Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 | |
For the Quarterly Period Ended June 30, 2013 |
Delaware | 26-1501877 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
707 17th Street, Suite 4200, Denver, Colorado | 80202 |
(Address of principal executive offices) | (Zip Code) |
Large accelerated filer x | Accelerated filer ¨ | Non-accelerated filer ¨ (Do not check if a smaller reporting company) | Smaller reporting company ¨ |
Page | ||
June 30, | December 31, | |||||||
2013 | 2012 | |||||||
ASSETS | ||||||||
Cash and cash equivalents | $ | 47,797 | $ | 33,619 | ||||
Short-term investments | 37,419 | 24,128 | ||||||
Accounts receivable: | ||||||||
Trade, net | 35,822 | 31,508 | ||||||
Other receivables | 10,616 | 9,122 | ||||||
Refundable income taxes | 3,381 | 3,306 | ||||||
Inventory, net | 70,775 | 53,275 | ||||||
Prepaid expenses and other current assets | 3,935 | 5,393 | ||||||
Current deferred tax asset | 4,138 | 2,005 | ||||||
Total current assets | 213,883 | 162,356 | ||||||
Property, plant, and equipment, net of accumulated depreciation | ||||||||
of $167,713 and $142,137, respectively | 616,226 | 543,169 | ||||||
Mineral properties and development costs, net of accumulated | ||||||||
depletion of $12,096 and $11,060, respectively | 123,764 | 94,096 | ||||||
Long-term parts inventory, net | 11,306 | 10,208 | ||||||
Long-term investments | 44,205 | — | ||||||
Other assets | 4,106 | 4,246 | ||||||
Non-current deferred tax asset | 162,766 | 180,548 | ||||||
Total Assets | $ | 1,176,256 | $ | 994,623 | ||||
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||
Accounts payable: | ||||||||
Trade | $ | 19,471 | $ | 19,431 | ||||
Related parties | 127 | 203 | ||||||
Accrued liabilities | 37,311 | 32,496 | ||||||
Accrued employee compensation and benefits | 8,416 | 11,680 | ||||||
Other current liabilities | 2,202 | 3,578 | ||||||
Total current liabilities | 67,527 | 67,388 | ||||||
Long-term debt | 150,000 | — | ||||||
Asset retirement obligation | 20,321 | 19,344 | ||||||
Other non-current liabilities | 3,088 | 2,155 | ||||||
Total Liabilities | 240,936 | 88,887 | ||||||
Commitments and Contingencies | ||||||||
Common stock, $0.001 par value; 100,000,000 shares | ||||||||
authorized; and 75,394,377 and 75,312,805 shares | ||||||||
outstanding at June 30, 2013, and December 31, 2012, respectively | 75 | 75 | ||||||
Additional paid-in capital | 570,244 | 568,375 | ||||||
Accumulated other comprehensive loss | (250 | ) | (1,729 | ) | ||||
Retained earnings | 365,251 | 339,015 | ||||||
Total Stockholders' Equity | 935,320 | 905,736 | ||||||
Total Liabilities and Stockholders' Equity | $ | 1,176,256 | $ | 994,623 |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Sales | $ | 92,680 | $ | 98,784 | $ | 191,937 | $ | 211,027 | ||||||||
Less: | ||||||||||||||||
Freight costs | 6,526 | 4,823 | 14,623 | 11,585 | ||||||||||||
Warehousing and handling costs | 3,094 | 3,005 | 6,673 | 6,369 | ||||||||||||
Cost of goods sold | 55,003 | 51,064 | 108,776 | 111,645 | ||||||||||||
Other | 4 | (3 | ) | 12 | 327 | |||||||||||
Gross Margin | 28,053 | 39,895 | 61,853 | 81,101 | ||||||||||||
Selling and administrative | 8,639 | 8,710 | 18,131 | 16,967 | ||||||||||||
Accretion of asset retirement obligation | 374 | 181 | 749 | 362 | ||||||||||||
Other (income) expense | (1,340 | ) | 85 | (1,169 | ) | 57 | ||||||||||
Operating Income | 20,380 | 30,919 | 44,142 | 63,715 | ||||||||||||
Other Income (Expense) | ||||||||||||||||
Interest expense, including realized and | ||||||||||||||||
unrealized derivative gains and losses, net | (219 | ) | (215 | ) | (432 | ) | (468 | ) | ||||||||
Interest income | 163 | 526 | 215 | 1,039 | ||||||||||||
Other (expense) income | (1,836 | ) | 95 | (1,820 | ) | 278 | ||||||||||
Income Before Income Taxes | 18,488 | 31,325 | 42,105 | 64,564 | ||||||||||||
Income Tax Expense | (7,171 | ) | (12,312 | ) | (15,869 | ) | (24,925 | ) | ||||||||
Net Income | $ | 11,317 | $ | 19,013 | $ | 26,236 | $ | 39,639 | ||||||||
Weighted Average Shares Outstanding: | ||||||||||||||||
Basic | 75,383,108 | 75,279,074 | 75,361,951 | 75,253,230 | ||||||||||||
Diluted | 75,399,566 | 75,308,472 | 75,396,164 | 75,312,773 | ||||||||||||
Earnings Per Share: | ||||||||||||||||
Basic | $ | 0.15 | $ | 0.25 | $ | 0.35 | $ | 0.53 | ||||||||
Diluted | $ | 0.15 | $ | 0.25 | $ | 0.35 | $ | 0.53 |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Net Income | $ | 11,317 | $ | 19,013 | $ | 26,236 | $ | 39,639 | ||||||||
Other Comprehensive Income: | ||||||||||||||||
Pension liability adjustment (net of tax effect of $1,087, $26, $1,116, and $52, respectively) | 1,657 | 38 | 1,700 | 77 | ||||||||||||
Unrealized loss on investments available for sale (net of tax effect of $155, $0, $137, and $0, respectively) | (250 | ) | — | (221 | ) | — | ||||||||||
Other Comprehensive Income | 1,407 | 38 | 1,479 | 77 | ||||||||||||
Comprehensive Income | $ | 12,724 | $ | 19,051 | $ | 27,715 | $ | 39,716 |
Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Retained Earnings | Total Stockholders' Equity | |||||||||||||||||||
Shares | Amount | ||||||||||||||||||||||
Balance, December 31, 2012 | 75,312,805 | $ | 75 | $ | 568,375 | $ | (1,729 | ) | $ | 339,015 | $ | 905,736 | |||||||||||
Pension liability adjustment | — | — | — | 1,700 | — | 1,700 | |||||||||||||||||
Unrealized gain on investments available for sale | (221 | ) | (221 | ) | |||||||||||||||||||
Net income | — | — | — | — | 26,236 | 26,236 | |||||||||||||||||
Stock-based compensation | — | — | 2,677 | — | — | 2,677 | |||||||||||||||||
Change in excess income tax benefit from stock- based compensation | — | — | (231 | ) | — | — | (231 | ) | |||||||||||||||
Vesting of restricted common stock, net of restricted common stock used to fund employee income tax withholding due upon vesting | 81,572 | — | (577 | ) | — | — | (577 | ) | |||||||||||||||
Balance, June 30, 2013 | 75,394,377 | $ | 75 | $ | 570,244 | $ | (250 | ) | $ | 365,251 | $ | 935,320 |
Six Months Ended June 30, | ||||||||
2013 | 2012 | |||||||
Cash Flows from Operating Activities: | ||||||||
Reconciliation of net income to net cash provided by operating activities: | ||||||||
Net income | $ | 26,236 | $ | 39,639 | ||||
Deferred income taxes | 15,526 | 21,483 | ||||||
Items not affecting cash: | ||||||||
