Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | May 10, 2022 | |
Document And Entity Information | ||
Document Type | 10-Q | |
Document Transition Report | false | |
Document Quarterly Report | true | |
Entity File Number | 001-33404 | |
Document Period End Date | Mar. 31, 2022 | |
Entity Registrant Name | WESTWATER RESOURCES, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 75-2212772 | |
Entity Address, Address Line One | 6950 S. Potomac Street, Suite 300 | |
Entity Address, City or Town | Centennial | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80112 | |
City Area Code | 303 | |
Local Phone Number | 531-0516 | |
Title of 12(b) Security | Common Stock, $0.001 par value | |
Trading Symbol | WWR | |
Security Exchange Name | NYSEAMER | |
Entity's Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 47,193,702 | |
Entity Central Index Key | 0000839470 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current Assets: | ||
Cash and cash equivalents | $ 115,993 | $ 115,293 |
Prepaid and other current assets | 733 | 320 |
Total Current Assets | 116,726 | 115,613 |
Property, plant and equipment, at cost: | ||
Property, plant and equipment | 31,799 | 14,593 |
Less accumulated depreciation | (136) | (114) |
Net property, plant and equipment | 31,663 | 14,479 |
Operating lease right-of-use assets | 192 | 226 |
Other long-term assets | 2,665 | |
Total Assets | 148,581 | 132,983 |
Current Liabilities: | ||
Accounts payable | 6,201 | 3,043 |
Accrued liabilities | 1,823 | 2,129 |
Operating lease liability - current | 152 | 152 |
Total Current Liabilities | 8,176 | 5,324 |
Operating lease liability, net of current | 48 | 83 |
Other long-term liabilities | 1,378 | 1,378 |
Total Liabilities | 9,602 | 6,785 |
Commitments and Contingencies (see note 7) | ||
Stockholders' Equity: | ||
Common stock, 100,000,000 shares authorized, $.001 par value; Issued shares - 42,817,584 and 35,279,724 respectively Outstanding shares - 42,817,423 and 35,279,563 respectively | 43 | 35 |
Paid-in capital | 484,160 | 468,578 |
Accumulated deficit | (344,966) | (342,157) |
Less: Treasury stock (161 shares), at cost | (258) | (258) |
Total Stockholders' Equity | 138,979 | 126,198 |
Total Liabilities and Stockholders' Equity | $ 148,581 | $ 132,983 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares issued | 42,817,584 | 35,279,724 |
Common stock, shares outstanding | 42,817,423 | 35,279,563 |
Treasury stock, shares | 161 | 161 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating Expenses: | ||
Product development expenses | $ (233) | $ (1,823) |
Exploration expenses | (208) | (145) |
General and administrative expenses | (2,211) | (2,084) |
Arbitration costs | (142) | (1,532) |
Depreciation and amortization | (22) | (1) |
Total operating expenses | (2,816) | (5,585) |
Non-Operating Income: | ||
Unrealized gain on equity securities | 193 | |
Other income | 7 | 2 |
Total other income | 7 | 195 |
Net Loss | $ (2,809) | $ (5,390) |
BASIC AND DILUTED LOSS PER SHARE | ||
LOSS PER SHARE, BASIC | $ (0.08) | $ (0.19) |
LOSS PER SHARE, DILUTED | $ (0.08) | $ (0.19) |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING, BASIC | 36,757,352 | 28,597,938 |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING, DILUTED | 36,757,352 | 28,597,938 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating Activities: | ||
Net loss | $ (2,809) | $ (5,390) |
Reconciliation of net loss to cash used in operations: | ||
Non-cash lease expense | (1) | |
Depreciation and amortization | 22 | 1 |
Stock compensation expense | 66 | 91 |
Unrealized gain on equity securities | (193) | |
Effect of changes in operating working capital items: | ||
Increase in prepaids and other assets | (413) | (328) |
Increase in payables and accrued liabilities | 434 | 969 |
Net Cash Used In Operating Activities | (2,701) | (4,850) |
Cash Flows From Investing Activities: | ||
Proceeds from PPP loan escrow | 333 | |
Capital expenditures | (12,123) | |
Net Cash (Used In)/Provided By Investing Activities | (12,123) | 333 |
Cash Flows From Financing Activities: | ||
Issuance of common stock, net | 15,556 | 72,203 |
Payment of minimum withholding taxes on net share settlements of equity awards | (32) | (150) |
Net Cash Provided By Financing Activities | 15,524 | 72,053 |
Net increase in Cash, Cash Equivalents and Restricted Cash | 700 | 67,536 |
Cash, Cash Equivalents and Restricted Cash, Beginning of Period | 115,293 | 50,325 |
Cash, Cash Equivalents and Restricted Cash, End of Period | 115,993 | $ 117,861 |
Supplemental Non-Cash Information with Respect to Investing and Financing Activities: | ||
Accrued capital expenditures (at end of period) | 3,200 | |
Total Non-Cash Investing and Financing Activities for the Period | $ 3,200 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock | Paid-In Capital | Accumulated Deficit | Treasury Stock | Total |
Balance at Dec. 31, 2020 | $ 19 | $ 383,723 | $ (326,013) | $ (258) | $ 57,471 |
Balance, shares at Dec. 31, 2020 | 19,172,020 | ||||
Net loss | (5,390) | (5,390) | |||
Common stock issued, net of issuance costs | $ 13 | 72,190 | 72,203 | ||
Common stock issued, net of issuance costs (in shares) | 13,107,270 | ||||
Stock compensation expense and related share issuances, net of shares withheld for payment of taxes | 91 | 91 | |||
