues $ 158,691 $ 183,020 $ 201,663 $ 204,389 Operating income 3,746 7,968 9,882 9,840 Income (loss) from continuing operations (983 ) 1,632 2,653 7,917 Net income (loss) (983 ) 1,632 2,653 (9,450 ) Income (loss) per common share - basic: Income (loss) from continuing operations $ (0.01 ) $ 0.02 $ 0.03 $ 0.09 Net income (loss) $ (0.01 ) $ 0.02 $ 0.03 $ (0.11 ) Income (loss) per common share - diluted: Income (loss) from continuing operations $ (0.01 ) $ 0.02 $ 0.03 $ 0.09 Net income (loss) $ (0.01 ) $ 0.02 $ 0.03 $ (0.11 ) Fiscal Year 2016 Revenues $ 114,544 $ 115,315 $ 104,554 $ 137,083 Operating loss (18,825 ) (15,135 ) (15,055 ) (8,198 ) Loss from continuing operations (13,300 ) (13,904 ) (13,451 ) (57 ) Net loss (13,300 ) (13,904 ) (13,451 ) (57 ) Net loss per common share - basic: Loss from continuing operations $ (0.16 ) $ (0.17 ) $ (0.16 ) $ — Net loss $ (0.16 ) $ (0.17 ) $ (0.16 ) $ — Net loss per common share - diluted: Loss from continuing operations $ (0.16 ) $ (0.17 ) $ (0.16 ) $ — Net loss $ (0.16 ) $ (0.17 ) $ (0.16 ) $ — Fourth quarter 2017 income from continuing operations and net loss includes the $3.4 million net tax benefit recognized related to the Tax Act. Fourth quarter 2017 net loss also includes the $17.4 million loss from disposal of discontinued operations, net of tax. Fourth quarter 2016 operating loss included a $2.6 million non-cash charge to reduce the carrying value of drilling fluids inventory in our Asia Pacific region. Fourth quarter 2016 and third quarter 2016 operating loss included charges of $2.0 million and $2.5 million , respectively, associated primarily with asset redeployment costs resulting from the exit of our Fluids Systems operations in Uruguay. Second quarter 2016 operating loss included a total of $6.9 million of impairments and other charges related to our Asia Pacific region, including a $3.8 million non-cash impairment to write-down property, plant and equipment to its estimated fair value and a $3.1 million impairment of customer related intangible assets. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Organization and Principles of Consolidation | Organization and Principles of Consolidation. Newpark Resources, Inc. was organized in 1932 as a Nevada corporation. In 1991, we changed our state of incorporation to Delaware. The consolidated financial statements include our company and our wholly-owned subsidiaries (“we”, “our” or “us”). All intercompany transactions are eliminated in consolidation. We are a geographically diversified supplier providing products, rentals and services primarily to the oil and gas exploration and production (“E&P”) industry. We operate our business through two reportable segments: Fluids Systems and Mats and Integrated Services. Our Fluids Systems segment provides customized drilling fluids solutions to E&P customers globally, operating through four geographic regions: North America, Europe, the Middle East and Africa (“EMEA”), Latin America, and Asia Pacific. Our Mats and Integrated Services segment provides composite mat rentals as well as location construction and related site services to customers at well, production, transportation and refinery locations in the United States (“U.S.”). In addition, mat rental and services activity is expanding into applications in other markets, including electrical transmission & distribution, pipeline, solar, petrochemical and construction industries across North America and Europe. We also manufacture and sell composite mats to customers outside of the U.S., and to domestic customers outside of the E&P market. |
Use of Estimates and Market Risks and Change in Accounting Estimates | Use of Estimates and Market Risks . The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“US GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the 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. Actual results could differ from those estimates. Estimates used in preparing our consolidated financial statements include, but are not limited to the following: allowances for product returns, allowances for doubtful accounts, reserves for self-insured retentions under insurance programs, estimated performance and values associated with employee incentive programs, fair values used for goodwill impairment testing, undiscounted future cash flows used for impairment testing of long-lived assets, the provisional accounting for the U.S. Tax Cuts and Jobs Act enacted on December 22, 2017 and valuation allowances for deferred tax assets. Our operating results depend, to a large extent, on oil and gas drilling activity levels in the markets we serve, and particularly for the Fluids Systems segment, the nature of the drilling operations (including the depth and whether the wells are drilled vertically or horizontally) which governs the revenue potential of each well. Drilling activity, in turn, depends on oil and gas commodity pricing, inventory levels, product demand and regulatory restrictions. Oil and gas prices and activity are cyclical and volatile. This market volatility has a significant impact on our operating results. |
Cash Equivalents | Cash Equivalents. All highly liquid investments with a remaining maturity of three months or less at the date of acquisition are classified as cash equivalents. |
Restricted Cash | Restricted Cash. Cash that is restricted as to withdrawal or usage is recognized as restricted cash and is included in other current assets in the accompanying balance sheet. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts. Reserves for uncollectible accounts receivable are determined on a specific identification basis when we believe that the required payment of specific amounts owed to us is not probable. The majority of our revenues are from mid-sized and international oil companies as well as government-owned or government-controlled oil companies, and we have receivables in several foreign jurisdictions. Changes in the financial condition of our customers or political changes in foreign jurisdictions could cause our customers to be unable to repay these receivables, resulting in additional allowances. |
Allowance for Product Returns | Allowance for Product Returns. We maintain reserves for estimated customer returns of unused products in our Fluids Systems segment. The reserves are established based upon historical customer return levels and estimated gross profit levels attributable to product sales |
Inventories | Inventories. Inventories are stated at the lower of cost (principally average cost) or net realizable value. Certain conversion costs associated with the acquisition, production, blending and storage of inventory in our Fluids Systems segment as well as in the manufacturing operations in the Mats and Integrated Services segment are capitalized as a component of the carrying value of the inventory and expensed as a component of cost of revenues as the products are sold. Reserves for inventory obsolescence are determined based on the fair value of the inventory using factors such as our historical usage of inventory on-hand, future expectations related to our customers’ needs, market conditions and the development of new products. |
Property, Plant and Equipment | Property, Plant and Equipment. Property, plant and equipment are recorded at cost. Additions and improvements that extend the useful life of an asset are capitalized. We capitalize interest costs on significant capital projects. Maintenance and repairs are expensed as incurred. Sales and disposals of property, plant and equipment are removed at carrying cost less accumulated depreciation with any resulting gain or loss reflected in earnings. Depreciation is provided on property, plant and equipment, including assets held under capital leases, primarily utilizing the straight-line method over the following estimated useful service lives or lease term: Computer hardware and office equipment 3-5 years Computer software 3-10 years Autos & light trucks 5-7 years Furniture, fixtures & trailers 7-10 years Composite mats (rental fleet) 10-12 years Machinery and heavy equipment 5-15 years Owned buildings 20-39 years Leasehold improvements Lease term, including reasonably assured renewal periods |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets . Goodwill represents the excess of the purchase price of acquisitions over the fair value of the net identifiable assets acquired in business combinations. Goodwill and other intangible assets with indefinite lives are not amortized. Intangible assets with finite useful lives are amortized either on a straight-line basis over the asset’s estimated useful life or on a basis that reflects the pattern in which the economic benefits of the asset are realized. Any period costs of maintaining intangible assets are expensed as incurred. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets . Goodwill and other indefinite-lived intangible assets are tested for impairment annually as of November 1, or more frequently, if an indication of impairment exists. As part of our annual goodwill review we first perform a qualitative assessment based on company performance and future business outlook to determine if indicators of impairment exist. If there are any indicators of impairment present after performing the qualitative assessment, we then determine any impairment of goodwill by comparing the carrying amounts of our reporting units with fair values, which we estimate using a combination of a market multiple and discounted cash flow approach (classified within level 3 of the fair value hierarchy). We also compare the aggregate fair values of our reporting units with our market capitalization. If the carrying value exceeds the estimated fair value, an impairment charge is recorded in the period in which such review is performed. We identify our reporting units based on our analysis of several factors, including our operating segment structure, evaluation of the economic characteristics of our geographic regions within each of our operating segments, and the extent to which our business units share assets and other resources. We review property, plant and equipment, finite-lived intangible assets and certain other assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. We assess recoverability based on expected undiscounted future net cash flows. In estimating expected cash flows, we use a probability-weighted approach. Should the review indicate that the carrying value is not fully recoverable; the amount of impairment loss is determined by comparing the carrying value to the estimated fair value. |
Insurance | Insurance . We maintain reserves for estimated future payments associated with our self-insured employee healthcare programs, as well as the self-insured retention exposures under our general liability, auto liability and workers compensation insurance policies. Our reserves are determined based on historical experience under these programs, including estimated development of known claims and estimated incurred-but-not-reported claims. |
Treasury Stock | Treasury Stock. Treasury stock is carried at cost, which includes the entire cost of the acquired stock. |
Revenue Recognition | Revenue Recognition . The Fluids Systems segment recognizes sack and bulk material additive revenues upon shipment of materials and passage of title. Formulated liquid systems revenues are recognized when utilized or lost downhole while drilling. An allowance for product returns is maintained, reflecting estimated future customer product returns. Engineering and related services are provided to customers as an integral component of the fluid system delivery, at agreed upon hourly or daily rates, and revenues are recognized when the services are performed. For the Mats and Integrated Services segment, revenues from the sale of mats are recognized when title passes to the customer, which is upon shipment or delivery, depending upon the terms of the underlying sales contract. Revenues for services and rentals provided by this segment are generated from both fixed-price and unit-priced contracts, which are short-term in duration. The activities under these contracts include site preparation, pit design, construction, drilling waste management, and the installation and rental of mat systems for a period of time generally not to exceed 60 days . Revenues from services provided under these contracts are recognized as the specified services are completed. Revenues from any subsequent extensions to the rental agreements are recognized over the extension period. Shipping and handling costs are reflected in cost of revenues, and all reimbursements by customers of shipping and handling costs are included in revenues. |
Income Taxes | Income Taxes . We provide for deferred taxes using an asset and liability approach by measuring deferred tax assets and liabilities due to temporary differences existing at year end using currently enacted tax rates and laws that will be in effect when the differences are expected to reverse. We reduce deferred tax assets by a valuation allowance when, based on our estimates, it is more likely than not that a portion of those assets will not be realized in a future period. The estimates utilized in recognition of deferred tax assets are subject to revision, either up or down, in future periods based on new facts or circumstances. We present deferred tax assets and liabilities as noncurrent in the balance sheet based on an analysis of each taxpaying component within a jurisdiction. We evaluate uncertain tax positions and record a liability as circumstances warrant. |