Depreciation, depletion, and accretion | 28,479 | 22,632 | ||||||
Stock-based compensation | 2,677 | 2,705 | ||||||
Unrealized derivative gain | — | (497 | ) | |||||
Other | 1,361 | 1,985 | ||||||
Changes in operating assets and liabilities: | ||||||||
Trade accounts receivable | (4,314 | ) | (2,643 | ) | ||||
Other receivables | (1,492 | ) | (2,193 | ) | ||||
Refundable income taxes | (76 | ) | 2,778 | |||||
Inventory | (18,598 | ) | (1,407 | ) | ||||
Prepaid expenses and other assets | 1,492 | 1,927 | ||||||
Accounts payable, accrued liabilities, and accrued employee compensation and benefits | (3,405 | ) | 12,950 | |||||
Other liabilities | (442 | ) | (481 | ) | ||||
Net cash provided by operating activities | 47,444 | 98,878 | ||||||
Cash Flows from Investing Activities: | ||||||||
Additions to property, plant, and equipment | (94,502 | ) | (75,769 | ) | ||||
Additions to mineral properties and development costs | (29,257 | ) | (11,406 | ) | ||||
Purchases of investments | (80,234 | ) | (65,634 | ) | ||||
Proceeds from investments | 21,839 | 48,337 | ||||||
Other | 68 | 2 | ||||||
Net cash used in investing activities | (182,086 | ) | (104,470 | ) | ||||
Cash Flows from Financing Activities: | ||||||||
Proceeds from long-term debt | 150,000 | — | ||||||
Debt issuance costs | (603 | ) | — | |||||
Employee tax withholding paid for restricted stock upon vesting | (577 | ) | (746 | ) | ||||
Excess income tax benefit from stock-based compensation | — | (191 | ) | |||||
Net cash provided by (used in) financing activities | 148,820 | (937 | ) | |||||
Net Change in Cash and Cash Equivalents | 14,178 | (6,529 | ) | |||||
Cash and Cash Equivalents, beginning of period | 33,619 | 73,372 | ||||||
Cash and Cash Equivalents, end of period | $ | 47,797 | $ | 66,843 | ||||
Supplemental disclosure of cash flow information | ||||||||
Net cash paid (received) during the period for: | ||||||||
Interest, net of $1.2 million of capitalized interest, for the three and six months ended June 30, 2013 | $ | 264 | $ | 939 | ||||
Income taxes | $ | 2,302 | $ | 890 | ||||
Accrued purchases for property, plant, and equipment, and mineral properties and development costs | $ | 30,916 | $ | 23,165 |
Note 1 | — COMPANY BACKGROUND |
Note 2 | — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
Note 3 | — EARNINGS PER SHARE |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Net income | $ | 11,317 | $ | 19,013 | $ | 26,236 | $ | 39,639 | ||||||||
Basic weighted average common shares outstanding | 75,383 | 75,279 | 75,362 | 75,253 | ||||||||||||
Add: Dilutive effect of non-vested restricted common stock | 11 | 20 | 24 | 43 | ||||||||||||
Add: Dilutive effect of stock options outstanding | — | 7 | 4 | 16 | ||||||||||||
Add: Dilutive effect of performance units | 6 | 2 | 6 | 1 | ||||||||||||
Diluted weighted average common shares outstanding | 75,400 | 75,308 | 75,396 | 75,313 | ||||||||||||
Earnings per share: | ||||||||||||||||
Basic | $ | 0.15 | $ | 0.25 | $ | 0.35 | $ | 0.53 | ||||||||
Diluted | $ | 0.15 | $ | 0.25 | $ | 0.35 | $ | 0.53 |
June 30, 2013 | December 31, 2012 | ||||||
Cash | $ | 14,941 | $ | 6,063 | |||
Commercial paper and money market accounts | 32,856 | 27,556 | |||||
Total cash and cash equivalents | $ | 47,797 | $ | 33,619 | |||
Corporate bonds | 35,159 | 17,462 | |||||
Certificates of deposit and time deposits | 2,260 | 6,666 | |||||
Total short-term investments | $ | 37,419 | $ | 24,128 | |||
Corporate bonds | $ | 44,205 | $ | — | |||
Total long-term investments | $ | 44,205 | $ | — | |||
Total cash, cash equivalents, and investments | $ | 129,421 | $ | 57,747 |
June 30, 2013 | |||||||||||||||
Unrealized | |||||||||||||||
Cost Basis | Gain | Loss | Fair Value | ||||||||||||
Corporate bonds | $ | 79,770 | $ | 3 | $ | (409 | ) | $ | 79,364 | ||||||
Total available-for-sale securities | $ | 79,770 | $ | 3 | $ | (409 | ) | $ | 79,364 |
December 31, 2012 | |||||||||||||||
Unrealized | |||||||||||||||
Cost Basis | Gain | Loss | Fair Value | ||||||||||||
Corporate bonds | $ | 17,510 | $ | 14 | $ | (62 | ) | $ | 17,462 | ||||||
Certificates of deposit and time deposits | 166 | — | — | 166 | |||||||||||
Total available-for-sale securities | $ | 17,676 | $ | 14 | $ | (62 | ) | $ | 17,628 |
June 30, 2013 | December 31, 2012 | |||||||
Finished goods product inventory | $ | 40,114 | $ | 26,856 | ||||
In-process mineral inventory | 12,600 | 9,110 | ||||||
Total product inventory | 52,714 | 35,966 | ||||||
Current parts inventory | 18,061 | 17,309 | ||||||
Total current inventory | 70,775 | 53,275 | ||||||
Long-term parts inventory | 11,306 | 10,208 | ||||||
Total inventory | $ | 82,081 | $ | 63,483 |
June 30, 2013 | December 31, 2012 | |||||||
Buildings and plant | $ | 162,627 | $ | 148,989 | ||||
Machinery and equipment | 357,200 | 334,128 | ||||||
Vehicles | 12,196 | 11,868 | ||||||
Office equipment and improvements | 17,967 | 15,766 | ||||||
Ponds and land improvements | 32,092 | 15,835 | ||||||
Construction in progress | 201,559 | 158,422 | ||||||
Land | 298 | 298 | ||||||
Accumulated depreciation | (167,713 | ) | (142,137 | ) | ||||
$ | 616,226 | $ | 543,169 | |||||
Mineral properties and development costs | $ | 119,875 | $ | 74,712 | ||||
Construction in progress | 15,985 | 30,444 | ||||||
Accumulated depletion | (12,096 | ) | (11,060 | ) | ||||
$ | 123,764 | $ | 94,096 |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Depreciation | $ | 13,498 | $ | 11,005 | $ | 26,678 | $ | 21,677 | ||||||||
Depletion | 466 | 190 | 1,052 | 593 | ||||||||||||
Accretion | 374 | 181 | 749 | 362 | ||||||||||||
Total incurred | $ | 14,338 | $ | 11,376 | $ | 28,479 | $ | 22,632 |
Note 7 | — DEBT |
• | $60 million of 3.23% Senior Notes, Series A, due April 16, 2020 |
• | $45 million of 4.13% Senior Notes, Series B, due April 14, 2023 |
• | $45 million of 4.28% Senior Notes, Series C, due April 16, 2025 |
Note 8 | — ASSET RETIREMENT OBLIGATION |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Asset retirement obligation, at beginning of period | $ | 21,114 | $ | 9,616 | $ | 20,579 | $ | 9,708 | ||||||||
Liabilities settled | (104 | ) | — | (128 | ) | (273 | ) | |||||||||
Liabilities incurred | 148 | — | 332 | — | ||||||||||||
Changes in estimated obligations | — | 439 | — | 439 | ||||||||||||