Stock compensation expense and related share issuances, net of shares withheld for payment of taxes (in shares) | 57,186 | ||||
Minimum withholding taxes on net share settlements of equity awards | (150) | (150) | |||
Balance at Mar. 31, 2021 | $ 32 | 455,854 | (331,403) | (258) | 124,225 |
Balance, shares at Mar. 31, 2021 | 32,336,476 | ||||
Balance at Dec. 31, 2021 | $ 35 | 468,578 | (342,157) | (258) | 126,198 |
Balance, shares at Dec. 31, 2021 | 35,279,724 | ||||
Net loss | (2,809) | (2,809) | |||
Common stock issued, net of issuance costs | $ 8 | 15,548 | 15,556 | ||
Common stock issued, net of issuance costs (in shares) | 7,446,087 | ||||
Stock compensation expense and related share issuances, net of shares withheld for payment of taxes | 66 | 66 | |||
Stock compensation expense and related share issuances, net of shares withheld for payment of taxes (in shares) | 91,773 | ||||
Minimum withholding taxes on net share settlements of equity awards | (32) | (32) | |||
Balance at Mar. 31, 2022 | $ 43 | $ 484,160 | $ (344,966) | $ (258) | $ 138,979 |
Balance, shares at Mar. 31, 2022 | 42,817,584 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2022 | |
BASIS OF PRESENTATION | |
BASIS OF PRESENTATION | 1. BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements for Westwater Resources, Inc. have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The accompanying statements should be read in conjunction with the audited financial statements included in Westwater Resources, Inc.’s Annual Report. In the opinion of management, all adjustments (which are of a normal, recurring nature) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2022 are not necessarily indicative of the results that may be expected for any other period including the full year ending December 31, 2022. Significant Accounting Policies Our significant accounting policies are detailed in Note 1, Summary of Significant Accounting Policies Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, “Measurement of Credit Losses on Financial Instruments”. ASU 2016-13 will change how companies account for credit losses for most financial assets and certain other instruments. For trade receivables, loans and held-to-maturity debt securities, companies will be required to estimate lifetime expected credit losses and recognize an allowance against the related instruments. For available for sale debt securities, companies will be required to recognize an allowance for credit losses rather than reducing the carrying value of the asset. The adoption of this update, if applicable, will result in earlier recognition of losses and impairments. ASU 2016-13 will be effective for interim and annual periods beginning after December 15, 2022. In November 2018, the FASB issued ASU 2018-19, “Codification Improvements to ASC 326, Financial Instruments – Credit Losses.” ASU 2016-13 introduced an expected credit loss methodology for the impairment of financial assets measured at amortized cost basis. That methodology replaces the probable, incurred loss model for those assets. ASU 2018-19 is the final version of Proposed Accounting Standards Update 2018-270, which has been deleted. Additionally, the amendments clarify that receivables arising from operating leases are not within the scope of Subtopic 326-20. Instead, impairment of receivables arising from operating leases should be accounted for in accordance with ASC 842, Leases. ASU 2018-19 will be effective for interim and annual periods beginning after December 15, 2022. The Company is currently evaluating ASU 2016-13 and ASU 2018-19 for the potential impact of adopting this guidance on its financial reporting. |
LIQUIDITY
LIQUIDITY | 3 Months Ended |
Mar. 31, 2022 | |
LIQUIDITY | |
LIQUIDITY | 2. LIQUIDITY The Company last recorded revenues from operations in 2009. Since 2009, the Company has relied on equity financings, debt financings and asset sales to fund its operations. The Company expects to rely on debt and equity financings to fund its operations for the foreseeable future. During the first three months of 2022, the Company continued construction activities related to the Kellyton Graphite Plant and began civil and earthwork in March 2022, with expected completion in the second quarter of 2023. The Company also continued its exploration project to investigate the size and extent of both graphite and vanadium mineral concentrations at the Coosa Graphite Deposit. Drilling was completed in April 2022 and the Company expects to complete a technical study by the end of the year. On March 31, 2022, the Company’s cash balance was approximately $116.0 million. During the three months ended March 31, 2022, the Company sold 7.4 million shares of common stock for net proceeds of $15.6 million pursuant to the ATM Offering Agreement (see Note 4). Subsequent to March 31, 2022, and through the date of this release, the Company has sold another 4.4 million shares of common stock for additional net proceeds of $9.0 million pursuant to the ATM Offering Agreement. Management believes the Company’s current cash balance is sufficient to fund its planned non-discretionary expenditures through 2022. The Company has in place the ATM Offering Agreement and the 2020 Lincoln Park