Share-Based Compensation | Share-Based Compensation . Share-based compensation cost is measured at the grant date based on the fair value of the award, net of an estimated forfeiture rate. We recognize these costs in the income statement using the straight-line method over the vesting term. Fair value at the grant date is determined using the Black-Scholes option-pricing model for stock options and using the Monte Carlo valuation model for performance-based restricted stock units. |
Foreign Currency Translation | Foreign Currency Translation . The functional currency for substantially all international subsidiaries is their respective local currency. Financial statements for these international subsidiaries are translated into U.S. dollars using the exchange rate at each balance sheet date for assets and liabilities and the average exchange rates in effect during the respective period for revenues and expenses. Exchange rate adjustments resulting from translation of foreign currency financial statements are reflected in accumulated other comprehensive loss in stockholders’ equity whereas exchange rate adjustments resulting from foreign currency denominated transactions are recorded in income. |
Fair Value Measurement | Fair Value Measurement. Fair value is measured as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at a measurement date. We apply the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: • Level 1: The use of quoted prices in active markets for identical financial instruments. • Level 2: The use of quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active or other inputs that are observable in the market or can be corroborated by observable market data. • Level 3: The use of significantly unobservable inputs that typically require the use of management’s estimates of assumptions that market participants would use in pricing. |
Derivative Financial Instruments | Derivative Financial Instruments . We monitor our exposure to various business risks including interest rates and foreign currency exchange rates and occasionally use derivative financial instruments to manage the impact of certain of these risks. At the inception of a new derivative, we designate the derivative as a cash flow or fair value hedge or we determine the derivative to be undesignated as a hedging instrument based on the underlying facts. We do not enter into derivative instruments for trading purposes. |
Reclassification | Reclassifications. In 2017, we separately presented in the consolidated statements of operations revenue and cost of revenue for product sales and rental and service categories. As a result, we recast the presentation of revenue and cost of revenue by such categories in the 2016 and 2015 presentation to conform to the current presentation. In addition, certain amounts reported in the consolidated statements of cash flows for prior periods have been reclassified to conform to the current reporting presentation. |
New Accounting Pronouncements | New Accounting Pronouncements Standards adopted in 2017 Inventory Measurement. In July 2015, the Financial Accounting Standards Board (“FASB”) issued updated guidance that simplifies the subsequent measurement of inventory. It replaced the former lower of cost or market test with the lower of cost or net realizable value test. Net realizable value is defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. We adopted this new guidance prospectively in the first quarter of 2017; however, the adoption did not have a material impact on our consolidated financial statements. Share-based Compensation. In March 2016, the FASB issued updated guidance that simplified several aspects of accounting for share-based payments transactions, including income tax consequences. We adopted this new guidance in the first quarter of 2017. The most significant impact of adopting this new guidance is the required change in accounting for excess tax benefits (“windfalls”) and deficiencies (“shortfalls”) related to share-based compensation. Beginning in the first quarter of 2017, such windfalls and shortfalls are now reflected in the consolidated statements of operations as a tax benefit or expense, respectively, whereas previously, they were generally recognized in additional paid in capital in the condensed consolidated balance sheets. For the twelve months ended December 31, 2017 , we recognized $0.5 million of expense in the provision for income taxes related to net shortfall tax deficiencies from share-based payments. For the twelve months ended December 31, 2016 and 2015, $1.6 million and $0.4 million respectively, of net shortfall tax deficiencies were recognized in additional paid-in capital. The new guidance also impacts the calculation of diluted earnings per share. When applying the treasury stock method to share-based payment awards, entities shall no longer include tax windfalls or shortfalls when calculating assumed proceeds to determine the awards dilutive effect on earnings per share. The adoption of this guidance did not materially impact our diluted earnings per share in each of the periods presented. In addition to the income tax consequences described above, the new guidance requires all windfall tax benefits related to share-based payments be reported as cash flows from operating activities along with all other income tax cash flows. Previously, windfall tax benefits from share-based payment arrangements were reported as cash flows from financing activities. The new guidance allows companies to elect either a prospective or retrospective application with respect to this statement of cash flows presentation. We have elected to apply this classification amendment prospectively. Since we did not have any material windfall tax benefits in 2016 or 2015, the prospective adoption did not significantly impact comparability with the prior year. Finally, the new guidance allows for the accounting policy option to account for forfeitures as they occur or continue estimating expected forfeitures over the course of the vesting period as required under previous guidance. We have elected the accounting policy option to continue estimating forfeitures in determining share-based compensation expense resulting in no impact to our financial statements from the adoption of the new guidance. Restricted Cash Presentation. In November 2016, the FASB issued updated guidance that requires that the statement of cash flows explain the change during the period in the total of cash, cash equivalents, restricted cash and restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. We elected to early adopt this new guidance in the fourth quarter of 2017 using the retrospective transition method to each period presented. The adoption of this new guidance changed the presentation of our consolidated statement of cash flows to include the amount of restricted cash with cash and cash equivalents when reconciling the beginning and end of period amounts shown on the consolidated statements of cash flows. See Note 13 for restricted cash balances. Goodwill Impairment Test. In January 2017, the FASB amended the guidance related to the accounting for goodwill impairments by eliminating step two from the goodwill impairment test. Under the new guidance, if the carrying amount of a reporting unit exceeds its fair value, an impairment loss shall be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. This guidance is effective for us for goodwill impairment tests beginning after December 15, 2019 with early adoption permitted. We elected to adopt this new guidance prospectively in 2017; however, the adoption did not have any impact on our consolidated financial statements. Standards not yet adopted Revenue Recognition. In May 2014, the FASB amended the existing accounting standards for revenue recognition. The amendments are based on the principle that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The amendments are to be applied using a retrospective or modified retrospective approach. The new guidance is effective for us in the first quarter of 2018. In order to determine the impact of the new guidance on our financial statements, we formed an implementation work team and completed assessments of the new guidance across our revenue streams. Our process included performing reviews of representative contracts across our revenue streams and comparing historical accounting practices to the new standard. We have completed our evaluation of the impacts of these amendments. As our performance obligations under customer contracts are primarily short-term in nature, we do not expect the new guidance to have a material impact on the amounts of revenue recognized in our consolidated financial statements. We will include incremental disclosures in our 2018 consolidated financial statements regarding our revenue recognition policies and related amounts. We have adopted the new guidance utilizing the modified retrospective method effective January 1, 2018. The cumulative-effect adjustment to retained earnings upon adoption is not material. Deferred Taxes on Intra-Entity Asset Transfers. In October 2016, the FASB amended the guidance related to the recognition of current and deferred income taxes for intra-entity asset transfers. Under current U.S. GAAP, recognition of income taxes on intra-entity asset transfers is prohibited until the asset has been sold to an outside party. This update requires that entities recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. This update does not change U.S. GAAP for the pre-tax effects of an intra-entity asset transfer or for an intra-entity transfer of inventory. This guidance is effective for us in the first quarter of 2018 and should be applied using a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. We have adopted the new guidance utilizing the modified retrospective method effective January 1, 2018. The cumulative-effect adjustment to retained earnings upon adoption is not material. Statement of Cash Flows. In August 2016, the FASB issued updated guidance that clarifies how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This update provides guidance on eight specific cash flow issues. This guidance is effective for us in the first quarter of 2018 and should be applied using the retrospective transition method to each period presented. Early adoption is permitted but all changes must be adopted in the same period. We do not expect the adoption of this new guidance to have a material impact on the presentation of our consolidated statements of cash flows. Leases. In February 2016, the FASB issued updated guidance regarding accounting for leases. The new accounting standard provides principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to recognize both assets and liabilities arising from financing and operating leases. The classification as either a financing or operating lease will determine whether lease expense is recognized based on an effective interest method basis or on a straight-line basis over the term of the lease, respectively. The new guidance is effective for us in the first quarter of 2019 with early adoption permitted. Based on our current lease portfolio, we anticipate the new guidance will require us to reflect additional assets and liabilities in our consolidated balance sheet; however, we have not yet completed an estimation of such amount and we are still evaluating the overall impact of the new guidance on our consolidated financial statements. Credit Losses. In June 2016, the FASB issued new guidance which requires financial assets measured at amortized cost basis to be presented at the net amount expected to be collected, including trade receivables. The new standard requires an entity to estimate its lifetime “expected credit loss” for such assets at inception which will generally result in the earlier recognition of allowances for losses. The new guidance is effective for us in the first quarter of 2020 with early adoption permitted in 2019. This guidance should be applied using a modified retrospective basis through a cumulative-effect adjustment to retained earnings as of the beginning of the period of adoption. We are currently evaluating the impact of the new guidance on our consolidated financial statements. |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Schedule of useful life for property, plant and equipment | Depreciation is provided on property, plant and equipment, including assets held under capital leases, primarily utilizing the straight-line method over the following estimated useful service lives or lease term: Computer hardware and office equipment 3-5 years Computer software 3-10 years Autos & light trucks 5-7 years Furniture, fixtures & trailers 7-10 years Composite mats (rental fleet) 10-12 years Machinery and heavy equipment 5-15 years Owned buildings 20-39 years Leasehold improvements Lease term, including reasonably assured renewal periods |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of preliminary amounts recognized for assets acquired and liabilities assumed | The following table summarizes the preliminary amounts recognized for the assets acquired and liabilities assumed as of the November 13, 2017 acquisition date: (in thousands) Receivables 14,854 Inventories 3,207 Other current assets 114 Property, plant and equipment 16,313 Intangible assets 27,050 Total Assets Acquired 61,538 Current Liabilities 6,833 Total Liabilities Assumed 6,833 Net Assets Purchased 54,705 Goodwill 23,188 Total Purchase Consideration $ 77,894 Cash conveyed at closing $ 44,750 Equity issued at closing 32,438 Due to seller 706 Total Purchase Consideration $ 77,894 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | Inventories consisted of the following at December 31: (In thousands) 2017 2016 Raw materials: Drilling fluids $ 123,022 $ 115,399 Mats 1,419 1,137 Total raw materials 124,441 116,536 Blended drilling fluids components 30,495 23,762 Finished goods - mats 10,400 3,314 Total inventories $ 165,336 $ 143,612 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, plant and equipment | Our investment in property, plant and equipment consisted of the following at December 31: (In thousands) 2017 2016 Land $ 11,504 $ 11,505 Buildings and improvements 132,322 121,967 Machinery and equipment 284,337 248,229 Computer hardware and software 33,738 30,544 Furniture and fixtures 5,926 5,829 Construction in progress 8,607 19,417 476,434 437,491 Less accumulated depreciation (215,419 ) (186,700 ) 261,015 250,791 Composite mats (rental fleet) 101,968 100,543 Less accumulated depreciation - composite mats (47,663 ) (47,680 ) 54,305 52,863 Property, plant and equipment, net $ 315,320 $ 303,654 |