Accretion of discount | 374 | 181 | 749 | 362 | ||||||||||||
Total asset retirement obligation, at end of period | $ | 21,532 | $ | 10,236 | $ | 21,532 | $ | 10,236 |
Note 9 | — COMPENSATION PLANS |
Weighted Average Grant-Date Fair Value | |||||||
Shares | |||||||
Non-vested restricted shares of common stock, beginning of period | 240,757 | $ | 26.04 | ||||
Granted | 235,490 | $ | 19.25 | ||||
Vested | (88,186 | ) | $ | 27.12 | |||
Forfeited | (12,924 | ) | $ | 22.17 | |||
Non-vested restricted shares of common stock, end of period | 375,137 | $ | 21.65 |
Shares | Weighted Average Exercise Price | Aggregate Intrinsic Value (1) | Weighted Average Remaining Contractual Life | Weighted Average Grant-Date Fair Value | |||||||
Outstanding non-qualified stock | |||||||||||
options, end of period | 343,391 | $26.23 | $— | 6.3 | $13.11 | ||||||
Vested or expected to vest, end | |||||||||||
of period | 341,622 | $26.18 | $— | 6.3 | $13.07 | ||||||
Exercisable non-qualified | |||||||||||
stock options, end of period | 312,828 | $25.31 | $— | 6.1 | $12.48 |
(1) | The intrinsic value of a stock option is the amount by which the market value exceeds the exercise price as of the end of the period presented. |
Note 10 | — INCOME TAXES |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Current portion of income tax expense | $ | 26 | $ | 1,062 | $ | 343 | $ | 3,684 | ||||||||
Deferred portion of income tax expense | 7,145 | 11,250 | 15,526 | 21,241 | ||||||||||||
Total income tax expense | $ | 7,171 | $ | 12,312 | $ | 15,869 | $ | 24,925 |
Note 11 | — COMMITMENTS AND CONTINGENCIES |
2013 | ||||
Three months ended June 30, 2013 | $ | 1,115 | ||
Six months ended June 30, 2013 | $ | 2,024 | ||
2012 | ||||
Three months ended June 30, 2012 | $ | 945 | ||
Six months ended June 30, 2012 | $ | 1,781 |
Note 12 | — DERIVATIVE FINANCIAL INSTRUMENTS |
Location of gain (loss) recognized in income on derivative | Three Months Ended June 30, 2012 | Six Months Ended June 30, 2012 | ||||||||
Derivatives not designated as hedging instruments | ||||||||||
Interest rate contracts: | ||||||||||
Realized loss | Interest expense | $ | (276 | ) | $ | (541 | ) | |||
Unrealized gain | Interest expense | 273 | 497 | |||||||
Total loss | Interest expense | $ | (3 | ) | $ | (44 | ) |
Note 13 | — FAIR VALUE |
• | Level 1—Quoted prices in active markets for identical assets and liabilities. |
• | Level 2—Quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar instruments in markets that are not active, and model‑derived valuations whose inputs are observable or whose significant value drivers are observable. |
• | Level 3—Significant inputs to the valuation model are unobservable. |
Fair Value at Reporting Date Using | ||||||||||||||||
June 30, 2013 | Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) | Significant Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | |||||||||||||
Investments | ||||||||||||||||
Corporate bonds | $ | 79,364 | $ | — | $ | 79,364 | $ | — |
Fair Value at Reporting Date Using | ||||||||||||||||
December 31, 2012 | Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) | Significant Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | |||||||||||||
Investments | ||||||||||||||||
Corporate bonds | $ | 17,462 | $ | — | $ | 17,462 | $ | — | ||||||||
Certificate of deposit | $ | 166 | $ | — | $ | 166 | $ | — |
June 30, 2013 | December 31, 2012 | |||||||||||||||
Carrying Value | Fair Value | Carrying Value | Fair Value | |||||||||||||
Cash and cash equivalents | $ | 47,797 | $ | 47,797 | $ | 33,619 | $ | 33,619 | ||||||||
Certificate of deposits | $ | 2,260 | $ | 2,260 | $ | 6,666 | $ | 6,666 | ||||||||
Accounts receivable | $ | 46,438 | $ | 46,438 | $ | 40,630 | $ | 40,630 | ||||||||
Refundable income taxes | $ | 3,381 | $ | 3,381 | $ | 3,306 | $ | 3,306 | ||||||||
Accounts payable | $ | 19,598 | $ | 19,598 | $ | 19,634 | $ | 19,634 | ||||||||
Long-term debt | $ | 150,000 | $ | 144,559 | $ | — | $ | — |
Note 14 | — EMPLOYEE BENEFITS |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Components of net periodic benefit cost: | ||||||||||||||||
Interest cost | $ | 7 | $ | 23 | $ | 28 | $ | 46 | ||||||||
Amortization of prior service cost | (1 | ) | (4 | ) | (5 | ) | (8 | ) | ||||||||
Amortization of actuarial loss | 25 | 61 | 100 | 122 | ||||||||||||
Settlement loss | 2,928 | — | 2,928 | — | ||||||||||||
Net period benefit cost | $ | 2,959 | $ | 80 | $ | 3,051 | $ | 160 |
Note 15 | — RECLASSIFICATIONS OUT OF ACCUMULATED OTHER COMPREHENSIVE INCOME |
Unrealized Gains and Losses on Available-for-Sale Securities | Defined Benefit Pension Plan | Total | |||||||||
Balance as of December 31, 2012 | $ | (29 | ) | $ | (1,700 | ) | $ | (1,729 | ) | ||
Other comprehensive income before reclassifications | (241 | ) | — | (241 | ) | ||||||
Amounts reclassified from accumulated other comprehensive income | 20 | 1,700 | 1,720 | ||||||||
Net current-period other comprehensive income | $ | (221 | ) | $ | 1,700 | $ | 1,479 | ||||
Balance as of June 30, 2013 | $ | (250 | ) | $ | — | $ | (250 | ) |
Details about Accumulated Other Comprehensive Income Components | Amount Reclassified from Accumulated Other Comprehensive Income | Affected Line Item in the Condensed Consolidated Statement of Operations | |||
Unrealized losses on available-for-sale securities | $ | 33 | Other (expense) income | ||
Total before tax | 33 | ||||
Tax expense (benefit) | (13 | ) | |||
Net of tax | $ | 20 | |||
Pension liability adjustment | |||||
Amortization of prior service cost and actuarial loss | $ | 71 | Selling and administrative | ||
Termination of pension plan expense | 2,744 | Other (expense) income | |||
Total before tax | 2,815 | ||||
Tax expense (benefit) | (1,115 | ) | |||
Net of tax | $ | 1,700 | |||
Total reclassification for the period, net of tax | $ | 1,720 |
Note 16 | — RECOGNITION OF COMPENSATING TAX REFUND |
Note 17 | — RECENT ACCOUNTING PRONOUNCEMENTS |
ITEM 2. | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
• | changes in the price, demand, or supply of potash or Trio®/langbeinite |
• | circumstances that disrupt or limit our production, including operational difficulties or operational variances due to geological or geotechnical variances |
• | interruptions in rail or truck transportation services, or fluctuations in the costs of these services |