PA, which could be used to support construction of Phase I of the Kellyton Graphite Plant. While the Company has been successful in the past in raising funds through equity and debt financings as well as through the sale of non-core assets, no assurance can be given that additional financing will be available in amounts sufficient to meet its needs, or on terms acceptable to the Company. Stock price volatility and uncertain economic conditions caused in part by the COVID-19 pandemic and the emergence of variant strains of the virus could significantly impact the Company’s ability to raise funds through equity financing. Market conditions, including but not limited to, inflation, labor shortages and supply chain disruptions could adversely impact the planned cost of Phase I of the Kellyton Graphite Plant. Along with evaluating the continued use of the ATM Offering Agreement and the 2020 Lincoln Park PA, the Company is considering other forms of project financing to fund the construction of the Kellyton Graphite Plant, including both Phase I and Phase II. The alternative sources of project financing could include, but are not limited to, project debt, convertible debt, government loans or grants, or pursuing a partnership or joint venture. In the event funds are not available under the Company’s financing facilities or alternative financing arrangements to fund the construction of Phase I of the Kellyton Graphite Plant in 2023, the Company expects to be able to fund its non-discretionary expenditures, however, the Company may be required to change its planned business development strategies. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 3 Months Ended |
Mar. 31, 2022 | |
PROPERTY, PLANT AND EQUIPMENT. | |
PROPERTY, PLANT AND EQUIPMENT | 3. PROPERTY, PLANT AND EQUIPMENT Net Book Value of Property Plant and Equipment at March 31, 2022 (thousands of dollars) Alabama Corporate Total Mineral rights and properties $ 8,972 $ — $ 8,972 Other property, plant and equipment 4,525 28 4,553 Construction in progress 18,138 — 18,138 Total $ 31,635 $ 28 $ 31,663 Net Book Value of Property Plant and Equipment at December 31, 2021 (thousands of dollars) Alabama Corporate Total Mineral rights and properties $ 8,972 $ — $ 8,972 Other property, plant and equipment 4,462 28 4,490 Construction in progress 1,017 — 1,017 Total $ 14,451 $ 28 $ 14,479 Construction in Progress Construction in progress represents assets that are not ready for service or are in the construction stage. Assets are depreciated once they are placed in service. Impairment of Property, Plant and Equipment The Company reviews and evaluates its long-lived assets for impairment on an annual basis or more frequently when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. For the three months ended March 31, 2022 and March 31, 2021, no events or changes in circumstance are believed to have impacted recoverability of the Company’s long-lived assets. Accordingly, it was determined that no interim impairment was necessary. |
COMMON STOCK
COMMON STOCK | 3 Months Ended |
Mar. 31, 2022 | |
COMMON STOCK | |
COMMON STOCK | 4. COMMON STOCK Common Stock Issued, Net of Issuance Costs December 2020 Purchase Agreement with Lincoln Park Capital Fund, LLC On December 4, 2020, the Company entered into the 2020 Lincoln Park PA Purchase Agreement with Lincoln Park to place up to $100.0 million in the aggregate of the Company's common stock on an ongoing basis over a term of 36 months. The Company controls the timing and amount of any sales to Lincoln Park, and Lincoln Park is obligated to make purchases in accordance with the December 2020 PA. Any common stock that is sold to Lincoln Park will occur at a purchase price that is based on an agreed upon fixed discount to the Company's prevailing market prices at the time of each sale and with no upper limits to the price Lincoln Park may pay to purchase common stock. The agreement may be terminated by the Company at any time, in its sole discretion, without any additional cost or penalty. The December 2020 PA specifically provides that the Company may not issue or sell any shares of its common stock under the agreement if such issuance or sale would breach any applicable rules of the NYSE American Stock Exchange (“NYSE American”). In particular, NYSE American General Rule 713(a) provides that the Company may not issue or sell more than 19.99% of the number of shares of the Company’s common stock that were outstanding immediately prior to the execution of the December 2020 PA unless (i) shareholder approval is obtained or (ii) the average price of all applicable sales of common stock to Lincoln Park under the December 2020 PA, equals or exceeds $6.15. The Company held its 2021 Annual Shareholders Meeting on May 21, 2021 and obtained shareholder approval for the issuance of more than 19.99% of the shares of the Company’s common stock outstanding under the December 2020 PA. Lincoln Park has no right to require the Company to sell any shares of common stock to Lincoln Park, but Lincoln Park is obligated to make purchases as the Company directs, subject to certain conditions. In all instances, the Company may not sell shares of its common stock to Lincoln Park under the 2020 Lincoln Park PA if it would result in Lincoln