Goodwill and Other Intangible29
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in the carrying amount of goodwill | Changes in the carrying amount of goodwill by reportable segment are as follows: (In thousands) Fluids Mats and Total Balance at December 31, 2015 $ — $ 19,009 $ 19,009 Acquisition 1,720 — 1,720 Effects of foreign currency (54 ) (680 ) (734 ) Balance at December 31, 2016 1,666 18,329 19,995 Acquisition — 23,188 23,188 Effects of foreign currency 116 321 437 Balance at December 31, 2017 $ 1,782 $ 41,838 $ 43,620 |
Other intangible assets | Other intangible assets consisted of the following: December 31, 2017 December 31, 2016 (In thousands) Gross Accumulated Other Gross Accumulated Other Technology related $ 15,596 $ (4,427 ) $ 11,169 $ 5,766 $ (3,873 ) $ 1,893 Customer related 42,903 (24,679 ) 18,224 25,158 (21,962 ) 3,196 Employment related 1,864 (1,794 ) 70 1,848 (1,346 ) 502 Total amortizing intangible assets 60,363 (30,900 ) 29,463 32,772 (27,181 ) 5,591 Permits and licenses 542 — 541 476 — 476 Total indefinite-lived intangible assets 542 — 541 476 — 476 Total intangible assets $ 60,905 $ (30,900 ) $ 30,004 $ 33,248 $ (27,181 ) $ 6,067 |
Estimated future amortization expense | Estimated future amortization expense for the years ended December 31 is as follows: (In thousands) 2018 2019 2020 2021 2022 Thereafter Total Technology related $ 1,013 $ 1,019 $ 991 $ 940 $ 878 $ 6,328 $ 11,169 Customer related 3,877 2,975 2,414 1,863 1,518 5,577 18,224 Employment related 70 — — — — — 70 Total future amortization expense $ 4,960 $ 3,994 $ 3,405 $ 2,803 $ 2,396 $ 11,905 $ 29,463 |
Financing Arrangements (Tables)
Financing Arrangements (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of financing arrangements | Financing arrangements consisted of the following: December 31, 2017 December 31, 2016 (In thousands) Principal Amount Unamortized Discount and Debt Issuance Costs Total Debt Principal Amount Unamortized Discount and Debt Issuance Costs Total Debt 2017 Convertible Notes $ — $ — $ — $ 83,256 $ (268 ) $ 82,988 2021 Convertible Notes 100,000 (22,643 ) 77,357 100,000 (27,100 ) 72,900 Amended ABL Facility 81,600 — 81,600 — — — Other debt 1,518 — 1,518 380 — 380 Total debt 183,118 (22,643 ) 160,475 183,636 (27,368 ) 156,268 Less: current portion (1,518 ) — (1,518 ) (83,636 ) 268 (83,368 ) Long-term debt $ 181,600 $ (22,643 ) $ 158,957 $ 100,000 $ (27,100 ) $ 72,900 |
Fair Value of Financial Instr31
Fair Value of Financial Instruments and Concentrations of Credit Risk (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of accounts receivable | Accounts receivable consisted of the following at December 31: (In thousands) 2017 2016 Gross trade receivables $ 256,851 $ 162,569 Allowance for doubtful accounts (9,457 ) (8,849 ) Net trade receivables 247,394 153,720 Income tax receivables 6,905 39,944 Other receivables 11,567 20,643 Total receivables, net $ 265,866 $ 214,307 |
Schedule of allowance for doubtful accounts | Changes in this allowance for 2017 , 2016 and 2015 was as follows: (In thousands) 2017 2016 2015 Balance at beginning of year $ 8,849 $ 7,189 $ 5,458 Provision for uncollectible accounts 1,481 2,416 1,886 Write-offs, net of recoveries (873 ) (756 ) (155 ) Balance at end of year $ 9,457 $ 8,849 $ 7,189 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Provision (benefit) for income taxes | The provision (benefit) for income taxes related to continuing operations was as follows: Year Ended December 31, (In thousands) 2017 2016 2015 Current: U.S. Federal $ (236 ) $ (37,854 ) $ (32,272 ) State 561 20 (34 ) Foreign 10,301 10,440 11,411 Total current 10,626 (27,394 ) (20,895 ) Deferred: U.S. Federal (3,848 ) 2,670 (2,624 ) State (796 ) (181 ) 179 Foreign (1,089 ) 863 1,942 Total deferred (5,733 ) 3,352 (503 ) Total income tax expense (benefit) $ 4,893 $ (24,042 ) $ (21,398 ) The total provision (benefit) was allocated to the following components of income (loss): Year Ended December 31, (In thousands) 2017 2016 2015 Income (loss) from continuing operations $ 4,893 $ (24,042 ) $ (21,398 ) Loss from discontinued operations (4,616 ) — — Total provision (benefit) $ 277 $ (24,042 ) $ (21,398 ) |
Income (loss) from continuing operations before income taxes | Income (loss) from continuing operations before income taxes was as follows: Year Ended December 31, (In thousands) 2017 2016 2015 U.S. $ (27,282 ) $ (76,805 ) $ (122,082 ) Foreign 43,394 12,051 9,856 Income (loss) from continuing operations before income taxes $ 16,112 $ (64,754 ) $ (112,226 ) |
Effective income tax rate | The effective income tax rate for continuing operations is reconciled to the statutory federal income tax rate as follows: Year Ended December 31, 2017 2016 2015 Income tax expense (benefit) at federal statutory rate 35.0 % (35.0 %) (35.0 %) Nondeductible expenses 16.2 % 2.8 % 2.8 % Net impact of Tax Act (22.3 %) — — Worthless stock deduction - Brazil — (14.4 %) — Goodwill and other asset impairments — 3.5 % 15.7 % Manufacturing deduction — 0.8 % 1.8 % Different rates on earnings of foreign operations (13.3 %) (1.2 %) (3.6 %) Dividend taxes on unremitted earnings 9.3 % 2.2 % 1.4 % Change in valuation allowance 1.5 % 6.9 % 2.8 % Uncertain tax positions — — (2.2 %) State tax expense (benefit), net (1.8 %) (2.5 %) (1.5 %) Other items, net 5.8 % (0.2 %) (1.3 %) Total income tax expense (benefit) 30.4 % (37.1 %) (19.1 %) |
Schedule of deferred tax assets and liabilities | Temporary differences and carryforwards which give rise to deferred tax assets and liabilities at December 31 are as follows: (In thousands) 2017 2016 Deferred tax assets: Net operating losses $ 23,490 $ 18,771 Capitalized inventory costs 4,581 12,378 Stock based compensation 3,793 6,955 Accruals not currently deductible 7,730 4,883 Unrealized foreign exchange losses, net 2,595 3,087 Foreign tax credits 9,262 3,269 Other 10,451 1,871 Total deferred tax assets 61,902 51,214 Valuation allowance (30,154 ) (21,847 ) Total deferred tax assets, net of allowances 31,748 29,367 Deferred tax liabilities: Accelerated depreciation and amortization (34,265 ) (43,225 ) Original issue discount on 2021 Convertible Notes (4,299 ) (8,553 ) Tax on unremitted earnings (16,821 ) (8,555 ) Other (3,190 ) (6,030 ) Total deferred tax liabilities (58,575 ) (66,363 ) Total net deferred tax liabilities $ (26,827 ) $ (36,996 ) Non-current deferred tax assets $ 4,753 $ 1,747 Non-current deferred tax liabilities (31,580 ) (38,743 ) Net deferred tax liabilities $ (26,827 ) $ (36,996 ) |
Income tax contingencies | A reconciliation of the beginning and ending provision for uncertain tax positions is as follows: (In thousands) 2017 2016 2015 Balance at January 1 $ 665 $ 419 $ 3,786 Additions (reductions) for tax positions of prior years (399 ) 477 (95 ) Additions (reductions) for tax positions of current year — — — Reductions for settlements with tax authorities — — (575 ) Reductions for lapse of statute of limitations (9 ) (231 ) (2,697 ) Balance at December 31 $ 257 $ 665 $ 419 |
Capital Stock (Tables)
Capital Stock (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Schedule of changes in outstanding Common Stock | Changes in outstanding Common Stock were as follows: (In thousands of shares) 2017 2016 2015 Outstanding, beginning of year 99,843 99,377 99,204 Shares issued for exercise of options 416 125 104 Shares issued for time vested restricted stock (net of forfeitures) 952 341 69 Shares issued for acquisition 3,361 — — Outstanding, end of year 104,572 99,843 99,377 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of earnings per share, basic and diluted | The following table presents the reconciliation of the numerator and denominator for calculating earnings per share from continuing operations: Year Ended December 31, (In thousands, except per share data) 2017 2016 2015 Numerator Income (loss) from continuing operations - basic $ 11,219 $ (40,712 ) $ (90,828 ) Assumed conversions of 2017 Convertible Notes — — — Adjusted income (loss) from continuing operations - diluted $ 11,219 $ (40,712 ) $ (90,828 ) Denominator Basic - weighted average common shares outstanding 85,421 83,697 82,722 Dilutive effect of stock options and restricted stock awards 2,554 — — Dilutive effect of 2017 Convertible Notes — — — Dilutive effect of 2021 Convertible Notes — — — Diluted - weighted average common shares outstanding 87,975 83,697 82,722 Income (loss) from continuing operations per common share Basic $ 0.13 $ (0.49 ) $ (1.10 ) Diluted $ 0.13 $ (0.49 ) $ (1.10 ) |
Schedule of diluted net income (loss) per share | We excluded the following weighted-average potential shares from the calculations of diluted net income (loss) per share during the applicable periods because their inclusion would have been anti-dilutive: Year Ended December 31, (In thousands) 2017 2016 2015 Stock options and restricted stock-based awards 7,419 7,482 3,884 2017 Convertible Notes 5,702 14,295 15,682 2021 Convertible Notes — — — |
Stock Based Compensation and 35
Stock Based Compensation and Other Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Restricted Stock Units (RSUs) [Member] | |
Notes Tables | |
Weighted-average exercise price and grant date fair value of stock options | We estimated the fair value of each performance-based restricted stock unit at the date of grant using the Monte Carlo valuation model, with the following weighted average assumptions: 2016 2015 Risk-free interest rate 0.95 % 1.02 % Average closing price (1) $ 4.69 $ 8.96 Expected volatility 46.9 % 38.4 % Dividend yield — % — % (1) Average closing price of our shares over the 30-calendar days ending May 16, 2016, and May 19, 2015, respectively |
Employee Stock Option [Member] | |
Notes Tables | |
Schedule of activity for stock options outstanding | The following table summarizes activity for our outstanding stock options for the year ended December 31, 2017 : Shares Weighted- Weighted- Aggregate Outstanding at beginning of period 4,684,839 $ 7.02 Granted — — Exercised (416,017 ) 5.83 Expired or canceled (303,297 ) 8.40 Outstanding at end of period 3,965,525 $ 7.03 5.53 $ 6,172,506 Vested or expected to vest at end of period 3,942,351 $ 7.05 5.51 $ 6,102,803 Options exercisable at end of period 3,010,995 $ 7.60 4.70 $ 3,732,798 |
Schedule of weighted average assumptions for fair value of options granted | We estimated the fair value of options granted on the date of grant using the Black-Scholes option-pricing model, with the following weighted average assumptions: 2016 2015 Risk-free interest rate 1.38 % 1.57 % Expected life of the option in years 5.22 5.22 Expected volatility 50.5 % 47.3 % Dividend yield — % — % |
Weighted-average exercise price and grant date fair value of stock options | The following table summarizes information about the weighted-average exercise price and the weighted-average grant date fair value of stock options granted: 2016 2015 Weighted-average exercise price of the stock on the date of grant $ 4.32 $ 9.00 Weighted-average grant date fair value on the date of grant $ 1.97 $ 3.91 |
Schedule of activity for outstanding cash-settled stock appreciation rights | The following table summarizes activity for outstanding cash-settled stock appreciation rights for the year-ended December 31, 2017 : Rights Outstanding at beginning of period 69,500 Exercised (25,000 ) Expired or cancelled (1,500 ) Outstanding at end of period 43,000 Exercisable at end of period 43,000 |
Schedule of performance-based restricted stock units | ending TSR price is equal to the average closing price of our shares over the last 30-calendar days of the performance period as set forth in the following table: 2016 2015 Number of performance-based restricted stock units issued, at target 230,790 136,881 Range of payout of shares for each executive 0% - 150% 0% - 150% Performance period begin date June 1, 2016 June 1, 2015 Performance period end date May 31, 2019 May 31, 2018 Estimated fair value at date of grant $ 5.18 $ 10.06 |