• | increased labor costs or difficulties in hiring and retaining qualified employees and contractors, including workers with mining, mineral processing, or construction expertise |
• | the costs of, and our ability to successfully construct, commission and execute, any of our strategic projects, including the development of our HB Solar Solution mine, the further development of our langbeinite recovery and granulation assets, our North granulation plant, and our Moab cavern systems |
• | adverse weather events, including events affecting precipitation and evaporation rates at our solar solution mines |
• | changes in the prices of raw materials, including chemicals, natural gas, and electricity |
• | the impact of federal, state, or local government regulations, including environmental and mining regulations, the enforcement of those regulations, and government policy changes |
• | our ability to obtain any necessary government permits relating to the construction and operation of assets |
• | changes in our reserve estimates |
• | competition in the fertilizer industry |
• | declines in U.S. or world agricultural production |
• | declines in the use of potash products by oil and gas companies in their drilling operations |
• | changes in economic conditions |
• | our ability to comply with covenants in our debt-related agreements to avoid a default under those agreements |
• | disruption in the credit markets |
• | our ability to secure additional federal and state potash leases to expand our existing mining operations |
• | the other risks and uncertainties described in Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2012, as updated by our subsequent Quarterly Reports on Form 10-Q. |
Change | |||||||||||||||
Three Months Ended June 30, | Between | ||||||||||||||
2013 | 2012 | Periods | % Change | ||||||||||||
Production volume (in thousands of tons): | |||||||||||||||
Potash | 182 | 170 | 12 | 7 | % | ||||||||||
Langbeinite | 50 | 33 | 17 | 52 | % | ||||||||||
Sales volume (in thousands of tons): | |||||||||||||||
Potash | 184 | 184 | — | — | % | ||||||||||
Trio® | 35 | 26 | 9 | 35 | % | ||||||||||
Gross sales (in thousands): | |||||||||||||||
Potash | $ | 78,195 | $ | 88,755 | $ | (10,560 | ) | (12 | )% | ||||||
Trio® | 14,485 | 10,029 | 4,456 | 44 | % | ||||||||||
Total | 92,680 | 98,784 | (6,104 | ) | (6 | )% | |||||||||
Freight costs (in thousands): | |||||||||||||||
Potash | 4,351 | 3,291 | 1,060 | 32 | % | ||||||||||
Trio® | 2,175 | 1,532 | 643 | 42 | % | ||||||||||
Total | 6,526 | 4,823 | 1,703 | 35 | % | ||||||||||
Net sales (in thousands): | |||||||||||||||
Potash | 73,844 | 85,464 | (11,620 | ) | (14 | )% | |||||||||
Trio® | 12,310 | 8,497 | 3,813 | 45 | % | ||||||||||
Total | $ | 86,154 | $ | 93,961 | $ | (7,807 | ) | (8 | )% | ||||||
Potash statistics (per ton): | |||||||||||||||
Average net realized sales price | $ | 402 | $ | 465 | $ | (63 | ) | (14 | )% | ||||||
Cash operating cost of goods sold, net of by-product credits* (exclusive of items shown separately below) | 186 | 178 | 8 | 4 | % | ||||||||||
Depreciation and depletion | 50 | 42 | 8 | 19 | % | ||||||||||
Royalties | 18 | 17 | 1 | 6 | % | ||||||||||
Total potash cost of goods sold | $ | 254 | $ | 237 | $ | 17 | 7 | % | |||||||
Warehousing and handling costs | 14 | 14 | — | — | % | ||||||||||
Average potash gross margin | $ | 134 | $ | 214 | $ | (80 | ) | (37 | )% | ||||||
Trio® statistics (per ton): | |||||||||||||||
Average net realized sales price | $ | 359 | $ | 322 | $ | 37 | 11 | % | |||||||
Cash operating cost of goods sold (exclusive of items shown separately below) | 177 | 206 | (29 | ) | (14 | )% | |||||||||
Depreciation and depletion | 48 | 58 | (10 | ) | (17 | )% | |||||||||
Royalties | 18 | 16 | 2 | 13 | % | ||||||||||
Total Trio® cost of goods sold | $ | 243 | $ | 280 | $ | (37 | ) | (13 | )% | ||||||
Warehousing and handling costs | 15 | 15 | — | — | % | ||||||||||
Average Trio® gross margin | $ | 101 | $ | 27 | $ | 74 | 274 | % |
* | On a per ton basis, by-product credits were $7 and $6 for the three months ended June 30, 2013, and 2012, respectively. By-product credits were $1.3 million and $1.2 million for the three months ended June 30, 2013, and 2012, respectively. |
Change | |||||||||||||||
Six Months Ended June 30, | Between | ||||||||||||||
2013 | 2012 | Periods | % Change | ||||||||||||
Production volume (in thousands of tons): | |||||||||||||||
Potash | 404 | 388 | 16 | 4 | % | ||||||||||
Langbeinite | 96 | 63 | 33 | 52 | % | ||||||||||
Sales volume (in thousands of tons): | |||||||||||||||
Potash | 369 | 387 | (18 | ) | (5 | )% | |||||||||
Trio® | 74 | 55 | 19 | 35 | % | ||||||||||
Gross sales (in thousands): | |||||||||||||||
Potash | $ | 160,973 | $ | 190,513 | $ | (29,540 | ) | (16 | )% | ||||||
Trio® | 30,964 | 20,514 | 10,450 | 51 | % | ||||||||||
Total | 191,937 | 211,027 | (19,090 | ) | (9 | )% | |||||||||
Freight costs (in thousands): | |||||||||||||||
Potash | 9,817 | 8,086 | 1,731 | 21 | % | ||||||||||
Trio® | 4,806 | 3,499 | 1,307 | 37 | % | ||||||||||
Total | 14,623 | 11,585 | 3,038 | 26 | % | ||||||||||
Net sales (in thousands): | |||||||||||||||
Potash | 151,156 | 182,427 | (31,271 | ) | (17 | )% | |||||||||
Trio® | 26,158 | 17,015 | 9,143 | 54 | % | ||||||||||
Total | $ | 177,314 | $ | 199,442 | $ | (22,128 | ) | (11 | )% | ||||||
Potash statistics (per ton): | |||||||||||||||
Average net realized sales price | $ | 409 | $ | 471 | $ | (62 | ) | (13 | )% | ||||||
Cash operating cost of goods sold, net of by-product credits* (exclusive of items shown separately below) | 180 | 187 | (7 | ) | (4 | )% | |||||||||
Depreciation and depletion | 48 | 43 | 5 | 12 | % | ||||||||||
Royalties | 17 | 17 | — | — | % | ||||||||||
Total potash cost of goods sold | $ | 245 | $ | 247 | $ | (2 | ) | (1 | )% | ||||||
Warehousing and handling costs | 15 | 14 | 1 | 7 | % | ||||||||||
Average potash gross margin (exclusive of costs associated with abnormal production) | $ | 149 | $ | 210 | $ | (61 | ) | (29 | )% | ||||||
Trio® statistics (per ton): | |||||||||||||||
Average net realized sales price | $ | 354 | $ | 312 | $ | 42 | 13 | % | |||||||
Cash operating cost of goods sold (exclusive of items shown separately below) | 179 | 208 | (29 | ) | (14 | )% | |||||||||
