Parent Company Financials

12 Months Ended

Dec. 31, 2019

Condensed Financial Information Disclosure [Abstract]

PARENT COMPANY FINANCIALS

NOTE Y— PARENT COMPANY FINANCIALS

U.S. SILICA HOLDINGS, INC.

(PARENT COMPANY ONLY)

CONDENSED BALANCE SHEETS

	December 31,
	2019			2018
	(in thousands)
ASSETS
Current Assets:
Cash and cash equivalents	$	51,849		$	107,151
Due from affiliates	138,988			100,094
Total current assets	190,837			207,245
Investment in subsidiaries	530,830			850,099
Total assets	$	721,667		$	1,057,344
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accrued expenses and other current liabilities	$	129		$	217
Dividends payable	4,958			4,823
Total current liabilities	5,087			5,040
Total liabilities	5,087			5,040
Stockholders’ Equity:
Preferred stock	—			—
Common stock	823			818
Additional paid-in capital	1,185,116			1,169,383
Retained (deficit) earnings	(279,956		)	67,854
Treasury stock, at cost	(180,912		)	(178,215		)
Accumulated other comprehensive loss	(19,854		)	(15,020		)
Total U.S. Silica Holdings, Inc. stockholders’ equity	705,217			1,044,820
Non-controlling interest	11,363			7,484
Total stockholders' equity	716,580			1,052,304
Total liabilities and stockholders’ equity	$	721,667		$	1,057,344

U.S. SILICA HOLDINGS, INC.

(PARENT COMPANY ONLY)

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

	Year ended December 31,
	2019			2018			2017
	(in thousands)
Sales	$	—		$	—		$	—
Cost of sales	—			—			—
Operating expenses
Selling, general and administrative	253			254			252
Total operating expenses	253			254			252
Operating loss	(253		)	(254		)	(252		)
Other income (expense)
Interest income	1,440			2,784			3,854
Total other income	1,440			2,784			3,854
Income before income taxes and equity in net earnings of subsidiaries	1,187			2,530			3,602
Income tax expense	(327		)	(696		)	(1,453		)
Income before equity in net earnings of subsidiaries	860			1,834			2,149
Equity in earnings of subsidiaries, net of tax	(330,617		)	(202,655		)	143,057
Net (loss) income	(329,757		)	(200,821		)	145,206
Less: Net loss attributable to non-controlling interest	(675		)	(13		)	—
Net (loss) income attributable to U.S. Silica Holdings, Inc.	(329,082		)	(200,808		)	145,206
Net (loss) income	(329,757		)	(200,821		)	145,206
Other comprehensive (loss) income
Unrealized loss on derivatives (net of tax of $(456),$(470), and $(27) for 2019, 2018, and 2017, respectively)	(1,432		)	(1,545		)	(44		)
Foreign currency translation adjustment (net of tax of $(60), $(196), and $2 for 2019, 2018 and 2017, respectively)	(188		)	(614		)	(6		)
Pension and other post-retirement benefits liability adjustment (net of tax of $(1,024), $339, and $1,205 for 2019, 2018 and 2017, respectively)	(3,214		)	1,065			2,000
Comprehensive (loss) income	(334,591		)	(201,915		)	147,156
Less: Comprehensive loss attributable to non-controlling interest	(675		)	(13		)	—
Comprehensive (loss) income attributable to U.S. Silica Holdings, Inc.	(333,916		)	(201,902		)	147,156

U.S. SILICA HOLDINGS, INC.

(PARENT COMPANY ONLY)

CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY

(amounts in thousands)	Par Value		Treasury Stock			Additional Paid-In Capital			Retained Earnings - Present			Accumulated Other Comprehensive Income (Loss)			Total U.S. Silica, Inc. Stockholders' Equity			Non-controlling Interest			Total Stockholders’ Equity
Balance at January 1, 2017	$	811	$	(3,869	)	$	1,129,051		$	163,173		$	(15,876	)	$	1,273,290		$	—		$	1,273,290
Net income	—		—			—			145,206			—			145,206			—			145,206
Unrealized loss on derivatives	—		—			—			—			(44		)	(44		)	—			(44		)
Foreign currency translation adjustment	—		—			—			—			(6		)	(6		)	—			(6		)
Pension and post-retirement liability	—		—			—			—			2,000			2,000			—			2,000
Cash dividend declared ($0.25 per share)	—		—			—			(20,387		)	—			(20,387		)	—			(20,387		)
Common stock-based compensation plans activity:
Equity-based compensation	—		—			25,050			—			—			25,050			—			25,050
Proceeds from options exercised	—		1,190			(392		)	—			—			798			—			798
Issuance of restricted stock	—		1,859			(1,859		)	—			—			—			—			—
Shares withheld for employee taxes related to vested restricted stock and stock units	1		386			(4,766		)	—			—			(4,379		)	—			(4,379		)
Repurchase of common stock			(25,022		)										(25,022		)	—			(25,022		)
Balance at December 31, 2017	$	812	$	(25,456	)	$	1,147,084		$	287,992		$	(13,926	)	$	1,396,506		$	—		$	1,396,506
Net loss	—		—			—			(200,808		)	—			(200,808		)	(13		)	(200,821		)
Unrealized loss on derivatives	—		—			—			—			(1,545		)	(1,545		)	—			(1,545		)
Foreign currency translation adjustment	—		—			—			—			(614		)	(614		)	—			(614		)
Pension and post-retirement liability	—		—			—			—			1,065			1,065			—			1,065
Cash dividend declared ($0.25 per share)	—		—			—			(19,330		)	—			(19,330		)	—			(19,330		)
Contributions from non-controlling interest	—		—			—			—			—			—			7,497			7,497
Common stock-based compensation plans activity:
Equity-based compensation	—		—			22,337			—			—			22,337			—			22,337
Proceeds from options exercised	—		93			(32		)	—			—			61			—			61
Shares withheld for employee taxes related to vested restricted stock and stock units	6		(4,383		)	(6		)	—			—			(4,383		)	—			(4,383		)
Repurchase of common stock	—		(148,469		)	—			—			—			(148,469		)	—			(148,469		)
Balance at December 31, 2018	$	818	$	(178,215	)	$	1,169,383		$	67,854		$	(15,020	)	$	1,044,820		$	7,484		$	1,052,304
Net loss	—		—			—			(329,082		)	—			(329,082		)	(675		)	(329,757		)
Unrealized loss on derivatives	—		—			—			—			(1,432		)	(1,432		)	—			(1,432		)
Foreign currency translation adjustment	—		—			—			—			(188		)	(188		)	—			(188		)
Pension and post-retirement liability	—		—			—			—			(3,214		)	(3,214		)	—			(3,214		)
Cash dividend declared ($0.25 per share)	—		—			—			(18,728		)	—			(18,728		)	—			(18,728		)
Contributions from non-controlling interest	—		—			—			—			—			—			4,554			4,554
Common stock-based compensation plans activity:

Equity-based compensation	—		—			15,906			—			—			15,906			—		15,906
Proceeds from options exercised	—		296			(168		)	—			—			128			—		128
Shares withheld for employee taxes related to vested restricted stock and stock units	5		(2,993		)	(5		)	—			—			(2,993		)	—		(2,993		)
Balance at December 31, 2019	$	823	$	(180,912	)	$	1,185,116		$	(279,956	)	$	(19,854	)	$	705,217		$	11,363	$	716,580

U.S. SILICA HOLDINGS, INC.

(PARENT COMPANY ONLY)

CONDENSED STATEMENTS OF CASH FLOWS

	Year ended December 31,
	2019			2018			2017
	(in thousands)
Operating activities:
Net (loss) income	$	(329,757	)	$	(200,821	)	$	145,206
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Undistributed loss (income) from equity method investment, net	330,617			202,655			(143,057		)
Changes in assets and liabilities, net of effects of acquisitions:
Accounts payable and accrued liabilities	(88		)	(295		)	48
Net cash provided by operating activities	772			1,539			2,197
Investing activities:
Investment in subsidiary	—			—			(143,654		)
Net cash used in investing activities	—			—			(143,654		)
Financing activities:
Dividends paid	(18,592		)	(19,912		)	(20,377		)
Repurchase of common stock	—			(148,469		)	(25,022		)
Proceeds from options exercised	128			61			798
Tax payments related to shares withheld for vested restricted stock and stock units	(2,993		)	(4,383		)	(4,379		)
Contributions from non-controlling interest	4,554			7,497			—
Net financing activities with subsidiaries	(39,171		)	40,171			(113,294		)
Net cash used in financing activities	(56,074		)	(125,035		)	(162,274		)
Net decrease in cash and cash equivalents	(55,302		)	(123,496		)	(303,731		)
Cash and cash equivalents, beginning of period	107,151			230,647			534,378
Cash and cash equivalents, end of period	$	51,849		$	107,151		$	230,647
Supplemental cash flow information:
Cash (received) paid during the period for:
Interest	$	(1,440	)	$	(2,784	)	$	(3,853	)

Notes to Condensed Financial Statements of Registrant (Parent Company Only)

These condensed parent company only financial statements have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X, because the restricted net assets of the subsidiaries of U.S. Silica Holdings, Inc. (as defined in Rule 4-08(e)(3) of Regulation S-X) exceed 25% of the consolidated net assets of the Company. The ability of the Company's operating subsidiaries to pay dividends may be restricted due to the terms of the Company's Credit Facility, as discussed in Note K - Debt to these financial statements.    

These condensed parent company financial statements have been prepared using the same accounting principles and policies described in the notes to the consolidated financial statements; the only exceptions are that (a) the parent company accounts for its subsidiaries using the equity method of accounting, (b) taxes are allocated to the parent from the subsidiary using the separate return method, and (c) intercompany loans are not eliminated. In the parent company financial statements, the Company's investment in subsidiaries is stated at cost plus equity in undistributed earnings of subsidiaries since the date of acquisition. These condensed parent company financial statements should be read in conjunction with the Company's consolidated financial statements and related notes thereto included elsewhere in this report.

No cash dividends were paid to the parent by its consolidated entities for the years presented in the condensed financial statements.