Park beneficially owning more than 9.99% of its common stock at any one point in time. Controlled Equity Offering Sales Agreement with Cantor Fitzgerald & Co. On April 14, 2017, the Company entered into the ATM Offering Agreement with Cantor acting as the sales agent. Under the ATM Offering Agreement, the Company may from time to time sell shares of its common stock in “at-the-market” offerings. The Company pays Cantor a commission of up to 2.5% of the gross proceeds from the sale of any shares pursuant to the ATM Offering Agreement. During the three months ended March 31, 2022, the Company sold 7.4 million shares of common stock for net proceeds of $15.6 million pursuant to the ATM Offering Agreement. The Company sold 9.3 million shares of common stock for net proceeds of $47.3 million pursuant to the ATM Offering Agreement for the three months ended March 31, 2021. As of March 31, 2022, the Company has received total gross proceeds of $18.4 million since inception under the ATM Offering Agreement, pursuant to a prospectus supplement for a total of $50 million in aggregate sales, filed on August 20, 2021, and in accordance with Rule 424(b)(5) as a takedown off the Company’s shelf registration statement on Form S-3, which was declared effective by the Commission on July 8, 2021. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2022 | |
STOCK-BASED COMPENSATION | |
STOCK-BASED COMPENSATION | 5. STOCK-BASED COMPENSATION Stock-based compensation awards consist of stock options, restricted stock units and bonus shares issued under the Company’s equity incentive plans which include the 2013 Omnibus Incentive Plan (the “2013 Plan”) and the Amended and Restated 2004 Directors’ Stock Option and Restricted Stock Plan (the “2004 Directors’ Plan”). Upon approval of the 2013 Plan by the Company’s stockholders on June 4, 2013, the Company’s authority to grant new awards under all plans other than the 2013 Plan was terminated. On July 18, 2017, April 18, 2019, April 28, 2020, and May 21, 2021, the Company’s stockholders approved amendments to the 2013 Plan to increase the authorized number of shares of common stock available and reserved for issuance under the 2013 Plan by 20,000, 66,000, 350,000, and 1,500,000 shares, respectively, and in 2017 re-approved the material terms of the performance goals under the plan. Under the 2013 Plan, the Company may grant awards of stock options, stock appreciation rights, restricted stock awards, restricted stock units (“RSUs”), unrestricted stock, dividend equivalent rights, performance shares and other performance-based awards, other equity-based awards and cash bonus awards to eligible persons. Equity awards under the 2013 Plan are granted from time to time at the discretion of the Compensation Committee of the Board (the “Committee”), with vesting periods and other terms as determined by the Committee with a maximum term of 10 years. The 2013 Plan is administered by the Committee, which can delegate the administration to the Board, other committees or to such other officers and employees of the Company as designated by the Committee and permitted by the 2013 Plan. As of March 31, 2022, 1,268,108 shares were available for future issuances under the 2013 Plan. For the three months ended March 31, 2022 and 2021, the Company recorded stock-based compensation expense of $0.1 million and $0.1 million, respectively. Stock compensation expense is recorded in general and administrative expenses. Stock Options Stock options are valued using the Black-Scholes option pricing model on the date of grant. The Company accounts for forfeitures upon occurrence. The following tables summarize stock options outstanding and changes for the three months ended March 31, 2022 and 2021: March 31, 2022 March 31, 2021 Weighted Weighted Number of Average Number of Average Stock Exercise Stock Exercise Options Price Options Price Stock options outstanding at beginning of period 277,576 $ 6.18 185,054 $ 7.99 Granted — — — — Expired — — (800) 71.63 Stock options outstanding at end of period 277,576 6.18 184,254 7.72 Stock options exercisable at end of period 183,054 $ 7.35 34,453 $ 32.40 The weighted average remaining term for stock options outstanding as of March 31, 2022, is approximately 8.3 years. The following table summarizes stock options outstanding and exercisable by stock option plan at March 31, 2022: Outstanding Stock Options Exercisable Stock Options Number of Weighted Number of Weighted Outstanding Average Stock Options Average Stock Option Plan Stock Options Exercise Price Exercisable Exercise Price 2004 Plan 92 $ 1,638.00 92 $ 1,638.00 2004 Directors’ Plan 3 10,380.00 3 10,380.00 2013 Plan 277,481 5.53 182,959 6.36 277,576 $ 6.18 183,054 $ 7.35 Restricted Stock Units Time-based and performance-based RSUs are valued using the closing share price of the Company’s common stock on the date of grant. The final number of shares issued under performance-based RSUs is generally based on the Company’s prior year performance as determined by the Committee at each vesting date, and the valuation of such awards assumes full satisfaction of all performance criteria. The following table summarizes RSU activity for the three months ended March 31, 2022 and 2021: March 31, March 31, 2022 2021 Weighted- Weighted- Average Average Number of Grant Date Number of Grant Date RSUs Fair Value RSUs Fair Value Unvested RSUs at beginning of period 385,004 $ 3.18 236,403 $ 2.10 Granted 91,241 1.97 — — Forfeited/Expired (122,692) 3.09 — — Vested (105,793) 2.97 (78,801) 2.10 Unvested RSUs at end of period 247,760 $ 2.87 157,602 $ 2.10 As of March 31, 2022, the Company had $0.3 million of unrecognized compensation costs related to non-vested restricted stock units that will be recognized over a period of approximately 2 years. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2022 | |