Depreciation and depletion | 51 | 60 | (9 | ) | (15 | )% | |||||||||
Royalties | 18 | 16 | 2 | 13 | % | ||||||||||
Total Trio® cost of goods sold | $ | 248 | $ | 284 | $ | (36 | ) | (13 | )% | ||||||
Warehousing and handling costs | 14 | 14 | — | — | % | ||||||||||
Average Trio® gross margin | $ | 92 | $ | 14 | $ | 78 | 557 | % |
* | On a per ton basis, by-product credits were $9 and $8 for the six months ended June 30, 2013, and 2012, respectively. By-product credits were $3.2 million and $3.0 million for the six months ended June 30, 2013, and 2012, respectively. |
Three Months Ended June 30, | Six Months Ended June 30, | |||||||
2013 | 2012 | 2013 | 2012 | |||||
Agricultural | 72% | 77% | 76% | 79% | ||||
Industrial | 21% | 16% | 17% | 14% | ||||
Feed | 7% | 7% | 7% | 7% |
United States | Export | |||
Trio® only | ||||
2013 | ||||
Three months ended June 30, 2013 | 73% | 27% | ||
Six months ended June 30, 2013 | 70% | 30% | ||
2012 | ||||
Three months ended June 30, 2012 | 55% | 45% | ||
Six months ended June 30, 2012 | 66% | 34% |
Average net realized sales price for the three months ended: | Potash | Trio® | ||
(Per ton) | ||||
June 30, 2013 | $402 | $359 | ||
March 31, 2013 | $417 | $351 | ||
December 31, 2012 | $434 | $347 | ||
September 30, 2012 | $444 | $336 | ||
June 30, 2012 | $465 | $322 | ||
March 31, 2012 | $477 | $302 |
• | We are making significant progress on the HB Solar Solution mine. The total expected investment for the project remains between $225 million and $245 million, of which $176.5 million had been invested as of June 30, 2013. We currently expect first production of finished product from the HB Solar Solution mine to occur late in the fourth quarter of 2013 following completion of the production plant. We expect to see a ramp up of production in 2014, with production levels increasing into 2015, assuming the benefit of an average annual evaporation cycle applied to full evaporation ponds. The anticipated production schedule may be impacted by delays in filling the evaporation ponds, plant construction delays, the timing of critical equipment deliveries, and the impact of weather events or patterns on evaporation seasons. |
• | The North compaction project is expected to be completed in phases ahead of the production increases from the HB Solar Solution mine and the expansion of mining and milling capacity at the West mine. The first two compaction lines are undergoing commissioning and are expected to begin production late in the third quarter of 2013, with the third compaction line completed in early 2014. This project is designed to provide adequate capacity for the increased throughput expected at the West facility and the anticipated production from the HB Solar Solution mine. Total capital investment for the project is expected to be approximately $90 million to $95 million, of which approximately $84.2 million had been invested as of June 30, 2013. |
• | We are developing additional solution mining opportunities at our Moab facility. We completed the development of our second horizontal cavern systems in the fourth quarter of 2012 and are now actively engaged in developing a third horizontal cavern system. This represents a capital investment of approximately $20 million to $30 million, of which $11.0 million had been invested as of June 30, 2013. The addition of the new horizontal cavern systems is expected to provide higher extracted brine grades. In addition, we expect that the production from the new cavern systems will not only offset the typical decreasing production profile as other cavern systems are depleted, but allow for incremental production opportunities. |
• | $14.9 million in cash |
• | $32.9 million in cash equivalent investments, consisting of money market accounts with banking institutions that we believe are financially sound |
• | $37.4 million and $44.2 million invested in short and long-term investments, respectively |
Six Months Ended June 30, | ||||||||
2013 | 2012 | |||||||
(In thousands) | ||||||||
Cash Flows from Operating Activities | $ | 47,444 | $ | 98,878 | ||||
Cash Flows from Investing Activities | $ | (182,086 | ) | $ | (104,470 | ) | ||
Cash Flows from Financing Activities | $ | 148,820 | $ | (937 | ) |
• | $60 million of 3.23% Senior Notes, Series A, due April 16, 2020 |
• | $45 million of 4.13% Senior Notes, Series B, due April 14, 2023 |
• | $45 million of 4.28% Senior Notes, Series C, due April 16, 2025 |
Payments Due By Period | ||||||||||||||||||||||||||||
Total | Q3-Q4 2013 | 2014 | 2015 | 2016 | 2017 | More Than 5 Years | ||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||||||
Long-term debt(1) | $ | 150,000 | $ | — | $ | — | $ | — | $ | — | $ | — | $ | 150,000 | ||||||||||||||
Fixed rate interest obligations on long-term debt(2) | 55,265 | 2,861 | 5,723 | 5,723 | 5,723 | 5,723 | 29,512 | |||||||||||||||||||||
Operating lease obligations(3) | 13,924 | 1,351 | 2,671 | 2,549 | 2,158 | 2,018 | 3,177 | |||||||||||||||||||||
Purchase commitments(4) | 15,556 | 15,556 | — | — | — | — | — | |||||||||||||||||||||
Natural gas purchase commitments(5) | 2,982 | 2,563 | 419 | — | — | — | — | |||||||||||||||||||||
Asset retirement obligation(6) | 53,494 | 348 | 5,258 | 3,122 | — | — | 44,766 | |||||||||||||||||||||
Minimum royalty payments(7) | 9,800 | 196 | 392 | 392 | 392 | 392 | 8,036 | |||||||||||||||||||||
Total | $ | 301,021 | $ | 22,875 | $ | 14,463 | $ | 11,786 | $ | 8,273 | $ | 8,133 | $ | 235,491 |
(1) | Intrepid issued $150 million aggregate principal amount of the Notes on April 16, 2013. The Notes mature in three tranches in 2020, 2023, and 2025. |
(2) | Interest on the Notes began accruing on April 16, 2013. Interest will be paid semiannually on April 16 and October 16 of each year, beginning on October 16, 2013. Interest expense will be recorded net of any capitalized interest associated with investments in capital projects. |
(3) | Amounts include all operating lease payments, inclusive of sales tax, for leases for office space, an airplane, railcars and other equipment. |
(4) | Purchase contractual commitments include the approximate amount due vendors for non-cancelable purchase commitments for materials and services. |
