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DISCONTINUED OPERATIONS AND OTHER DISPOSITIONS
12 Months Ended
Mar. 31, 2021
Discontinued Operations And Disposal Groups [Abstract]  
DISCONTINUED OPERATIONS AND OTHER DISPOSITIONS

(C) discontinued operations and other dispositions

Discontinued Operations

On May 30, 2019, the Company announced it was actively pursuing alternatives for its Oil and Gas Proppants business. On September 18, 2020, we sold our Oil and Gas Proppants business (the Proppants Business) to Smart Sand, Inc., a Delaware corporation (the Purchaser), pursuant to an Equity Purchase and Sale Agreement (the Purchase Agreement) between the Company and the Purchaser. The sale of this business excluded certain assets, namely real property and equipment in south Texas, real property in Illinois and certain other assets. The purchase price (the Purchase Price) paid by the Purchaser for the acquisition of the Proppants Business was $2.0 million paid in shares of common stock of the Purchaser. The shares were valued at March 31, 2021 using Level 1 inputs at the quoted market price of the shares, and the shares are classified as Other Assets in our Consolidated Balance Sheet at March 31, 2021. Shares representing $0.3 million of the Purchase Price are being held in escrow as a source of recovery for any indemnification claims by the Purchaser.

In connection with the execution of the Purchase Agreement, we also entered into a Loan and Security Agreement, dated September 18, 2020 (the Loan and Security Agreement), by and among the Company, as lender; the Purchaser, as borrower; and other parties thereto. Pursuant to the Loan and Security Agreement, the Company will loan the Purchaser up to $5.0 million for working capital and operating, maintenance, and administrative expenses of the Proppants Business during the one-year period following the closing. The Company has deposited the $5.0 million into an escrow account. Up to 50% of the amounts outstanding under the Loan and Security Agreement may be repaid by the Purchaser in shares of the Purchaser’s common stock. Borrowings under the Loan and Security Agreement will bear interest at a fixed rate of 6.00% per annum during the one-year period following the closing. Any amounts after the one-year period will bear interest at a fixed rate of 8.00% per annum and will mature on September 18, 2024. There were no outstanding borrowings at March 31, 2021. The $5.0 million in the escrow account at March 31, 2021 is classified as Restricted Cash on the Consolidated Balance Sheet.  

The sale of the Oil and Gas Proppants business, which was previously disclosed as a reportable segment, was determined to meet the discontinued operations accounting criteria. The sale resulted in a gain of approximately $9.2 million, which is included in Earnings (Loss) from Discontinued Operations on the Consolidated Statement of Earnings. Certain expenses, which were previously included in the Oil and Gas Proppants operating segment, do not qualify for classification within discontinued operations and have been reclassified from the operating segment to continuing operations. These expenses primarily relate to lease agreements not included in the sale of the Proppants Business.

The following is a summary of operating results included in Earnings (Loss) from Discontinued Operations for the fiscal years ended March 31, 2021, 2020, and 2019.

 

 

 

For the Years Ended March 31,

 

 

 

2021

 

 

2020

 

 

2019

 

 

 

(dollars in thousands, except share and per share data)

 

Revenue

 

$

1,045

 

 

$

46,781

 

 

$

82,987

 

Cost of Goods Sold

 

 

3,415

 

 

 

58,185

 

 

 

104,521

 

Gross Profit

 

 

(2,370

)

 

 

(11,404

)

 

 

(21,534

)

Other Non-Operating Income

 

 

226

 

 

 

569

 

 

 

577

 

Gain on Sale of Discontinued Operations

 

 

9,230

 

 

 

 

 

 

 

Impairment Losses

 

 

 

 

 

(199,136

)

 

 

(183,086

)

Earnings (Loss) from Discontinued Operations

 

 

7,086

 

 

 

(209,971

)

 

 

(204,043

)

Income Tax (Expense) Benefit

 

 

(1,808

)

 

 

49,674

 

 

 

49,397

 

Net Earnings (Loss) from Discontinued Operations

 

$

5,278

 

 

$

(160,297

)

 

$

(154,646

)

 

The significant components of our Consolidated Statements of Cash Flows for discontinued operations for the fiscal years ended March 31, 2021, 2020, and 2019 are as follows:

 

 

 

For the Years Ended December 31,

 

 

 

2021

 

 

2020

 

 

2019

 

 

 

(dollars in thousands)

 

Depreciation and Amortization

 

$

221

 

 

$

11,310

 

 

$

31,328

 

Impairment Losses

 

$

 

 

$

199,136

 

 

$

183,086

 

Gain on Sale of Business

 

$

(9,230

)

 

$

 

 

$

 

Net Change in Inventory

 

$

 

 

$

3,200

 

 

$

1,506

 

Capital Expenditures

 

$

 

 

$

146

 

 

$

52,286

 

The following is a summary of assets and liabilities attributable to discontinued operations, which were included on our balance sheet at March 31, 2020:

 

 

March 31,

 

 

 

2020

 

 

 

(dollars in thousands)

 

ASSETS

 

 

 

 

Accounts and Notes Receivable

 

$

9,019

 

Allowance for Doubtful Accounts

 

 

(3,041

)

Inventories

 

 

387

 

Prepaid and Other Assets

 

 

727

 

Total Current Assets

 

 

7,092

 

Property, Plant, and Equipment, net

 

 

5,692

 

Operating Lease Right-of-Use Assets

 

 

1,047

 

Total Noncurrent Assets

 

 

6,739

 

 

 

$

13,831

 

 

 

 

 

 

LIABILITIES

 

 

 

 

Accounts Payable

 

$

2,014

 

Accrued Liabilities

 

 

2,851

 

Operating Lease Liabilities

 

 

3,622

 

Total Current Liabilities

 

 

8,487

 

Noncurrent Operating Lease Liabilities

 

 

9,570

 

Other Long-term Liabilities

 

 

5,857

 

Total Noncurrent Liabilities

 

 

15,427

 

 

 

$

23,914

 

Other Dispositions

On April 17, 2020, we sold our Western Aggregates LLC (Western) and Mathews Readymix LLC (Mathews) operations to Teichert Inc., a California-based construction company for an aggregate purchase price of $93.5 million, subject to certain post-closing adjustments. Western and Mathews were part of our Concrete and Aggregates operating segment.  

At the date of sale, assets and liabilities included on our Balance Sheet related to Western and Mathews were approximately $43.8 million and $2.3 million, respectively.

Revenue and Operating Earnings from Western and Mathews, collectively, for fiscal years 2021, 2020 and 2019 are as follows:

 

 

For the Years Ended March 31,

 

 

 

2021

 

 

2020

 

 

2019

 

 

 

(dollars in thousands)

 

Revenue

 

$

1,692

 

 

$

32,255

 

 

$

27,790

 

Operating Earnings

 

$

142

 

 

$

4,837

 

 

$

2,481