EARNINGS PER SHARE | |
EARNINGS PER SHARE | 6. EARNINGS PER SHARE Basic and diluted loss per common share have been calculated based on the weighted-average shares outstanding during the period. Additionally, potentially dilutive shares of 525,336 were excluded from the calculation of earnings per share because the effect on the basic income per share would be anti-dilutive, as the Company had a net loss for the three months ended March 31, 2022. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2022 | |
COMMITMENTS AND CONTINGENCIES. | |
COMMITMENTS AND CONTINGENCIES | 7. COMMITMENTS AND CONTINGENCIES Future operations on the Company’s properties are subject to federal and state regulations for the protection of the environment, including air and water quality. The Company evaluates the status of current environmental laws and their potential impact on current operating costs and accrual for future costs. The Company believes its operations are materially compliant with current environmental regulations. At any given time, the Company may enter into negotiations to settle outstanding legal proceedings and any resulting accruals will be estimated based on the relevant facts and circumstances applicable at that time. We do not expect that such settlements will, individually or in the aggregate, have a material effect on our financial position, results of operations or cash flows. |
LEASES
LEASES | 3 Months Ended |
Mar. 31, 2022 | |
LEASES | |
LEASES | 8. LEASES The Company’s lease portfolio consists of operating leases for corporate offices, storage space and equipment. The leases have remaining lease terms of 0.5 years to 1.3 years, one of which includes an option to extend The Company is party to several leases that have terms that are less than a year in length. These include leases for land used in exploration activities, office equipment, machinery, office space, storage and other. The Company has elected the short-term lease exemption allowed under the new leasing standards, whereby leases with initial terms of one year or less are not capitalized and instead expensed on a straight-line basis over the lease term. In addition, the Company holds several leases related to mineral exploration and production to which it has not applied the new leasing standard. Leases to explore or use minerals and similar nonregenerative resources are specifically excluded by ASC 842, “Leases.” The right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Right-of-use assets and lease liabilities were recognized at the commencement date of the lease based on the present value of lease payments over the lease term using a discount rate of 9.5%. This rate is the Company’s estimated incremental borrowing rate at the lease commencement date. The components of lease expense are as follows: For the Three Months Ended March 31, (thousands of dollars) 2022 2021 Operating lease cost $ 38 $ 38 Supplemental cash flow information related to the Company’s operating leases is as follows: For the Three Months Ended March 31, (thousands of dollars) 2022 2021 Cash paid for amounts included in lease liabilities: Operating cash flows from operating leases $ 39 $ 39 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 192 $ 322 Supplemental balance sheet information related to the Company’s operating leases is as follows: March 31, December 31, (thousands of dollars) 2022 2021 Operating Leases Operating lease right-of-use assets $ 192 $ 226 Current portion of lease liabilities 152 152 Operating lease liabilities – long term portion 48 83 Total operating lease liabilities $ 200 $ 235 Weighted-average remaining lease term and discount rate for the Company’s operating leases are as follows: For the Three Months Ended March 31, 2022 2021 Weighted Average Remaining Lease Term (in years) 1.3 2.6 Discount Rate 9.5 % 9.5 % Maturities of lease liabilities for the Company’s operating leases are as follows: Lease payments by year March 31, (in thousands) 2022 2022 (remainder of year) $ 119 2023 92 2024 — Total lease payments 211 Less imputed interest (11) Total $ 200 As of March 31, 2022, the Company has $0.2 million in right-of-use assets and $0.2 million in related lease liabilities ($0.2 million of which is current). The most significant operating lease is for the Company’s corporate office in Centennial, Colorado, with $0.2 million remaining in undiscounted cash payments through the end of the lease term in 2023. The total undiscounted cash payments remaining on operating leases through the end of their respective terms is $0.2 million. |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