(5) | We have committed to purchase a minimum quantity of natural gas, which is priced at floating index‑dependent rates plus $0.02 to $0.13 per MMBtu, estimated based on forward rates. Amounts are based on spot rates inclusive of estimated transportation costs and sales tax. |
(6) | We are obligated to reclaim and remediate lands that our operations have disturbed, but, because of the long-term nature of our reserves and facilities, we estimate that the majority of those expenditures will not be required until after 2017. Although our reclamation obligation activities are not required to begin until after we cease operations, we anticipate certain activities to occur prior to then related to reclamation of facilities that have been replaced with newly constructed assets, as well as certain shaft closure activities for shafts that are no longer in use. Commitments shown are in today’s dollars and are undiscounted. |
(7) | Estimated annual minimum royalties due under mineral leases, assuming approximately a 25-year life, consistent with estimated useful lives of plant assets. |
Three Months Ended June 30, | Change Between | ||||||||||||||
2013 | 2012 | Periods | % Change | ||||||||||||
Cost of goods sold (in millions) | $ | 55.0 | $ | 51.1 | $ | 3.9 | 8 | % | |||||||
Cost per ton of potash sold(1) | $ | 254 | $ | 237 | $ | 17 | 7 | % | |||||||
Cost per ton of Trio® sold(2) | $ | 243 | $ | 280 | $ | (37 | ) | (13 | )% |
(1) | Depreciation and depletion expense for potash was $9.1 million and $7.8 million in the second quarter of 2013 and 2012, respectively, which equates to $50 and $42 on a per ton basis. |
(2) | Depreciation and depletion expense for Trio® was $1.7 million and $1.5 million in the second quarter of 2013 and 2012, respectively, which equates to $48 and $58 on a per ton basis. |
Six Months Ended June 30, | Change Between | ||||||||||||||
2013 | 2012 | Periods | % Change | ||||||||||||
Cost of goods sold (in millions) | $ | 108.8 | $ | 111.6 | $ | (2.8 | ) | (3 | )% | ||||||
Cost per ton of potash sold(1) | $ | 245 | $ | 247 | $ | (2 | ) | (1 | )% | ||||||
Cost per ton of Trio® sold(2) | $ | 248 | $ | 284 | $ | (36 | ) | (13 | )% |
(1) | Depreciation and depletion expense for potash was $17.6 million and $16.8 million in the first six months of 2013 and 2012, respectively, which equates to $48 and $43 on a per ton basis. |
(2) | Depreciation and depletion expense for Trio® was $3.8 million and $3.3 million in the first six months of 2013 and 2012, respectively, which equates to $51 and $60 on a per ton basis. |
ITEM 3. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK |
ITEM 1. | LEGAL PROCEEDINGS |
ITEM 1A. | RISK FACTORS |
ITEM 2. | UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS |
ITEM 3. | DEFAULTS UPON SENIOR SECURITIES |
ITEM 4. | MINE SAFETY DISCLOSURES |
ITEM 5. | OTHER INFORMATION |
ITEM 6. | EXHIBITS |
INTREPID POTASH, INC. (Registrant) | ||
Dated: July 31, 2013 | /s/ Robert P. Jornayvaz III | |
Robert P. Jornayvaz III - Executive Chairman of the Board (Principal Executive Officer) | ||
Dated: July 31, 2013 | /s/ David W. Honeyfield | |
David W. Honeyfield - President and Chief Financial Officer (Principal Financial Officer) | ||
Dated: July 31, 2013 | /s/ Brian D. Frantz | |
Brian D. Frantz - Vice President-Finance, Controller, and Chief Accounting Officer (Principal Accounting Officer) |
Exhibit No. | Description | |
10.1 | Amended and Restated Non-Exclusive Aircraft Dry-Lease Agreement, dated as of January 1, 2013, by and between Intrepid Potash, Inc. and BH Holdings LLC. (1) | |
31.1 | Certification of Principal Executive Officer pursuant to Rule 13a-14(a) and 15d-14(a), as amended.* | |
31.2 | Certification of Principal Financial Officer pursuant to Rule 13a-14(a) and 15d-14(a), as amended.* | |
32.1 | Certification of Executive Chairman of the Board pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.** | |
32.2 | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.** | |
95.1 | Mine Safety Disclosure Exhibit.* | |
101.INS | XBRL Instance Document.* | |
101.SCH | XBRL Taxonomy Extension Schema.* | |
101.CAL | XBRL Extension Calculation Linkbase.* | |
101.LAB | XBRL Extension Label Linkbase.* | |
101.PRE | XBRL Extension Presentation Linkbase.* | |
101.DEF | XBRL Extension Definition Linkbase.* |
(1) | Incorporated by reference to Intrepid's Current Report on Form 8-K (File No. 001-34025) filed on June 17, 2013. |
* | Filed herewith. |
** | Furnished herewith. |
1. | I have reviewed this quarterly report on Form 10-Q of Intrepid Potash, Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's Board of Directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
Dated: July 31, 2013 | /s/ ROBERT P. JORNAYVAZ III | |
Robert P. Jornayvaz III Executive Chairman of the Board |
1. | I have reviewed this quarterly report on Form 10-Q of Intrepid Potash, Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's Board of Directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
Dated: July 31, 2013 | /s/ DAVID W. HONEYFIELD | |
David W. Honeyfield President and Chief Financial Officer |
1. | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"); and |
2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. |
Dated: July 31, 2013 | /s/ ROBERT P. JORNAYVAZ III | |
Robert P. Jornayvaz III Executive Chairman of the Board |
1. | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"); and |
2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. |
Dated: July 31, 2013 | /s/ DAVID W. HONEYFIELD | |
David W. Honeyfield President and Chief Financial Officer |
Mine Name and MSHA Identification Number | Section 104 S&S Citations | Section 104(b) Orders | Section 104(d) Citations and Orders | Section 110(b)(2) Violations | Section 107(a) Orders | Total Dollar Value of MSHA Assessments Proposed | Total Number of Mining-Related Fatalities | Received Notice of Pattern of Violations Under Section 104(e) | Received Notice of Potential to Have Pattern under Section 104(e) | Legal Actions Pending as of the End of the Period | Legal Actions Initiated During the Period | Legal Actions Resolved During the Period |
Intrepid Potash East (29-00170) | 4 | — | — | — | — | $11,753 | — | — | — | 6 | 1 | — |
Intrepid Potash West (29-00175) | 4 | — | — | — | — | $3,881 | — | — | — | 3 | — | — |
Intrepid Potash North (29-02028) | — | — | — | — | — | $227 | — | — | — | 1 | — | — |