Schedule of activity for outstanding performance-based restricted stock units | The following table summarizes activity for outstanding performance-based restricted stock units for the year-ended December 31, 2017 : Nonvested Performance-Based Restricted Stock Units Shares Weighted-Average Outstanding at beginning of period 447,184 $ 8.06 Granted — — Vested (93,244 ) 12.55 Forfeited — — Outstanding at the end of period 353,940 $ 6.88 |
Schedule of activity for outstanding time-vested restricted stock awards and restricted stock units | The following tables summarize the activity for our outstanding time-vested restricted stock awards and restricted stock units for the year ended December 31, 2017 . Nonvested Restricted Stock Awards (Time-Vesting) Shares Weighted-Average Nonvested at January 1, 2017 595,535 $ 8.45 Granted 98,714 7.80 Vested (521,379 ) 8.70 Forfeited (4,156 ) 11.20 Nonvested at December 31, 2017 168,714 $ 7.24 Nonvested Restricted Stock Units (Time-Vesting) Shares Weighted-Average Nonvested at January 1, 2017 2,183,029 $ 5.82 Granted 768,661 7.83 Vested (815,289 ) 6.36 Forfeited (145,764 ) 5.72 Nonvested at December 31, 2017 1,990,637 $ 6.38 |
Segment and Related Informati36
Segment and Related Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information | Summarized financial information concerning our reportable segments is shown in the following tables: Year Ended December 31, (In thousands) 2017 2016 2015 Revenues Fluids systems $ 615,803 $ 395,461 $ 581,136 Mats and integrated services 131,960 76,035 95,729 Total revenues $ 747,763 $ 471,496 $ 676,865 Depreciation and amortization Fluids systems $ 21,566 $ 20,746 $ 22,108 Mats and integrated Services 14,991 14,227 18,869 Corporate office 3,200 2,982 2,940 Total depreciation and amortization $ 39,757 $ 37,955 $ 43,917 Operating income (loss) Fluids systems $ 27,580 $ (43,631 ) $ (86,770 ) Mats and integrated services 40,491 14,741 24,949 Corporate office (36,635 ) (28,323 ) (37,278 ) Operating income (loss) $ 31,436 $ (57,213 ) $ (99,099 ) Segment Assets Fluids Systems $ 611,455 $ 522,488 $ 549,827 Mats and Integrated Services 260,931 164,515 172,415 Corporate 30,330 111,180 126,651 Total Assets $ 902,716 $ 798,183 $ 848,893 Capital Expenditures Fluids Systems $ 17,589 $ 32,310 $ 40,533 Mats and Integrated Services 11,956 4,637 27,456 Corporate 1,826 1,493 1,415 Total Capital Expenditures $ 31,371 $ 38,440 $ 69,404 |
Schedule of revenue, geographical | The following table sets forth geographic information for our operations. Revenues by geographic location are determined based on the operating location from which services are rendered or products are sold. Long-lived assets include property, plant and equipment and other long-term assets based on the country in which the assets are located. Year Ended December 31, (In thousands) 2017 2016 2015 Revenue United States $ 460,872 $ 214,026 $ 384,147 Canada 55,600 34,176 52,851 Algeria 87,975 80,936 65,272 All Other EMEA 102,247 96,654 109,252 Latin America 36,988 41,035 47,240 Asia Pacific 4,081 4,669 18,103 Total Revenue $ 747,763 $ 471,496 $ 676,865 Long-Lived Assets United States $ 337,190 $ 274,746 $ 275,109 Canada 3,993 3,922 552 EMEA 46,269 48,047 50,759 Latin America 2,354 4,842 4,543 Asia Pacific 3,120 1,939 9,731 Total Long-Lived Assets $ 392,926 $ 333,496 $ 340,694 |
Supplemental Cash Flow and Ot37
Supplemental Cash Flow and Other Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Impairments and other non-cash charges | Impairments and other non-cash charges in the consolidated statements of cash flows included the following: (In thousands) 2016 2015 Goodwill and other intangible asset impairments $ 3,104 $ 70,720 Property, plant and equipment impairments 4,286 2,625 Inventory write-downs 4,075 2,163 Write-off of debt issuance costs on termination of Credit Agreement 1,058 — Impairments and other non-cash charges in the Consolidated Statements of Cash Flows $ 12,523 $ 75,508 |
Cash, cash equivalents and restricted cash | Cash, cash equivalents and restricted cash in the consolidated statements of cash flows included the following: (in thousands) 2017 2016 2015 Cash and cash equivalents $ 56,352 $ 87,878 $ 107,138 Restricted cash included in other current assets 9,108 7,421 17,485 Cash, cash equivalents and restricted cash $ 65,460 $ 95,299 $ 124,623 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Operations from discontinued operations | Summarized results of operations from discontinued operations are as follows: (In thousands) 2017 Loss from disposal of discontinued operations before income taxes $ 21,983 Loss from disposal of discontinued operations, net of tax $ 17,367 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum payments, operating leases | Future minimum payments under non-cancelable operating leases, with initial or remaining terms in excess of one year are included in the table below. Future minimum payments under capital leases are not significant. (In thousands) 2018 $ 13,318 2019 6,877 2020 4,611 2021 3,764 2022 3,251 Thereafter 7,689 $ 39,510 |
Supplemental Selected Quarter40
Supplemental Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Supplemental selected quarterly financial data | Supplemental Selected Quarterly Financial Data (Unaudited) (In thousands, except per share amounts) First Second Third Fourth Fiscal Year 2017 Revenues $ 158,691 $ 183,020 $ 201,663 $ 204,389 Operating income 3,746 7,968 9,882 9,840 Income (loss) from continuing operations (983 ) 1,632 2,653 7,917 Net income (loss) (983 ) 1,632 2,653 (9,450 ) Income (loss) per common share - basic: Income (loss) from continuing operations $ (0.01 ) $ 0.02 $ 0.03 $ 0.09 Net income (loss) $ (0.01 ) $ 0.02 $ 0.03 $ (0.11 ) Income (loss) per common share - diluted: Income (loss) from continuing operations $ (0.01 ) $ 0.02 $ 0.03 $ 0.09 Net income (loss) $ (0.01 ) $ 0.02 $ 0.03 $ (0.11 ) Fiscal Year 2016 Revenues $ 114,544 $ 115,315 $ 104,554 $ 137,083 Operating loss (18,825 ) (15,135 ) (15,055 ) (8,198 ) Loss from continuing operations (13,300 ) (13,904 ) (13,451 ) (57 ) Net loss (13,300 ) (13,904 ) (13,451 ) (57 ) Net loss per common share - basic: Loss from continuing operations $ (0.16 ) $ (0.17 ) $ (0.16 ) $ — Net loss $ (0.16 ) $ (0.17 ) $ (0.16 ) $ — Net loss per common share - diluted: Loss from continuing operations $ (0.16 ) $ (0.17 ) $ (0.16 ) $ — Net loss $ (0.16 ) $ (0.17 ) $ (0.16 ) $ — Fourth quarter 2017 income from continuing operations and net loss includes the $3.4 million net tax benefit recognized related to the Tax Act. Fourth quarter 2017 net loss also includes the $17.4 million loss from disposal of discontinued operations, net of tax. Fourth quarter 2016 operating loss included a $2.6 million non-cash charge to reduce the carrying value of drilling fluids inventory in our Asia Pacific region. Fourth quarter 2016 and third quarter 2016 operating loss included charges of $2.0 million and $2.5 million , respectively, associated primarily with asset redeployment costs resulting from the exit of our Fluids Systems operations in Uruguay. Second quarter 2016 operating loss included a total of $6.9 million of impairments and other charges related to our Asia Pacific region, including a $3.8 million non-cash impairment to write-down property, plant and equipment to its estimated fair value and a $3.1 million impairment of customer related intangible assets. |
Summary of Significant Accoun41
Summary of Significant Accounting Policies (Details Textual) | 12 Months Ended | ||
Dec. 31, 2017USD ($)segmentsgeographic_regions$ / shares | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Property, Plant and Equipment [Line Items] | |||
Number of reportable segments | segments | 2 | ||
AOCI, foreign currency translation adjustment | $ (53,200,000) | $ (63,200,000) | |
Adjustments to APIC, income tax deficiency from share-based compensation | $ 500,000 | 1,558,000 | $ 412,000 |
Fluids systems [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Number of operating geographic regions | geographic_regions | 4 | ||
Composite mats (rental fleet) [Member] | Mats and integrated services [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful lives | 7 years | ||
Residual value | $ 0 | ||
Residual value (percentage) | 20.00% | ||
Reduction In depreciation expense | $ 6,100,000 | ||
Increase (decrease), change in accounting estimate (in dollars per share) | $ / shares | $ (0.05) | ||
Minimum [Member] | Composite mats (rental fleet) [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful lives | 10 years | ||
Minimum [Member] | Composite mats (rental fleet) [Member] | Mats and integrated services [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful lives | 10 years | ||
Maximum [Member] | Composite mats (rental fleet) [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful lives | 12 years | ||
Maximum [Member] | Composite mats (rental fleet) [Member] | Mats and integrated services [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Useful lives | 12 years |
Summary of Significant Accoun42
Summary of Significant Accounting Policies - Estimated Useful Service Lives or Lease Term (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Minimum [Member] | Computer hardware and office equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 3 years |
Minimum [Member] | Autos & light trucks [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 5 years |
Minimum [Member] | Furniture, fixtures & trailers [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 7 years |
Minimum [Member] | Composite mats (rental fleet) [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 10 years |
Minimum [Member] | Machinery and heavy equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 5 years |
Minimum [Member] | Owned buildings [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 20 years |
Maximum [Member] | Computer hardware and office equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 5 years |
Maximum [Member] | Autos & light trucks [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 7 years |
Maximum [Member] | Furniture, fixtures & trailers [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 10 years |
Maximum [Member] | Composite mats (rental fleet) [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 12 years |
Maximum [Member] | Machinery and heavy equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 15 years |
Maximum [Member] | Owned buildings [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 39 years |
Computer software, intangible asset [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 3 years |
Computer software, intangible asset [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 10 years |
Business Combination (Details)
Business Combination (Details) - USD ($) $ in Thousands | Nov. 13, 2017 | Nov. 30, 2017 | Aug. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | |||||
Goodwill, acquired | $ 23,188 | $ 1,720 | |||
Well Service Group, Inc. and Utility Access Solutions, Inc. (WSG) [Member] | |||||
Business Acquisition [Line Items] | |||||
Total Purchase Consideration | $ 77,894 | ||||
Cash conveyed at closing | $ 44,750 | ||||
Business acquisition, common shares issuance (in shares) | 3,361,367 | ||||
Equity issued at closing | $ 32,438 | ||||
Due to seller | 706 | ||||
Intangible assets | $ 27,050 | ||||
Finite-lived intangible assets acquired, weighted-average amortization period | 13 years | ||||
Finite-lived intangible assets acquired | $ 27,100 | ||||
Pragmatic Drilling Fluids Additives, Ltd [Member] | |||||
Business Acquisition [Line Items] | |||||
Total Purchase Consideration | $ 4,400 | ||||
Finite-lived intangible assets acquired | $ 1,700 | ||||
Fluids systems [Member] | |||||
Business Acquisition [Line Items] | |||||
Goodwill, acquired | $ 0 | $ 1,720 | |||
Minimum [Member] | Well Service Group, Inc. and Utility Access Solutions, Inc. (WSG) [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite-lived intangible assets acquired, amortization period | 10 years | ||||
Maximum [Member] | Well Service Group, Inc. and Utility Access Solutions, Inc. (WSG) [Member] | |||||
Business Acquisition [Line Items] | |||||
Finite-lived intangible assets acquired, amortization period | 15 years |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Inventory [Line Items] | ||
Raw materials: | $ 124,441 | $ 116,536 |
Total inventories | 165,336 | 143,612 |
Drilling fluids [Member[ | ||
Inventory [Line Items] | ||
Raw materials: | 123,022 | 115,399 |
Mats [Member[ | ||
Inventory [Line Items] | ||
Raw materials: | 1,419 | 1,137 |
Finished goods | 10,400 | 3,314 |
Blended drilling fluids components [Member[ | ||
Inventory [Line Items] | ||
Finished goods | $ 30,495 | $ 23,762 |
Business Combinations - Assets
Business Combinations - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Nov. 13, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 43,620 | $ 19,995 | $ 19,009 | |
Well Service Group, Inc. and Utility Access Solutions, Inc. (WSG) [Member] | ||||
Business Acquisition [Line Items] | ||||
Receivables | $ 14,854 | |||
Inventories | 3,207 | |||
Other current assets | 114 | |||
Property, plant and equipment | 16,313 | |||
Intangible assets | 27,050 | |||
Total Assets Acquired | 61,538 | |||
Current Liabilities | 6,833 | |||
Total Liabilities Assumed | 6,833 | |||
Net Assets Purchased | 54,705 | |||
Goodwill | 23,188 | |||
Total Purchase Consideration | 77,894 | |||
Cash conveyed at closing | 44,750 | |||
Equity issued at closing | 32,438 | |||
Due to seller | 706 | |||