BASIS OF PRESENTATION | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, “Measurement of Credit Losses on Financial Instruments”. ASU 2016-13 will change how companies account for credit losses for most financial assets and certain other instruments. For trade receivables, loans and held-to-maturity debt securities, companies will be required to estimate lifetime expected credit losses and recognize an allowance against the related instruments. For available for sale debt securities, companies will be required to recognize an allowance for credit losses rather than reducing the carrying value of the asset. The adoption of this update, if applicable, will result in earlier recognition of losses and impairments. ASU 2016-13 will be effective for interim and annual periods beginning after December 15, 2022. In November 2018, the FASB issued ASU 2018-19, “Codification Improvements to ASC 326, Financial Instruments – Credit Losses.” ASU 2016-13 introduced an expected credit loss methodology for the impairment of financial assets measured at amortized cost basis. That methodology replaces the probable, incurred loss model for those assets. ASU 2018-19 is the final version of Proposed Accounting Standards Update 2018-270, which has been deleted. Additionally, the amendments clarify that receivables arising from operating leases are not within the scope of Subtopic 326-20. Instead, impairment of receivables arising from operating leases should be accounted for in accordance with ASC 842, Leases. ASU 2018-19 will be effective for interim and annual periods beginning after December 15, 2022. The Company is currently evaluating ASU 2016-13 and ASU 2018-19 for the potential impact of adopting this guidance on its financial reporting. |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
PROPERTY, PLANT AND EQUIPMENT. | |
Net Book Value of Property, Plant and Equipment | Net Book Value of Property Plant and Equipment at March 31, 2022 (thousands of dollars) Alabama Corporate Total Mineral rights and properties $ 8,972 $ — $ 8,972 Other property, plant and equipment 4,525 28 4,553 Construction in progress 18,138 — 18,138 Total $ 31,635 $ 28 $ 31,663 Net Book Value of Property Plant and Equipment at December 31, 2021 (thousands of dollars) Alabama Corporate Total Mineral rights and properties $ 8,972 $ — $ 8,972 Other property, plant and equipment 4,462 28 4,490 Construction in progress 1,017 — 1,017 Total $ 14,451 $ 28 $ 14,479 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
STOCK-BASED COMPENSATION | |
Summary of Stock Options Outstanding | March 31, 2022 March 31, 2021 Weighted Weighted Number of Average Number of Average Stock Exercise Stock Exercise Options Price Options Price Stock options outstanding at beginning of period 277,576 $ 6.18 185,054 $ 7.99 Granted — — — — Expired — — (800) 71.63 Stock options outstanding at end of period 277,576 6.18 184,254 7.72 Stock options exercisable at end of period 183,054 $ 7.35 34,453 $ 32.40 |
Summary of Stock Options Outstanding and Exercisable by Stock Option Plan | Outstanding Stock Options Exercisable Stock Options Number of Weighted Number of Weighted Outstanding Average Stock Options Average Stock Option Plan Stock Options Exercise Price Exercisable Exercise Price 2004 Plan 92 $ 1,638.00 92 $ 1,638.00 2004 Directors’ Plan 3 10,380.00 3 10,380.00 2013 Plan 277,481 5.53 182,959 6.36 277,576 $ 6.18 183,054 $ 7.35 |
Summary of RSU Activity | March 31, March 31, 2022 2021 Weighted- Weighted- Average Average Number of Grant Date Number of Grant Date RSUs Fair Value RSUs Fair Value Unvested RSUs at beginning of period 385,004 $ 3.18 236,403 $ 2.10 Granted 91,241 1.97 — — Forfeited/Expired (122,692) 3.09 — — Vested (105,793) 2.97 (78,801) 2.10 Unvested RSUs at end of period 247,760 $ 2.87 157,602 $ 2.10 |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
LEASES | |
Schedule of Components of lease expense | For the Three Months Ended March 31, (thousands of dollars) 2022 2021 Operating lease cost $ 38 $ 38 |
Schedule of Supplemental Cash Flow Information Related to Leases | For the Three Months Ended March 31, (thousands of dollars) 2022 2021 Cash paid for amounts included in lease liabilities: Operating cash flows from operating leases $ 39 $ 39 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 192 $ 322 |
Schedule of Supplemental Balance Sheet Information Relating to Leases | March 31, December 31, (thousands of dollars) 2022 2021 Operating Leases Operating lease right-of-use assets $ 192 $ 226 Current portion of lease liabilities 152 152 Operating lease liabilities – long term portion 48 83 Total operating lease liabilities $ 200 $ 235 |
Schedule of Weighted-average Remaining Lease Term and Discount Rate for Operating Leases | For the Three Months Ended March 31, 2022 2021 Weighted Average Remaining Lease Term (in years) 1.3 2.6 Discount Rate 9.5 % 9.5 % |
Schedule of Maturities of Lease Liabilities for Operating Leases | Lease payments by year March 31, (in thousands) 2022 2022 (remainder of year) $ 119 2023 92 2024 — Total lease payments 211 Less imputed interest (11) Total $ 200 |
LIQUIDITY (Details)
LIQUIDITY (Details) - USD ($) $ in Thousands, shares in Millions | Apr. 01, 2022 | Aug. 20, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Cash balances | $ 115,993 | $ 115,293 | |||