HB Potash (29-00173) (idled underground mine) | — | — | — | — | — | $— | — | — | — | — | — | — |
• | General - In general, the number of citations and orders will vary depending on the size of the mine, the individual inspector assigned to the mine, and the specific mine characteristics. Citations and orders can be contested and appealed and, in that process, are often reduced in severity and amount and are sometimes vacated. |
• | MSHA Identification Numbers - MSHA assigns an identification number to each mine and may or may not assign separate identification numbers to related facilities. We provide the information in the table by MSHA identification number. |
• | Section 104 Significant and Substantial (“S&S”) Citations - These citations are issued for alleged violations of a mining safety standard or regulation where there exists a reasonable likelihood that the hazard contributed to or will result in an injury or illness of a reasonably serious nature. |
• | Section 104(b) Orders - These orders are issued for alleged failure to totally abate the subject matter of a Section 104(a) citation within the period specified in the citation. |
• | Section 104(d) Citations and Orders - These citations and orders are issued for an alleged unwarrantable failure (i.e. aggravated conduct constituting more than ordinary negligence) to comply with a mining safety standard or regulation. |
• | Section 110(b)(2) Violations - These violations are issued, and penalties are assessed, for flagrant violations (i.e., a reckless or repeated failure to make reasonable efforts to eliminate a known violation that substantially and proximately caused, or reasonably could have been expected to cause, death or serious bodily injury). |
• | Section 107(a) Orders - These orders are issued for an imminent danger to immediately remove miners. |
• | Total Dollar Value of MSHA Assessments Proposed - Proposed assessments issued during the period do not necessarily relate to the citations or orders issued by MSHA during that period or to the pending legal actions reported in the table. |
• | Notice of Pattern of Violations Under Section 104(e); Notice of Potential to Have Pattern under Section 104(e) - These notices are issued for a pattern of violation of mandatory health or safety standards or for the potential to have such a pattern. |
• | Legal Actions Pending, Initiated, and Resolved - The Federal Mine Safety and Health Review Commission (the “Commission”) is an independent adjudicative agency that provides administrative trial and appellate review of legal disputes arising under the Mine Act. Each legal action is assigned a docket number by the Commission and may have as its subject matter one or more citations, orders, penalties, or complaints. |
Mine Name and MSHA Identification Number | Contests of Citations and Orders | Contests of Proposed Penalties | Complaints for Compensation | Complaints of Discharge, Discrimination or Interference | Applications for Temporary Relief | Appeals of Judges' Decisions or Orders | Total |
Intrepid Potash East (29-00170) | 5 | — | — | 1 | — | — | 6 |
Intrepid Potash West (29-00175) | 3 | — | — | — | — | — | 3 |
Intrepid Potash North (29-02028) | 1 | — | — | — | — | — | 1 |
HB Potash (29-00173) (idled underground mine) | — | — | — | — | — | — | — |
• | Contests of Citations and Orders relate to challenges by operators, miners or miners' representatives to the issuance of a citation or order issued by MSHA. |
• | Contests of Proposed Penalties (Petitions for Assessment of Penalties) are administrative proceedings challenging a civil penalty that MSHA has proposed for the violation contained in a citation or order. |
• | Complaints for Compensation are filed by miners entitled to compensation when a mine is closed by certain withdrawal orders issued by MSHA for the purpose of determining the amount of compensation, if any, due miners idled by the orders. |
• | Complaints of Discharge, Discrimination or Interference involve a miner's allegation that he or she has suffered a wrong by the operator because he or she engaged in some type of activity protected under the Mine Act, such as making a safety complaint, or that he or she has suffered discrimination and lost his or her position. |
ASSET RETIREMENT OBLIGATION
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Jun. 30, 2013
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Asset Retirement Obligation Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
ASSET RETIREMENT OBLIGATION | ASSET RETIREMENT OBLIGATION Intrepid recognizes an estimated liability for future costs associated with the abandonment and reclamation of its mining properties. A liability for the fair value of an asset retirement obligation and a corresponding increase to the carrying value of the related long-lived asset are recorded as the mining operations occur or the assets are acquired. Intrepid’s asset retirement obligation is based on the estimated cost to abandon and reclaim the mining operations, the economic life of the properties, and federal and state regulatory requirements. The liability is discounted using credit adjusted risk-free rate estimates at the time the liability is incurred or when there are upward revisions to estimated costs. The credit adjusted risk-free rates used to discount Intrepid’s abandonment liabilities range from 6.9% to 8.5%. Revisions to the liability occur due to construction of new or expanded facilities, changes in estimated abandonment costs or economic lives, or if federal or state regulators enact new requirements regarding the abandonment or reclamation of mines. Following is a table of the changes to Intrepid’s asset retirement obligations for the following periods (in thousands):
The current portion of asset retirement obligations of $1.2 million was included in "Other" current liabilities on the condensed consolidated balance sheets as of June 30, 2013, and December 31, 2012. The undiscounted amount of asset retirement obligation is $53.5 million as of June 30, 2013, of which Intrepid estimates approximately $8.8 million in payments may occur in the next five years. |
EMPLOYEE BENEFITS (Details) (USD $)
In Thousands, unless otherwise specified |
3 Months Ended | 12 Months Ended |
---|---|---|