Total Purchase Consideration | $ 77,894 |
Property, Plant and Equipment46
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | $ 476,434 | $ 437,491 |
Less accumulated depreciation | (215,419) | (186,700) |
Property, Plant and Equipment, Net, Excluding Capital Leased Assets | 261,015 | 250,791 |
Composite mats (rental fleet) | 101,968 | 100,543 |
Less accumulated depreciation - composite mats | (47,663) | (47,680) |
Property, Plant and Equipment, Gross | 54,305 | 52,863 |
Property, plant and equipment, net | 315,320 | 303,654 |
Land [Member[ | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | 11,504 | 11,505 |
Buildings and improvements [Member[ | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | 132,322 | 121,967 |
Machinery and heavy equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | 284,337 | 248,229 |
Computer hardware and software [Member[ | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | 33,738 | 30,544 |
Furniture, fixtures & trailers [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | 5,926 | 5,829 |
Construction in progress [Member[ | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment | $ 8,607 | $ 19,417 |
Property, Plant and Equipment47
Property, Plant and Equipment (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 36,400 | $ 34,600 | $ 39,300 |
Capital expenditures | 31,371 | 38,440 | 69,404 |
Fluids systems [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Capital expenditures | 17,589 | 32,310 | 40,533 |
Fluids systems [Member] | Conroe and Fourchon Projects [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Capital expenditures | 6,900 | ||
Mats and integrated services [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Capital expenditures | $ 11,956 | 4,637 | $ 27,456 |
Mats and integrated services [Member] | Composite mats (rental fleet) [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Reduction In depreciation expense | $ 6,100 |
Goodwill and Other Intangible48
Goodwill and Other Intangible Assets (Details Textual) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | |||
Nov. 30, 2017 | Aug. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill [Line Items] | |||||
Amortization of intangible assets | $ 3.3 | $ 3.4 | $ 4.6 | ||
Well Service Group, Inc. and Utility Access Solutions, Inc. (WSG) [Member] | |||||
Goodwill [Line Items] | |||||
Finite-lived intangible assets acquired | $ 27.1 | ||||
Pragmatic Drilling Fluids Additives, Ltd [Member] | |||||
Goodwill [Line Items] | |||||
Finite-lived intangible assets acquired | $ 1.7 | ||||
Technology-based intangible assets [Member] | |||||
Goodwill [Line Items] | |||||
Finite-lived intangible asset, useful life | 15 years | ||||
Customer-related intangible assets [Member] | |||||
Goodwill [Line Items] | |||||
Finite-lived intangible asset, useful life | 11 years | ||||
Employment related intangible assets [Member] | |||||
Goodwill [Line Items] | |||||
Finite-lived intangible asset, useful life | 5 years |
Changes in the Carrying Amount
Changes in the Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill [Line Items] | ||
Goodwill, beginning balance | $ 19,995 | $ 19,009 |
Goodwill, acquired | 23,188 | 1,720 |
Goodwill, effects of foreign currency | 437 | (734) |
Goodwill, ending balance | 43,620 | 19,995 |
Fluids systems [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 1,666 | 0 |
Goodwill, acquired | 0 | 1,720 |
Goodwill, effects of foreign currency | 116 | (54) |
Goodwill, ending balance | 1,782 | 1,666 |
Mats and integrated services [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 18,329 | 19,009 |
Goodwill, acquired | 23,188 | 0 |
Goodwill, effects of foreign currency | 321 | (680) |
Goodwill, ending balance | $ 41,838 | $ 18,329 |
Other Intangible Assets (Detail
Other Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | $ 60,363 | $ 32,772 |
Finite-lived intangible assets, accumulated amortization | (30,900) | (27,181) |
Finite-lived intangible assets, net | 29,463 | 5,591 |
Indefinite-lived intangible assets, gross carrying amount | 542 | 476 |
Indefinite-lived intangible assets, other intangible asset, net | 541 | 476 |
Total intangible assets, gross carrying amount | 60,905 | 33,248 |
Total intangible assets, net | 30,004 | 6,067 |
Technology-based intangible assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 15,596 | 5,766 |
Finite-lived intangible assets, accumulated amortization | (4,427) | (3,873) |
Finite-lived intangible assets, net | 11,169 | 1,893 |
Customer-related intangible assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 42,903 | 25,158 |
Finite-lived intangible assets, accumulated amortization | (24,679) | (21,962) |
Finite-lived intangible assets, net | 18,224 | 3,196 |
Employment related intangible assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 1,864 | 1,848 |
Finite-lived intangible assets, accumulated amortization | (1,794) | (1,346) |
Finite-lived intangible assets, net | 70 | 502 |
Permits and licenses [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets, gross carrying amount | 542 | 476 |
Indefinite-lived intangible assets, other intangible asset, net | $ 541 | $ 476 |
Estimated Future Amortization E
Estimated Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, amortization expense, 2018 | $ 4,960 | |
Finite-lived intangible assets, amortization expense, 2019 | 3,994 | |
Finite-lived intangible assets, amortization expense, 2020 | 3,405 | |
Finite-lived intangible assets, amortization expense, 2021 | 2,803 | |
Finite-lived intangible assets, amortization expense, 2022 | 2,396 | |
Finite-lived intangible assets, amortization expense, thereafter | 11,905 | |
Finite-lived intangible assets, net | 29,463 | $ 5,591 |
Technology-based intangible assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, amortization expense, 2018 | 1,013 | |
Finite-lived intangible assets, amortization expense, 2019 | 1,019 | |
Finite-lived intangible assets, amortization expense, 2020 | 991 | |
Finite-lived intangible assets, amortization expense, 2021 | 940 | |
Finite-lived intangible assets, amortization expense, 2022 | 878 | |
Finite-lived intangible assets, amortization expense, thereafter | 6,328 | |
Finite-lived intangible assets, net | 11,169 | 1,893 |
Customer-related intangible assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, amortization expense, 2018 | 3,877 | |
Finite-lived intangible assets, amortization expense, 2019 | 2,975 | |
Finite-lived intangible assets, amortization expense, 2020 | 2,414 | |
Finite-lived intangible assets, amortization expense, 2021 | 1,863 | |
Finite-lived intangible assets, amortization expense, 2022 | 1,518 | |
Finite-lived intangible assets, amortization expense, thereafter | 5,577 | |
Finite-lived intangible assets, net | 18,224 | 3,196 |
Employment related intangible assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, amortization expense, 2018 | 70 | |
Finite-lived intangible assets, amortization expense, 2019 | 0 | |
Finite-lived intangible assets, amortization expense, 2020 | 0 | |
Finite-lived intangible assets, amortization expense, 2021 | 0 | |
Finite-lived intangible assets, amortization expense, 2022 | 0 | |
Finite-lived intangible assets, amortization expense, thereafter | 0 | |
Finite-lived intangible assets, net | $ 70 | $ 502 |
Financing Arrangements (Details
Financing Arrangements (Details Textual) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||
May 31, 2016USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2022USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2017USD ($)trading_day$ / sharesshares | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Oct. 31, 2017USD ($) | May 12, 2016USD ($) | Mar. 31, 2015USD ($) | |
Long-term debt | $ 160,475,000 | $ 156,268,000 | ||||||||
Conversion price percentage | 130.00% | |||||||||
Business day period | 5 days | |||||||||
Consecutive trading day period | 5 days | |||||||||
Percent threshold last reported sale price | 98.00% | |||||||||
Net deferred tax liabilities | $ (26,827,000) | (36,996,000) | ||||||||
Long-term debt, excluding current maturities | 158,957,000 | 72,900,000 | ||||||||
Non-cash charge, interest expense | 1,058,000 | $ 0 | ||||||||
Current debt | 1,518,000 | 83,368,000 | ||||||||
Restricted cash and cash equivalents, current | 7,600,000 | |||||||||
Interest expense | 13,300,000 | 9,900,000 | 9,100,000 | |||||||
Interest costs capitalized | 900,000 | $ 1,100,000 | ||||||||
Prepaid Expenses and Other Current Assets [Member] | ||||||||||
Restricted cash and cash equivalents, current | 9,100,000 | 7,400,000 | ||||||||
Foreign Operations [Member] | ||||||||||
Current debt | 1,000,000 | 0 | ||||||||
Restricted cash and cash equivalents, current | $ 1,500,000 | |||||||||
Scenario, forecast [Member] | ||||||||||
Repayments of debt | $ 81,600,000 | $ 100,000,000 | ||||||||
Interest costs capitalized | $ 100,000 | |||||||||
Senior notes [Member] | ||||||||||
Debt conversion, converted shares for basis principal (shares) | shares | 107.1381 | |||||||||
Debt conversion, principal amount as basis for conversion rate | $ 1,000 | |||||||||
Debt instrument, convertible, threshold trading days | trading_day | 20 | |||||||||
Debt instrument, convertible, threshold consecutive trading days | trading_day | 30 | |||||||||
Net deferred tax liabilities | $ (8,700,000) | |||||||||
Interest rate, effective percentage | 11.30% | |||||||||
Convertible Notes due 2017 [Member] | ||||||||||
Long-term debt | 83,300,000 | |||||||||
Convertible Notes due 2017 [Member] | Senior notes [Member] | ||||||||||
Debt instrument, face amount | $ 172,500,000 | |||||||||
Interest rate, stated percentage | 4.00% | |||||||||
Debt conversion, converted shares for basis principal (shares) | shares | 90.8893 | |||||||||
Debt Instrument, convertible, conversion price (in dollars per share) | $ / shares | $ 11 | |||||||||
Debt repurchase, principal | 89,300,000 | |||||||||
Repayments of debt | 87,300,000 | |||||||||
Gain (loss) on repurchase of debt | 1,600,000 | |||||||||
Long-term debt | $ 0 | 82,988,000 | ||||||||
Convertible Notes due 2021 [Member] | Senior notes [Member] | ||||||||||
Debt instrument, face amount | $ 100,000,000 | 100,000,000 | ||||||||
Interest rate, stated percentage | 4.00% | |||||||||
Debt Instrument, convertible, conversion price (in dollars per share) | $ / shares | $ 9.33 | |||||||||
Long-term debt | $ 77,357,000 | 72,900,000 | ||||||||
ABL Facility [Member] | Federal Funds Rate [Member] | ||||||||||
Base rate basis spread on variable rate | 0.50% | |||||||||
ABL Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Base rate basis spread on variable rate | 1.00% | |||||||||
Basis spread on variable rate | 2.00% | |||||||||
ABL Facility [Member] | Base Rate [Member] | ||||||||||
Basis spread on variable rate | 1.00% | |||||||||
ABL Facility [Member] | Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Basis spread on variable rate | 1.75% | |||||||||
ABL Facility [Member] | Minimum [Member] | Base Rate [Member] | ||||||||||
Basis spread on variable rate | 0.75% | |||||||||
ABL Facility [Member] | Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Basis spread on variable rate | 2.75% | |||||||||
ABL Facility [Member] | Maximum [Member] | Base Rate [Member] | ||||||||||
Basis spread on variable rate | 1.75% | |||||||||
ABL Facility [Member] | Revolving Credit Facility [Member] | ||||||||||
Long-term debt | $ 81,600,000 | $ 0 | ||||||||
Maximum borrowing capacity | $ 90,000,000 | $ 225,000,000 | ||||||||
Fixed charge coverage ratio, amount | 25,000,000 | $ 22,500,000 | ||||||||
Current borrowing capacity | 136,200,000 | |||||||||
Secured debt outstanding | 81,600,000 | |||||||||
Remaining borrowing capacity | $ 54,600,000 | |||||||||
Weighted average interest rate | 3.90% | |||||||||
Unused capacity, commitment fee percentage | 0.375% | |||||||||
Covenant terms acceleration of other indebtedness | $ 25,000,000 | |||||||||
ABL Facility [Member] | Revolving Credit Facility [Member] | Minimum [Member] | ||||||||||
Unused capacity, commitment fee percentage | 0.25% | |||||||||
ABL Facility [Member] | Revolving Credit Facility [Member] | Maximum [Member] | ||||||||||
Maximum borrowing capacity | 150,000,000 | |||||||||
Unused capacity, commitment fee percentage | 0.375% | |||||||||
Credit Agreement [Member] | ||||||||||
Letters of credit outstanding, amount | $ 7,200,000 | |||||||||
Credit Agreement [Member] | Foreign Operations [Member] | ||||||||||
Letters of credit outstanding, amount | 21,600,000 | |||||||||
Credit Agreement [Member] | Revolving Credit Facility [Member] | ||||||||||
Maximum borrowing capacity | 150,000,000 | $ 200,000,000 | ||||||||
Long-term line of credit | $ 0 | |||||||||
Non-cash charge, interest expense | $ 1,100,000 | |||||||||
Convertible debt, debt component [Member] | ||||||||||
Debt issuance cost | 2,700,000 | |||||||||
Long-term debt, excluding current maturities | 77,400,000 | |||||||||
Unamortized debt discount | 20,400,000 | |||||||||
Debt issuance cost | $ 2,200,000 | |||||||||
Convertible debt, debt component [Member] | Senior notes [Member] | ||||||||||
Interest rate, stated percentage | 10.50% | |||||||||
Debt instrument, fair value | $ 75,200,000 | |||||||||
Convertible debt, equity component [Member] | ||||||||||
Debt instrument, conversion equity amount | 24,800,000 | |||||||||
Debt issuance cost | 900,000 | |||||||||
Debt instrument, conversion equity, carrying amount net of issuance costs and deferred tax liability | $ 15,200,000 |