Issuance of common stock, net | $ 15,556 | $ 72,203 | |||
2020 Lincoln Park PA | |||||
Number of common stock issued | 3.8 | ||||
Issuance of common stock, net | $ 24,900 | ||||
ATM Offering Agreement | |||||
Number of common stock issued | 7.4 | 9.3 | |||
Issuance of common stock, net | $ 50,000 | $ 15,600 | $ 47,300 | ||
ATM Offering Agreement | Subsequent Event | |||||
Number of common stock issued | 4.4 | ||||
Issuance of common stock, net | $ 9,000 |
PROPERTY, PLANT AND EQUIPMENT -
PROPERTY, PLANT AND EQUIPMENT - Net Book Value of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Total Property, Plant and Equipment | $ 31,663 | $ 14,479 |
Mineral rights and properties | ||
Property, Plant and Equipment [Line Items] | ||
Total Property, Plant and Equipment | 8,972 | 8,972 |
Other property, plant and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total Property, Plant and Equipment | 4,553 | 4,490 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total Property, Plant and Equipment | 18,138 | 1,017 |
Alabama | ||
Property, Plant and Equipment [Line Items] | ||
Total Property, Plant and Equipment | 31,635 | 14,451 |
Alabama | Mineral rights and properties | ||
Property, Plant and Equipment [Line Items] | ||
Total Property, Plant and Equipment | 8,972 | 8,972 |
Alabama | Other property, plant and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total Property, Plant and Equipment | 4,525 | 4,462 |
Alabama | Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total Property, Plant and Equipment | 18,138 | 1,017 |
Corporate | ||
Property, Plant and Equipment [Line Items] | ||
Total Property, Plant and Equipment | 28 | 28 |
Corporate | Other property, plant and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total Property, Plant and Equipment | $ 28 | $ 28 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT - Construction in Progress & Impairment of Property, Plant and Equipment (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Property, Plant and Equipment [Line Items] | |
Impairment | $ 0 |
Construction in progress | |
Property, Plant and Equipment [Line Items] | |
Cash deposits | $ 2,700 |
COMMON STOCK - Common Stock Iss
COMMON STOCK - Common Stock Issued, Net of Issuance Costs (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | Aug. 20, 2021 | Dec. 04, 2020 | Apr. 14, 2017 | Mar. 31, 2022 | Mar. 31, 2021 |
Net proceeds from common stock | $ 15,556 | $ 72,203 | |||
2020 Lincoln Park PA | |||||
Maximum aggregate offering price | $ 100,000 | ||||
Period for financing from common stock | 36 months | ||||
Number of common stock issued | 3.8 | ||||
Net proceeds from common stock | $ 24,900 | ||||
Threshold average sale price per share of common stock | $ 6.15 | ||||
2020 Purchase Agreement with Lincoln Park | Maximum | |||||
Percentage of common stock issuable | 19.99% | ||||
2020 Purchase Agreement with Lincoln Park | Lincoln Park | |||||
Minimum percentage considered for not to sale common stock | 9.99% | ||||
ATM Offering Agreement | |||||
Number of common stock issued | 7.4 | 9.3 | |||
Net proceeds from common stock | $ 50,000 | $ 15,600 | $ 47,300 | ||
Gross proceeds from issuance of common stock | $ 18,400 | ||||
ATM Offering Agreement | Cantor Fitzgerald & Co | Maximum | |||||
Sales commission percentage | 2.50% |
STOCK-BASED COMPENSATION - Narr
STOCK-BASED COMPENSATION - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |||||
Mar. 31, 2022 | Mar. 31, 2021 | May 21, 2021 | Apr. 28, 2020 | Apr. 18, 2019 | Jul. 18, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted average remaining term for stock options outstanding | 8 years 3 months 18 days | |||||
Unrecognized compensation costs related to non-vested stock options | $ 0.1 | |||||
Unrecognized compensation costs related to non-vested stock options, period recognized | 3 months | |||||
Restricted Stock Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation costs related to non-vested stock options, period recognized | 2 years | |||||
Unrecognized compensation costs related to non-vested stock units, period recognized | $ 0.3 | |||||
2013 Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of common stock shares reserved for future issuance | 1,268,108 | |||||
Stock-based compensation expense | $ 0.1 | $ 0.1 | ||||
2013 Plan | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of common stock shares reserved for future issuance | 1,500,000 | 350,000 | 66,000 | 20,000 | ||
Stock option vesting period | 10 years |
STOCK-BASED COMPENSATION - Summ
STOCK-BASED COMPENSATION - Summary of Stock Options Outstanding (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
STOCK-BASED COMPENSATION | ||
Number of stock options outstanding, Beginning of period | 277,576 | 185,054 |
Number of stock options outstanding, Granted | 0 | 0 |
Number of stock options outstanding, Expired | 0 | (800) |
Number of stock options outstanding, End of period | 277,576 | 184,254 |
Number of stock options Exercisable, End of period | 183,054 | 34,453 |
Weighted average exercise price, Beginning of period | $ 6.18 | $ 7.99 |
Weighted average exercise price, Granted | 0 | 0 |
Weighted average exercise price, Expired | 0 | 71.63 |
Weighted average exercise price, End of period | 6.18 | 7.72 |
Weighted average exercise price Exercisable, End of period | $ 7.35 | $ 32.40 |