Financing Arrangements (Detai53
Financing Arrangements (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 183,118 | $ 183,636 |
Unamortized discount and debt issuance costs | (22,643) | (27,368) |
Long-term debt | 160,475 | 156,268 |
Long-term debt, current maturities, gross | (1,518) | (83,636) |
Unamortized discount and debt issuance costs, current | 0 | 268 |
Long-term debt, current maturities | 1,518 | 83,368 |
Long-term debt, excluding current maturities, gross | 181,600 | 100,000 |
Unamortized discount and debt issuance costs, noncurrent | (22,643) | (27,100) |
Long-term debt, excluding current maturities | 158,957 | 72,900 |
Convertible Notes due 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 83,300 | |
Other Debt [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 1,518 | 380 |
Long-term debt | 1,518 | 380 |
Senior notes [Member] | Convertible Notes due 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 0 | 83,256 |
Unamortized discount and debt issuance costs | 0 | (268) |
Long-term debt | 0 | 82,988 |
Senior notes [Member] | Convertible Notes due 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 100,000 | 100,000 |
Unamortized discount and debt issuance costs | (22,643) | (27,100) |
Long-term debt | 77,357 | 72,900 |
Revolving Credit Facility [Member] | ABL Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 81,600 | 0 |
Long-term debt | $ 81,600 | $ 0 |
Fair Value of Financial Instr54
Fair Value of Financial Instruments and Concentrations of Credit Risk (Details Textual) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017USD ($)customer | Dec. 31, 2016USD ($)customer | Dec. 31, 2015customer | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Increase (decrease) trade receivables | $ 94.3 | ||
Increase (decrease) in trade receivables, percent | 58.00% | ||
Number of major customers | customer | 20 | 20,000 | 20,000 |
Receivables, net [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Increase (decrease) in income taxes receivable | $ 38 | ||
Nontrade receivables | $ 10.8 | 11.5 | |
Environmental services [Member] | Receivables, net [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Escrow deposit | $ 8 | $ 8 | |
Sonatrach [Member] | Customer concentration risk [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Concentration risk, percentage | 14.00% | ||
Sales revenue, net [Member] | Twenty largest customers [Member] | Customer concentration risk [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Concentration risk, percentage | 45.00% | 53.00% | 49.00% |
Convertible Notes due 2021 [Member] | Senior notes [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | $ 127.3 | $ 110.5 | |
Convertible Notes due 2017 [Member] | Senior notes [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | $ 84.4 |
Fair Value of Financial Instr55
Fair Value of Financial Instruments and Concentrations of Credit Risk - Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Fair Value Disclosures [Abstract] | ||
Gross trade receivables | $ 256,851 | $ 162,569 |
Allowance for doubtful accounts | (9,457) | (8,849) |
Net trade receivables | 247,394 | 153,720 |
Income tax receivables | 6,905 | 39,944 |
Other receivables | 11,567 | 20,643 |
Total receivables, net | $ 265,866 | $ 214,307 |
Fair Value of Financial Instr56
Fair Value of Financial Instruments and Concentrations of Credit Risk - Allowances for Losses on Accounts Receivable (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Provision for uncollectible accounts | $ 1,481 | $ 2,416 | $ 1,886 |
Continuing operations [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Balance at beginning of year | 8,849 | 7,189 | 5,458 |
Provision for uncollectible accounts | 1,481 | 2,416 | 1,886 |
Write-offs, net of recoveries | (873) | (756) | (155) |
Balance at end of year | $ 9,457 | $ 8,849 | $ 7,189 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Tax Cuts and Jobs Act of 2017, Transitional tax liability and income tax expense | $ 6,900 | |||
Repatriation of foreign earnings | 7,000 | |||
Tax Cuts and Jobs Act of 2017, foreign tax credits | $ 5,500 | 5,500 | ||
Tax Cuts and Jobs Act of 2017, deferred income tax (benefit) | (17,400) | |||
Tax Cuts and Jobs Act of 2017, net tax benefit recognized | (3,400) | |||
Effective income tax rate, deduction, worthless stock | $ 9,300 | |||
Income tax charge increase in valuation allowance for deferred tax assets | 4,500 | $ 4,600 | ||
Income tax benefit, forgiveness of certain inter-company balances, Brazilian subsidiary | 4,400 | |||
Income tax benefit, release of U.S. tax reserves | $ 2,200 | |||
Deferred tax assets, NOL carryforwards, state and local | 245,900 | 245,900 | ||
Deferred tax assets, NOL carryforwards, foreign | 30,500 | 30,500 | ||
Deferred tax assets, valuation allowance | 30,154 | 30,154 | 21,847 | |
Income Tax Examination [Line Items] | ||||
Unrecognized tax benefits that would impact effective tax rate | $ 300 | 300 | $ 2,200 | |
Tax Year 2014 and 2015 [Member] | Domestic tax authority [Member] | Internal Revenue Service (IRS) [Member] | ||||
Income Tax Examination [Line Items] | ||||
Unrecognized Tax Benefits, Decrease Resulting from Prior Period Tax Positions | $ 3,900 |
Income Taxes - Provision For In
Income Taxes - Provision For Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current tax expense (benefit): | |||
U.S. Federal | $ (236) | $ (37,854) | $ (32,272) |
State | 561 | 20 | (34) |
Foreign | 10,301 | 10,440 | 11,411 |
Total current | 10,626 | (27,394) | (20,895) |
Deferred tax expense (benefit): | |||
U.S. Federal | (3,848) | 2,670 | (2,624) |
State | (796) | (181) | 179 |
Foreign | (1,089) | 863 | 1,942 |
Total deferred | (5,733) | 3,352 | (503) |
Total income tax expense (benefit) | $ 4,893 | $ (24,042) | $ (21,398) |
Income Taxes - Total Provision
Income Taxes - Total Provision Allocated In Components (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating Loss Carryforwards [Line Items] | |||
Income (loss) from continuing operations | $ 4,893 | $ (24,042) | $ (21,398) |
Total provision (benefit) | 277 | (24,042) | (21,398) |
Continuing operations [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Income (loss) from continuing operations | 4,893 | (24,042) | (21,398) |
Discontinued operations | |||
Operating Loss Carryforwards [Line Items] | |||
Loss from discontinued operations | $ (4,616) | $ 0 | $ 0 |
Income Taxes - Income from Oper
Income Taxes - Income from Operations Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
U.S. | $ (27,282) | $ (76,805) | $ (122,082) |
Foreign | 43,394 | 12,051 | 9,856 |
Income (loss) from continuing operations before income taxes | $ 16,112 | $ (64,754) | $ (112,226) |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Income tax expense (benefit) at federal statutory rate | 35.00% | 35.00% | 35.00% |
Nondeductible expenses | 16.20% | (2.80%) | (2.80%) |
Net impact of Tax Act | (22.30%) | 0.00% | 0.00% |
Worthless stock deduction - Brazil | 0.00% | 14.40% | 0.00% |
Goodwill and other asset impairments | 0.00% | (3.50%) | (15.70%) |
Manufacturing deduction | 0.00% | (0.80%) | (1.80%) |
Different rates on earnings of foreign operations | (13.30%) | 1.20% | 3.60% |
Dividend taxes on unremitted earnings | 9.30% | (2.20%) | (1.40%) |
Change in valuation allowance | 1.50% | (6.90%) | (2.80%) |
Uncertain tax positions | 0.00% | 0.00% | 2.20% |
State tax expense (benefit), net | (1.80%) | 2.50% | 1.50% |
Other items, net | 5.80% | 0.20% | 1.30% |
Total income tax expense (benefit) | 30.40% | 37.10% | 19.10% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Net operating losses | $ 23,490 | $ 18,771 |
Capitalized inventory costs | 4,581 | 12,378 |
Stock based compensation | 3,793 | 6,955 |
Accruals not currently deductible | 7,730 | 4,883 |
Unrealized foreign exchange losses, net | 2,595 | 3,087 |
Foreign tax credits | 9,262 | 3,269 |
Other | 10,451 | 1,871 |
Total deferred tax assets | 61,902 | 51,214 |
Valuation allowance | (30,154) | (21,847) |
Total deferred tax assets, net of allowances | 31,748 | 29,367 |
Deferred tax liabilities: | ||
Accelerated depreciation and amortization | (34,265) | (43,225) |
Original issue discount on 2021 Convertible Notes | (4,299) | (8,553) |
Tax on unremitted earnings | (16,821) | (8,555) |
Other | (3,190) | (6,030) |
Total deferred tax liabilities | (58,575) | (66,363) |
Total net deferred tax liabilities | (26,827) | (36,996) |
Non-current deferred tax assets | 4,753 | 1,747 |
Non-current deferred tax liabilities | (31,580) | (38,743) |
Net deferred tax liabilities | $ (26,827) | $ (36,996) |
Income Taxes - Uncertain Tax Po
Income Taxes - Uncertain Tax Positions Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Balance at January 1 | $ 665 | $ 419 | $ 3,786 |
Additions (reductions) for tax positions of prior years | (399) | 477 | (95) |
Additions (reductions) for tax positions of current year | 0 | ||
Reductions for settlements with tax authorities | 0 | (575) | |
Reductions for lapse of statute of limitations | (9) | (231) | (2,697) |
Balance at December 31 | $ 257 | $ 665 | $ 419 |
Changes in Outstanding Common S
Changes in Outstanding Common Stock (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Equity [Abstract] | |||
Outstanding, beginning of year (in shares) | 99,843 | 99,377 | 99,204 |
Shares issued upon exercise of options (in shares) | 416 | 125 | 104 |
Shares issued for time vested restricted stock (net of cancellations) (in shares) | 952 | 341 | 69 |
Shares issued for acquisition (in shares) | 3,361 | 0 | 0 |
Outstanding, end of year (in shares) | 104,572 | 99,843 | 99,377 |
Capital Stock (Details Textual)
Capital Stock (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Feb. 28, 2016 | |
Equity, Class of Treasury Stock [Line Items] | |||||
Treasury stock, common, shares | 15,366,504 | 15,162,050 | 15,302,345 | ||
Preferred stock, par or stated value per share | $ 0.01 | ||||
Preferred stock, shares outstanding | 0 | 0 | 0 | ||
Purchase Of senior notes | $ 0 | $ 87,271,000 | $ 0 | ||
Share repurchase program [Member] | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Treasury stock, shares, acquired | 0 | 0 | 0 | ||
Stock repurchase program, authorized amount | $ 100,000,000 | ||||
Stock repurchase program, remaining authorized repurchase amount | $ 33,500,000 | ||||
Employee Stock Purchase Plan [Member] | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Preferred stock, shares authorized | 1,000,000 | ||||
Treasury stock, shares, acquired | 415,418 | 234,901 | 292,168 | ||
Treasury stock issued during period | 210,964 | 375,196 | 200,056 | ||
Restricted stock [Member] | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Treasury shares purchased | $ 3,200,000 | $ 1,200,000 | $ 2,300,000 | ||
Convertible Notes due 2017 [Member] | Convertible debt [Member] | Share repurchase program [Member] | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Stock repurchase program, authorized amount | 78,100,000 | ||||
Repurchased face amount | $ 11,200,000 | ||||
Convertible Notes due 2017 [Member] | Senior notes [Member] | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Debt instrument, face amount | 172,500,000 | ||||
Convertible Notes due 2017 [Member] | Senior notes [Member] | Share repurchase program [Member] | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Purchase Of senior notes | $ 9,200,000 | ||||
Convertible Notes due 2021 [Member] | Senior notes [Member] | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Debt instrument, face amount | $ 100,000,000 | $ 100,000,000 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Numerator | |||||||||||
Income (loss) from continuing operations - basic | $ 7,917 | $ 2,653 | $ 1,632 | $ (983) | $ (57) | $ (13,451) | $ (13,904) | $ (13,300) | $ 11,219 | $ (40,712) | $ (90,828) |
Assumed conversions of 2017 Convertible Notes | 0 | 0 | 0 | ||||||||
Adjusted income (loss) from continuing operations - diluted | $ 11,219 | $ (40,712) | $ (90,828) | ||||||||
Denominator | |||||||||||
Basic - weighted average common shares outstanding (in shares) | 85,421 | 83,697 | 82,722 | ||||||||
Dilutive effect of stock options and restricted stock awards (in shares) | 2,554 | 0 | 0 | ||||||||
Diluted weighted average number of common shares outstanding (in shares) | 87,975 | 83,697 | 82,722 | ||||||||
Income (loss) from continuing operations, basic (in dollars per share) | $ 0.09 | $ 0.03 | $ 0.02 | $ (0.01) | $ 0 | $ (0.16) | $ (0.17) | $ (0.16) | $ 0.13 | $ (0.49) | $ (1.10) |
Income (loss) from continuing operations, diluted (in dollars per share) | $ 0.09 | $ 0.03 | $ 0.02 | $ (0.01) | $ 0 | $ (0.16) | $ (0.17) | $ (0.16) | $ 0.13 | $ (0.49) | $ (1.10) |
Convertible Notes due 2017 [Member] | Convertible debt [Member] | |||||||||||
Denominator | |||||||||||
Dilutive effect of the convertible notes (in shares) | 0 | 0 | 0 | ||||||||
Convertible Notes due 2021 [Member] | Convertible debt [Member] | |||||||||||
Denominator | |||||||||||
Dilutive effect of the convertible notes (in shares) | 0 | 0 | 0 |
Earnings Per Share (Details 2)
Earnings Per Share (Details 2) - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Stock options and restricted stock-based awards | 7,419 | 7,482 | 3,884 |
Convertible Notes due 2017 [Member] | Convertible debt [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Stock options and restricted stock-based awards | 5,702 | 14,295 | 15,682 |
Convertible Notes due 2021 [Member] | Convertible debt [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Stock options and restricted stock-based awards | 0 | 0 | 0 |