STOCK-BASED COMPENSATION - Su_2
STOCK-BASED COMPENSATION - Summary of Stock Options Outstanding and Exercisable by Stock Option Plan (Details) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Outstanding Stock Options, Number of Outstanding Stock Options | 277,576 | 277,576 | 184,254 | 185,054 |
Outstanding Stock Options, Weighted Average Exercise Price | $ 6.18 | $ 6.18 | $ 7.72 | $ 7.99 |
Exercisable Stock Options, Number of Exercisable Stock Options | 183,054 | 34,453 | ||
Exercisable Stock Options, Weighted Average Exercise Price | $ 7.35 | $ 32.40 | ||
2004 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Outstanding Stock Options, Number of Outstanding Stock Options | 92 | |||
Outstanding Stock Options, Weighted Average Exercise Price | $ 1,638 | |||
Exercisable Stock Options, Number of Exercisable Stock Options | 92 | |||
Exercisable Stock Options, Weighted Average Exercise Price | $ 1,638 | |||
2004 Directors Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Outstanding Stock Options, Number of Outstanding Stock Options | 3 | |||
Outstanding Stock Options, Weighted Average Exercise Price | $ 10,380 | |||
Exercisable Stock Options, Number of Exercisable Stock Options | 3 | |||
Exercisable Stock Options, Weighted Average Exercise Price | $ 10,380 | |||
2013 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Outstanding Stock Options, Number of Outstanding Stock Options | 277,481 | |||
Outstanding Stock Options, Weighted Average Exercise Price | $ 5.53 | |||
Exercisable Stock Options, Number of Exercisable Stock Options | 182,959 | |||
Exercisable Stock Options, Weighted Average Exercise Price | $ 6.36 |
STOCK-BASED COMPENSATION - Su_3
STOCK-BASED COMPENSATION - Summary of RSU Activity (Details) - Restricted Stock Units - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of RSUs, Unvested beginning of period | 385,004 | 236,403 |
Number of RSUs, Granted | 91,241 | 0 |
Number of RSUs, Forfeited/Expired | (122,692) | 0 |
Number of RSUs, Vested | (105,793) | (78,801) |
Number of RSUs, Unvested end of period | 247,760 | 157,602 |
Weighted Average Grant Date Fair Value, Unvested RSUs beginning of period | $ 3.18 | $ 2.10 |
Weighted Average Grant Date Fair Value, Granted | 1.97 | 0 |
Weighted Average Grant Date Fair Value, Forfeited/Expired | 3.09 | 0 |
Weighted Average Grant Date Fair Value, Vested | 2.97 | 2.10 |
Weighted Average Grant Date Fair Value, Unvested RSUs end of period | $ 2.87 | $ 2.10 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) | 3 Months Ended |
Mar. 31, 2022shares | |
EARNINGS PER SHARE | |
Potentially dilutive shares | 525,336 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Lessee, Lease, Description [Line Items] | |||
Right-of-use lease asset | $ 192 | $ 226 | |
Lease liability | 200 | 235 | |
Current portion of lease liabilities | $ 152 | 152 | |
Lease term using a discount rate | 9.50% | ||
Lease expense: | |||
Operating lease cost | $ 38 | $ 38 | |
Supplemental cash flow information related to leases: | |||
Cash flows from operating leases | 39 | 39 | |
Operating leases | 192 | $ 322 | |
Supplemental balance sheet information related to leases: | |||
Operating lease right-of-use assets | 192 | 226 | |
Current portion of lease liabilities | 152 | 152 | |
Operating lease liabilities - long term portion | 48 | 83 | |
Total operating lease liabilities | $ 200 | $ 235 | |
Weighted Average Remaining Lease Term (in years) | 1 year 3 months 18 days | 2 years 7 months 6 days | |
Discount Rate | 9.50% | 9.50% | |
Corporate office | |||
Lessee, Lease, Description [Line Items] | |||
Variable lease terms | Because these amounts are variable from year to year and not specifically set in the lease terms, they are not included in the measurement of the right-of-use asset and related lease liability, but rather expensed in the period incurred. | ||
Lessee, Operating Lease, Existence of Option to Extend [true false] | true | ||
Option to extend, renewal term | 3 years | ||
Supplemental balance sheet information related to leases: | |||
Lessee, Operating Lease, Variable Lease Payment, Terms and Conditions | Because these amounts are variable from year to year and not specifically set in the lease terms, they are not included in the measurement of the right-of-use asset and related lease liability, but rather expensed in the period incurred. | ||
Minimum | Corporate offices, storage space and equipment | |||
Lessee, Lease, Description [Line Items] | |||
Remaining lease term | 6 months | ||
Maximum | Corporate offices, storage space and equipment | |||
Lessee, Lease, Description [Line Items] | |||
Remaining lease term | 1 year 3 months 18 days | ||
Maximum | Land used in exploration and mining activities, office equipment, machinery, office space, storage and other | |||
Lessee, Lease, Description [Line Items] | |||
Term of contract | 1 year |
LEASES - Maturities of lease li
LEASES - Maturities of lease liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Undiscounted cash payments: | ||
2022 (remainder of year) | $ 119 | |
2023 | 92 | |
Total lease payments | 211 | |
Less imputed interest | (11) | |
Total operating lease liabilities | 200 | $ 235 |
Centennial, Colorado | ||
Undiscounted cash payments: | ||
Total lease payments | $ 200 |