Common stock [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Share price (in dollars per share) | $ 8.80 |
Stock Based Compensation and 68
Stock Based Compensation and Other Benefit Plans (Details Textual) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
May 31, 2014USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($)$ / shares | May 31, 2017shares | May 31, 2016shares | May 31, 2015shares | |
Options granted | shares | 0 | |||||||
Dividend yield | 0.00% | |||||||
Value of options exercised | $ 1,100,000 | $ 100,000 | $ 300,000 | |||||
Proceeds from options exercised | 2,600,000 | 700,000 | 600,000 | |||||
Tax benefit from compensation expense | 1,700,000 | 2,300,000 | 2,600,000 | |||||
Tax benefits from exercise of stock options | $ 300,000 | 100,000 | 100,000 | |||||
Maximum annual contributions per employee (percent) | 50.00% | |||||||
Employer discretionary contribution amount | $ 1,400,000 | $ 900,000 | $ 3,200,000 | |||||
Restricted stock [Member] | ||||||||
Estimated fair value at date of grant (in dollars per share) | $ / shares | $ 7.80 | |||||||
Employee Stock Option [Member] | ||||||||
Vesting period | 3 years | |||||||
Expiration period | 10 years | |||||||
Dividend yield | 0.00% | 0.00% | ||||||
Stock Appreciation Rights (SARs) [Member] | ||||||||
Cash settlement of stock appreciation rights (in dollars per share) | $ / shares | $ 7.89 | |||||||
Cash settled stock appreciation rights fair value (in dollars per share) | $ / shares | $ 1.58 | |||||||
Share-based arrangement, liability | $ 100,000 | |||||||
Performance Based Restricted Stock Units [Member] | ||||||||
Estimated fair value at date of grant (in dollars per share) | $ / shares | $ 0 | $ 5.18 | $ 10.06 | |||||
Vesting period | 3 years | |||||||
Dividend yield | 0.00% | 0.00% | ||||||
Allocated share-based compensation expense | $ 1,300,000 | $ 1,000,000 | $ 1,000,000 | $ 1,100,000 | ||||
Vested (in dollars) | 1,000,000 | |||||||
Compensation cost not yet recognized | 1,400,000 | |||||||
Range of payout of shares for each executive, minimum | 0.00% | 0.00% | ||||||
Range of payout of shares for each executive, maximum | 150.00% | 150.00% | ||||||
Restricted Stock Units and Restricted Stock Awards [Member] | ||||||||
Tax benefit from compensation expense | 1,900,000 | $ 1,500,000 | $ 2,000,000 | |||||
Allocated share-based compensation expense | 8,000,000 | 8,600,000 | 10,100,000 | |||||
Compensation cost not yet recognized | $ 8,800,000 | |||||||
Period for recognition | 1 year 9 months 18 days | |||||||
Fair value of shares vested | $ 10,400,000 | $ 3,900,000 | $ 8,100,000 | |||||
Restricted Stock Units and Restricted Stock Awards [Member] | Minimum [Member] | ||||||||
Vesting period | 3 years | |||||||
Restricted Stock Units and Restricted Stock Awards [Member] | Maximum [Member] | ||||||||
Vesting period | 4 years | |||||||
Time Based Restricted Stock Units [Member] | ||||||||
Allocated share-based compensation expense | $ 5,300,000 | |||||||
Range of payout of shares for each executive, minimum | 0.00% | |||||||
Range of payout of shares for each executive, maximum | 150.00% | |||||||
The 2014 Director Plan [Member] | ||||||||
Number of shares authorized | shares | 1,000,000 | |||||||
Shares available for grant | shares | 504,258 | |||||||
The 2014 Director Plan [Member] | Non-employee Directors [Member] | ||||||||
Restricted shares granted | $ 150,000 | |||||||
The 2014 Director Plan [Member] | Non-employee Directors [Member] | Restricted stock [Member] | ||||||||
Granted, restricted stock | shares | 98,714 | |||||||
Estimated fair value at date of grant (in dollars per share) | $ / shares | $ 7.80 | |||||||
The 2014 Director Plan [Member] | Board of Directors Chairman [Member] | ||||||||
Restricted shares granted | $ 170,000 | |||||||
2015 Plan [Member] | ||||||||
Number of shares authorized | shares | 9,800,000 | 7,800,000 | 6,000,000 | |||||
Shares available for grant | shares | 2,079,603 | |||||||
2015 Plan [Member] | Full Value Awards [Member] | ||||||||
Shares available for grant reduction rate | 1.78 | |||||||
2015 Plan [Member] | Grants of Stock Options and Stock Appreciation Rights [Member] | ||||||||
Shares available for grant reduction rate | 1 | |||||||
Participants Contributions Up to 3 Percent of Compensation [Member] | ||||||||
Employer matching contribution, percent of employees' gross pay | 3.00% | |||||||
Employer matching contribution, percent of match | 100.00% | |||||||
Participants Contributions from 3 Percent to 6 Percent of Compensation [Member] | ||||||||
Options granted | shares | 0 | |||||||
Employer matching contribution, percent of match | 50.00% | |||||||
Participants Contributions from 3 Percent to 6 Percent of Compensation [Member] | Minimum [Member] | ||||||||
Employer matching contribution, percent of employees' gross pay | 3.00% | |||||||
Participants Contributions from 3 Percent to 6 Percent of Compensation [Member] | Maximum [Member] | ||||||||
Employer matching contribution, percent of employees' gross pay | 6.00% |
Stock Based Compensation and 69
Stock Based Compensation and Other Benefit Plans - Stock Options Activity (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Outstanding at beginning of period (in shares) | 4,684,839 | ||
Outstanding at beginning of period (in dollars per share) | $ 7.02 | ||
Options granted | 0 | ||
Weighted-average exercise price of the stock on the date of grant (in dollars per share) | $ 0 | $ 4.32 | $ 9 |
Exercised (in shares) | (416,017) | ||
Exercised (in dollars per share) | $ 5.83 | ||
Expired or cancelled (in shares) | (303,297) | ||
Expired or cancelled (in dollars per share) | $ 8.40 | ||
Outstanding at end of period (in shares) | 3,965,525 | 4,684,839 | |
Outstanding at end of period (in dollars per share) | $ 7.03 | $ 7.02 | |
Outstanding at end of period | 5 years 6 months 11 days | ||
Outstanding at end of period | $ 6,172,506 | ||
Vested or expected to vest at end of period (in shares) | 3,942,351 | ||
Vested or expected to vest at end of period (in dollars per share) | $ 7.05 | ||
Vested or expected to vest at end of period | 5 years 6 months 4 days | ||
Vested or expected to vest at end of period | $ 6,102,803 | ||
Options exercisable at end of period (in shares) | 3,010,995 | ||
Options exercisable at end of period (in dollars per share) | $ 7.60 | ||
Options exercisable at end of period | 4 years 8 months 12 days | ||
Options exercisable at end of period | $ 3,732,798 |
- Weighted Average Assumptions,
- Weighted Average Assumptions, Options (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Dividend yield | 0.00% | ||
Employee Stock Option [Member] | |||
Risk-free interest rate | 1.38% | 1.57% | |
Expected life of the option in years | 5 years 80 days | 5 years 80 days | |
Expected volatility | 50.50% | 47.30% | |
Dividend yield | 0.00% | 0.00% |
Stock Based Compensation and 71
Stock Based Compensation and Other Benefit Plans - Weighted-average Exercise Price and Weighted-Average Grant Date Fair Value, Options (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Weighted-average exercise price of the stock on the date of grant (in dollars per share) | $ 0 | $ 4.32 | $ 9 |
Weighted-average grant date fair value on the date of grant (in dollars per share) | $ 1.97 | $ 3.91 |
Stock Based Compensation and 72
Stock Based Compensation and Other Benefit Plans - Stock Appreciation Rights Activity (Details) - Stock Appreciation Rights (SARs) [Member] | 12 Months Ended |
Dec. 31, 2017shares | |
Outstanding at beginning of period (in shares) | 69,500 |
Exercised (in shares) | (25,000) |
Expired or cancelled (in shares) | (1,500) |
Outstanding at end of period (in shares) | 43,000 |
Exercisable at end of period (in shares) | 43,000 |
Stock Based Compensation and 73
Stock Based Compensation and Other Benefit Plans - Performance-Based Restricted Stock Units (Details) - Performance Based Restricted Stock Units [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted (in shares) | 0 | 230,790 | 136,881 |
Range of payout of shares for each executive, minimum | 0.00% | 0.00% | |
Range of payout of shares for each executive, maximum | 150.00% | 150.00% | |
Estimated fair value at date of grant (in dollars per share) | $ 0 | $ 5.18 | $ 10.06 |
Stock Based Compensation and 74
Stock Based Compensation and Other Benefit Plans - Weighted Average Assumptions, Restricted Stock Units (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | May 16, 2016 | May 19, 2015 | |
Dividend yield | 0.00% | ||||
Performance Based Restricted Stock Units [Member] | |||||
Risk-free interest rate | 0.95% | 1.02% | |||
Average closing price(1) | $ 4.69 | $ 8.96 | |||
Expected volatility | 46.89% | 38.40% | |||
Dividend yield | 0.00% | 0.00% |
Stock Based Compensation and 75
Stock Based Compensation and Other Benefit Plans - Restricted Stock Activity (Details) - Performance Based Restricted Stock Units [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Outstanding at beginning of period (in shares) | 447,184 | ||
Outstanding at beginning of period (in dollars per share) | $ 8.06 | ||
Granted (in shares) | 0 | 230,790 | 136,881 |
Granted (in dollars per share) | $ 0 | $ 5.18 | $ 10.06 |
Vested (in shares) | (93,244) | ||
Vested (in dollars per share) | $ 12.55 | ||
Forfeited (in shares) | 0 | ||
Forfeited (in dollars per share) | $ 0 | ||
Outstanding at the end of period (in shares) | 353,940 | 447,184 | |
Outstanding at the end of period (in dollars per share) | $ 6.88 | $ 8.06 |
Stock Based Compensation and 76
Stock Based Compensation and Other Benefit Plans - Time-vested Restricted Stock (Details) | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Restricted stock [Member] | |
Outstanding at beginning of period (in shares) | shares | 595,535 |
Outstanding at beginning of period (in dollars per share) | $ / shares | $ 8.45 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | shares | 98,714 |
Estimated fair value at date of grant (in dollars per share) | $ / shares | $ 7.80 |
Vested (in shares) | shares | (521,379) |
Vested (in dollars per share) | $ / shares | $ 8.70 |
Forfeited (in shares) | shares | (4,156) |
Forfeited (in dollars per share) | $ / shares | $ 11.20 |
Outstanding at the end of period (in shares) | shares | 168,714 |
Outstanding at the end of period (in dollars per share) | $ / shares | $ 7.24 |
Restricted Stock Units (RSUs) [Member] | |
Outstanding at beginning of period (in shares) | shares | 2,183,029 |
Outstanding at beginning of period (in dollars per share) | $ / shares | $ 5.82 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | shares | 768,661 |
Estimated fair value at date of grant (in dollars per share) | $ / shares | $ 7.83 |
Vested (in shares) | shares | (815,289) |
Vested (in dollars per share) | $ / shares | $ 6.36 |
Forfeited (in shares) | shares | (145,764) |
Forfeited (in dollars per share) | $ / shares | $ 5.72 |
Outstanding at the end of period (in shares) | shares | 1,990,637 |
Outstanding at the end of period (in dollars per share) | $ / shares | $ 6.38 |
Segment and Related Informati77
Segment and Related Information (Details Textual) $ in Thousands | Nov. 01, 2015USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Sep. 30, 2016employee | Dec. 31, 2017USD ($)segments | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($)employee | Sep. 30, 2016employee |
Segment Reporting Information [Line Items] | |||||||||
Number of reportable segments | segments | 2 | ||||||||
Asset impairment charges | $ 0 | $ 12,523 | $ 75,508 | ||||||
Impairment of Long-Lived Assets Held-for-use | 4,286 | 2,625 | |||||||
Inventory write-downs | 4,075 | 2,163 | |||||||
Goodwill, impairment loss | 3,104 | 70,720 | |||||||
Impairments and other charges | $ 0 | 6,745 | $ 78,345 | ||||||
Fluids systems [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Asset impairment charges | $ 4,100 | 2,200 | |||||||
Inventory write-downs | 2,600 | ||||||||
Goodwill, impairment loss | 70,700 | ||||||||
Discontinued operations | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Number of reportable segments | segments | 2 | ||||||||
North America [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Restructuring and related cost, number of positions eliminated | employee | 190 | 436 | 626 | ||||||
Percentage of workforce reduction | 48.00% | ||||||||
Uruguay [Member] | Corporate office [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Asset write downs and litigation settlement | 14,800 | $ 80,500 | |||||||
Uruguay [Member] | Fluids systems [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Asset write downs and litigation settlement | 15,500 | 75,500 | |||||||
Impairment of Long-Lived Assets Held-for-use | 500 | ||||||||
Exit costs | $ 2,000 | $ 2,500 | |||||||
Asia Pacific [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Asset write downs and litigation settlement | $ 3,100 | ||||||||
Asset impairment charges | 6,900 | ||||||||
Impairment of Long-Lived Assets Held-for-use | $ 3,800 | ||||||||
Asia Pacific [Member] | Fluids systems [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Inventory write-downs | $ 2,600 | ||||||||
Cost of revenues [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Impairments and other charges | 8,100 | ||||||||
Cost of revenues [Member] | Uruguay [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Inventory write-downs | 4,500 | ||||||||
Exit costs | 4,000 | ||||||||
Composite mats (rental fleet) [Member] | Mats and integrated services [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Reduction In depreciation expense | $ 6,100 | ||||||||
Sonatrach [Member] | Customer concentration risk [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Concentration risk, percentage | 14.00% | ||||||||
Unfavorable regulatory action [Member] | Wage and hour litigation [Member] | Threatened litigation [Member] | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Litigation settlement | $ 700 | $ 5,000 |
Segment and Related Informati78
Segment and Related Information - Financial Information by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues | |||||||||||
Revenues | $ 747,763 | $ 471,496 | $ 676,865 | ||||||||
Depreciation and Amortization | |||||||||||
Depreciation and amortization | 39,757 | 37,955 | 43,917 | ||||||||
Operating Income (loss) | |||||||||||
Operating Income (loss) | $ 9,840 | $ 9,882 | $ 7,968 | $ 3,746 | $ (8,198) | $ (15,055) | $ (15,135) | $ (18,825) | 31,436 | (57,213) | (99,099) |
Segment Assets | |||||||||||
Assets | 902,716 | 798,183 | 902,716 | 798,183 | 848,893 | ||||||
Capital Expenditures | |||||||||||
Capital expenditures | 31,371 | 38,440 | 69,404 | ||||||||
Fluids systems [Member] | |||||||||||
Revenues | |||||||||||
Revenues | 615,803 | 395,461 | 581,136 | ||||||||
Depreciation and Amortization | |||||||||||
Depreciation and amortization | 21,566 | 20,746 | 22,108 | ||||||||
Operating Income (loss) | |||||||||||
Operating Income (loss) | 27,580 | (43,631) | (86,770) | ||||||||
Segment Assets | |||||||||||
Assets | 611,455 | 522,488 | 611,455 | 522,488 | 549,827 | ||||||
Capital Expenditures | |||||||||||
Capital expenditures | 17,589 | 32,310 | 40,533 | ||||||||
Mats and integrated services [Member] | |||||||||||
Revenues | |||||||||||
Revenues | 131,960 | 76,035 | 95,729 | ||||||||
Depreciation and Amortization | |||||||||||
Depreciation and amortization | 14,991 | 14,227 | 18,869 | ||||||||
Operating Income (loss) | |||||||||||
Operating Income (loss) | 40,491 | 14,741 | 24,949 | ||||||||
Segment Assets | |||||||||||
Assets | 260,931 | 164,515 | 260,931 | 164,515 | 172,415 | ||||||
Capital Expenditures | |||||||||||
Capital expenditures | 11,956 | 4,637 | 27,456 | ||||||||
Corporate Office [Member] | |||||||||||
Depreciation and Amortization | |||||||||||
Depreciation and amortization | 3,200 | 2,982 | 2,940 | ||||||||
Operating Income (loss) | |||||||||||
Operating Income (loss) | (36,635) | (28,323) | (37,278) | ||||||||
Segment Assets | |||||||||||
Assets | $ 30,330 | $ 111,180 | 30,330 | 111,180 | 126,651 | ||||||
Capital Expenditures | |||||||||||
Capital expenditures | 1,826 | 1,493 | 1,415 | ||||||||
Continuing operations [Member] | |||||||||||
Depreciation and Amortization | |||||||||||
Depreciation and amortization | $ 39,757 | $ 37,955 | $ 43,917 |
Segment and Related Informati79
Segment and Related Information - Employee Termination Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | ||
Severance costs | $ 4,572 | $ 8,163 |
Fluids systems [Member] | ||
Segment Reporting Information [Line Items] | ||
Severance costs | 4,125 | 7,218 |
Mats and integrated services [Member] | ||
Segment Reporting Information [Line Items] | ||
Severance costs | 285 | 717 |
Corporate [Member] | ||
Segment Reporting Information [Line Items] | ||
Severance costs | 162 | 228 |
Cost of revenues [Member] | ||
Segment Reporting Information [Line Items] | ||
Severance costs | 3,647 | 5,664 |
Selling, general and administrative expenses [Member] | ||
Segment Reporting Information [Line Items] | ||
Severance costs | $ 925 | $ 2,499 |
Segment and Related Informati80
Segment and Related Information - Financial Information by Geographical Area (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | $ 204,389 | $ 201,663 | $ 183,020 | $ 158,691 | $ 137,083 | $ 104,554 | $ 115,315 | $ 114,544 | $ 747,763 | $ 471,496 | $ 676,865 |
Long-Lived Assets | 392,926 | 333,496 | 392,926 | 333,496 | 340,694 | ||||||
United States [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 460,872 | 214,026 | 384,147 | ||||||||
Long-Lived Assets | 337,190 | 274,746 | 337,190 | 274,746 | 275,109 | ||||||
Canada [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 55,600 | 34,176 | 52,851 | ||||||||
Long-Lived Assets | 3,993 | 3,922 | 3,993 | 3,922 | 552 | ||||||
Algeria [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 87,975 | 80,936 | 65,272 | ||||||||
EMEA [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 102,247 | 96,654 | 109,252 | ||||||||
Long-Lived Assets | 46,269 | 48,047 | 46,269 | 48,047 | 50,759 | ||||||
Latin America [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 36,988 | 41,035 | 47,240 | ||||||||
Long-Lived Assets | 2,354 | 4,842 | 2,354 | 4,842 | 4,543 | ||||||
Asia Pacific [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 4,081 | 4,669 | 18,103 | ||||||||
Long-Lived Assets | $ 3,120 | $ 1,939 | $ 3,120 | $ 1,939 | $ 9,731 |
Supplemental Cash Flow and Ot81
Supplemental Cash Flow and Other Information (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Other Significant Noncash Transactions [Line Items] | |||
Accrual for capital expenditures | $ 2,700 | $ 2,000 | $ 3,900 |
Accrued liabilities | 68,248 | 31,152 | |
Accrued liabilities current [Member] | |||
Other Significant Noncash Transactions [Line Items] | |||
Accrued liabilities | 68,200 | 31,200 | |
Employee-related liabilities | 31,400 | $ 11,900 | |
Litigation settlement | $ 14,000 |
Supplemental Cash Flow and Ot82
Supplemental Cash Flow and Other Information - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Supplemental Cash Flow Elements [Abstract] | ||||
Cash and cash equivalents | $ 56,352 | $ 87,878 | $ 107,138 | |
Restricted cash included in other current assets | 9,108 | 7,421 | 17,485 | |
Cash, cash equivalents and restricted cash | $ 65,460 | $ 95,299 | $ 124,623 | $ 85,052 |
Supplemental Cash Flow and Ot83
Supplemental Cash Flow and Other Information - Impairments and Other Non-Cash Charges (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Supplemental Cash Flow Elements [Abstract] | |||
Goodwill and other intangible asset impairments | $ 3,104 | $ 70,720 | |
Property, plant and equipment impairments | 4,286 | 2,625 | |
Inventory write-downs | 4,075 | 2,163 | |
Write-off of debt issuance costs on termination of Credit Agreement | 1,058 | 0 | |
Impairments and other non-cash charges | $ 0 | $ 12,523 | $ 75,508 |
Discontinued Operations (Detail
Discontinued Operations (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Gain (loss) from disposal of discontinued operations, net of tax | $ (17,367) | $ 0 | $ 0 | |||
Environmental services [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Proceeds from divestiture of businesses | $ 100,000 | |||||
Proceeds from sale of a business | $ 89,800 | |||||
Gain (loss) from disposal of discontinued operations before income taxes | $ 34,000 | (22,000) | ||||
Gain (loss) from disposal of discontinued operations, net of tax | 22,100 | (17,400) | ||||
Proceeds from divestiture of businesses, increase (decrease) sales price | (22,000) | |||||
Ecoserv [Member] | Environmental services [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Escrow deposit | $ 8,000 | $ 8,000 | $ 8,000 | 8,000 | ||
Released 9 months from closing date | Ecoserv [Member] | Environmental services [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Escrow deposit | 4,000 | |||||
Released 18 months from closing date | Ecoserv [Member] | Environmental services [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Escrow deposit | $ 4,000 |
Discontinued Operations (Deta85
Discontinued Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |||
Loss from disposal of discontinued operations before income taxes | $ 21,983 | $ 0 | $ 0 |
Loss from disposal of discontinued operations, net of tax | $ 17,367 | $ 0 | $ 0 |
Commitments and Contingencies86
Commitments and Contingencies (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2014 | |
Loss Contingencies [Line Items] | ||||||
Guarantee obligations due to closure of bonds | $ 400,000 | $ 4,000,000 | ||||
Asset retirement obligation | $ 1,100,000 | 1,000,000 | ||||
Minimum [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Operating lease term | 1 year | |||||
Maximum [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Operating lease term | 9 years | |||||
Ecoserv [Member] | Environmental services [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Escrow deposit | $ 8,000,000 | $ 8,000,000 | $ 8,000,000 | |||
Ecoserv [Member] | Environmental services [Member] | Pending Litigation [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Sales price, damage model | 100,000,000 | |||||
Loss contingency, damages sought, value | 20,000,000 | |||||
Ecoserv [Member] | Environmental services [Member] | Settled litigation [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Litigation settlement, amount from other party | 22,000,000 | |||||
Released 9 months from closing date | Ecoserv [Member] | Environmental services [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Escrow deposit | 4,000,000 | |||||
Released 9 months from closing date | Ecoserv [Member] | Environmental services [Member] | Pending Litigation [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Escrow deposit | $ 4,000,000 | |||||
Released 18 months from closing date | Ecoserv [Member] | Environmental services [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Escrow deposit | $ 4,000,000 | |||||
Scenario, forecast [Member] | Ecoserv [Member] | Environmental services [Member] | Settled litigation [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Litigation settlement, awarded to other party | $ 14,000,000 | |||||
Letters of credit in favor of insurance company [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Operating leases, rent expense | 23,900,000 | 21,000,000 | $ 22,600,000 | |||
Other commitment | 2,200,000 | 3,000,000 | ||||
Health claims [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Threshold for claims to be insured by third party insurers | 250,000 | |||||
Accrued liabilities for uninsured portion of claims | 1,300,000 | 800,000 | ||||
Workers compensation auto and general liability claims [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Threshold for claims to be insured by third party insurers | 750,000 | |||||
Accrued liabilities for uninsured portion of claims | $ 2,500,000 | $ 1,900,000 |
Commitments and Contingencies -
Commitments and Contingencies - Future Minimum Payments Under Non-cancelable Operating Leases (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,018 | $ 13,318 |
2,019 | 6,877 |
2,020 | 4,611 |
2,021 | 3,764 |
2,022 | 3,251 |
Thereafter | 7,689 |
Operating Leases, Future Minimum Payments Due | $ 39,510 |
Supplemental Selected Quarter88
Supplemental Selected Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue | $ 204,389 | $ 201,663 | $ 183,020 | $ 158,691 | $ 137,083 | $ 104,554 | $ 115,315 | $ 114,544 | $ 747,763 | $ 471,496 | $ 676,865 |
Operating Income (loss) | 9,840 | 9,882 | 7,968 | 3,746 | (8,198) | (15,055) | (15,135) | (18,825) | 31,436 | (57,213) | (99,099) |
Income (loss) from continuing operations - basic | 7,917 | 2,653 | 1,632 | (983) | (57) | (13,451) | (13,904) | (13,300) | 11,219 | (40,712) | (90,828) |
Net income (loss) | $ (9,450) | $ 2,653 | $ 1,632 | $ (983) | $ (57) | $ (13,451) | $ (13,904) | $ (13,300) | $ (6,148) | $ (40,712) | $ (90,828) |
Income (loss) from continuing operations, basic (in dollars per share) | $ 0.09 | $ 0.03 | $ 0.02 | $ (0.01) | $ 0 | $ (0.16) | $ (0.17) | $ (0.16) | $ 0.13 | $ (0.49) | $ (1.10) |
Net income (loss), basic (in dollars per share) | (0.11) | 0.03 | 0.02 | (0.01) | 0 | (0.16) | (0.17) | (0.16) | (0.07) | (0.49) | (1.10) |
Income (loss) from continuing operations, diluted (in dollars per share) | 0.09 | 0.03 | 0.02 | (0.01) | 0 | (0.16) | (0.17) | (0.16) | 0.13 | (0.49) | (1.10) |
Net income (loss), diluted (in dollars per share) | $ (0.11) | $ 0.03 | $ 0.02 | $ (0.01) | $ 0 | $ (0.16) | $ (0.17) | $ (0.16) | $ (0.07) | $ (0.49) | $ (1.10) |
Supplemental Selected Quarter89
Supplemental Selected Quarterly Financial Data (Unaudited) (Details Textual) - USD ($) $ in Thousands | Nov. 01, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Loss Contingencies [Line Items] | ||||||||
Tax Cuts and Jobs Act of 2017, net tax benefit recognized | $ (3,400) | |||||||
Loss from disposal of discontinued operations, net of tax | $ (17,367) | $ 0 | $ 0 | |||||
Inventory write-downs | 4,075 | 2,163 | ||||||
Asset impairment charges | $ 0 | 12,523 | 75,508 | |||||
Impairment of property, plant and equipment | 4,286 | 2,625 | ||||||
Fluids systems [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Inventory write-downs | 2,600 | |||||||
Asset impairment charges | $ 4,100 | 2,200 | ||||||
Asia Pacific [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Asset impairment charges | $ 6,900 | |||||||
Impairment of property, plant and equipment | 3,800 | |||||||
Asset write downs and litigation settlement | $ 3,100 | |||||||
Asia Pacific [Member] | Fluids systems [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Inventory write-downs | $ 2,600 | |||||||
Uruguay [Member] | Fluids systems [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Exit costs | $ 2,000 | $ 2,500 | ||||||
Impairment of property, plant and equipment | 500 | |||||||
Asset write downs and litigation settlement | $ 15,500 | $ 75,500 |