Jun. 30, 2013
|
Dec. 31, 2000
|
|
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Business Combinations and Acquisitions, Benefit Obligation | $ 1,500 | |
Defined Benefit Plan, Contributions by Employer | 2,000 | |
Defined Benefit Plan, Settlements, Benefit Obligation | $ 1,900 |
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)
In Thousands, except Share data, unless otherwise specified |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2013
|
Jun. 30, 2012
|
Jun. 30, 2013
|
Jun. 30, 2012
|
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Income Statement [Abstract] | ||||
Sales | $ 92,680 | $ 98,784 | $ 191,937 | $ 211,027 |
Less: | ||||
Freight costs | 6,526 | 4,823 | 14,623 | 11,585 |
Warehousing and handling costs | 3,094 | 3,005 | 6,673 | 6,369 |
Cost of goods sold | 55,003 | 51,064 | 108,776 | 111,645 |
Impairment of Product Inventory | 4 | (3) | 12 | 327 |
Gross Margin | 28,053 | 39,895 | 61,853 | 81,101 |
Selling and administrative | 8,639 | 8,710 | 18,131 | 16,967 |
Accretion of asset retirement obligation | 374 | 181 | 749 | 362 |
Other | (1,340) | 85 | (1,169) | 57 |
Operating Income | 20,380 | 30,919 | 44,142 | 63,715 |
Other Income (Expense) | ||||
Interest expense, including realized and unrealized derivative gains and losses | (219) | (215) | (432) | (468) |
Interest income | 163 | 526 | 215 | 1,039 |
Other income (expense) | (1,836) | 95 | (1,820) | 278 |
Income Before Income Taxes | 18,488 | 31,325 | 42,105 | 64,564 |
Income Tax Expense | (7,171) | (12,312) | (15,869) | (24,925) |
Net Income | $ 11,317 | $ 19,013 | $ 26,236 | $ 39,639 |
Weighted Average Shares Outstanding: | ||||
Basic (in shares) | 75,383,108 | 75,279,074 | 75,361,951 | 75,253,230 |
Diluted (in shares) | 75,399,566 | 75,308,472 | 75,396,164 | 75,312,773 |
Earnings Per Share: | ||||
Basic (in dollars per share) | $ 0.15 | $ 0.25 | $ 0.35 | $ 0.53 |
Diluted (in dollars per share) | $ 0.15 | $ 0.25 | $ 0.35 | $ 0.53 |
COMPANY BACKGROUND
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6 Months Ended |
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Jun. 30, 2013
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Company Background Disclosure [Abstract] | |
COMPANY BACKGROUND | COMPANY BACKGROUND Intrepid Potash, Inc. (individually or in any combination with its subsidiaries, “Intrepid”) produces muriate of potash (“potassium chloride” or “potash”) and langbeinite. Langbeinite, which is marketed for sale as Trio®, is a low-chloride potassium fertilizer with the additional benefits of sulfate and magnesium. Intrepid sells potash and Trio® primarily into the agricultural market as a fertilizer. Intrepid also sells these products into the animal feed market as a nutritional supplement and sells potash into the industrial market as a component in drilling and fracturing fluids for oil and gas wells. In addition, Intrepid sells by-products including salt, magnesium chloride, and metal recovery salts. Intrepid owns five active potash production facilities: three in New Mexico, and two in Utah. Intrepid is constructing a sixth production facility, the HB Solar Solution mine, near Carlsbad, New Mexico. Intrepid has placed into service certain assets of the HB Solar Solution mine project, as it is already injecting brine into the production caverns and pumping potassium-rich brine into the majority of the newly constructed solar evaporation ponds. Currently, production comes from two underground mines in the Carlsbad region of New Mexico; a solar evaporation solution mine near Moab, Utah; and a solar evaporation shallow brine mine in Wendover, Utah. Trio® production comes from mining the mixed ore body that contains both potash and langbeinite, which is mined and processed at the East facility near Carlsbad, New Mexico. Intrepid manages sales and marketing operations centrally. This allows Intrepid to evaluate the product needs of its customers and then determine which of its production facilities to use to fill customers’ orders in a manner designed to realize the highest average net realized sales price to Intrepid. Intrepid calculates average net realized sales price by deducting freight costs from gross revenues and then by dividing this result by tons of product sold during the period. Intrepid also monitors product inventory levels and overall production costs centrally. Intrepid has one reporting segment being the extraction, production, and sale of potassium related products. Intrepid's extraction and production operations are conducted entirely in the continental United States. |
RECLASSIFICATIONS OUT OF ACCUMULATED OTHER COMPREHENSIVE INCOME (Notes)
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Jun. 30, 2013
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Reclassification out of Accumulated Other Comprehensive Income Text Block [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Reclassifications Out Of Accumulated Other Comprehensive Income | RECLASSIFICATIONS OUT OF ACCUMULATED OTHER COMPREHENSIVE INCOME The components of Intrepid's Accumulated Other Comprehensive Income, net of tax, as of June 30, 2013, were as follows (in thousands):
The effects on net income of amounts reclassified from Accumulated Other Comprehensive Income for six months ended June 30, 2013, were as follows (in thousands):
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RECLASSIFICATIONS OUT OF ACCUMULATED OTHER COMPREHENSIVE INCOME (Details 2) (USD $)
In Thousands, unless otherwise specified |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2013
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Jun. 30, 2012
|
Jun. 30, 2013
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Jun. 30, 2012
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|
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||||
Selling and administrative | $ 8,639 | $ 8,710 | $ 18,131 | $ 16,967 |
Other (expense) income | (1,836) | 95 | (1,820) | 278 |
Total before tax | 18,488 | 31,325 | 42,105 | 64,564 |
Tax expense (benefit) | 7,171 | 12,312 | 15,869 | 24,925 |
Net tax | 11,317 | 19,013 | 26,236 | 39,639 |
Reclassification out of Accumulated Other Comprehensive Income
|
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Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||||
Net tax | 2 | |||
Unrealized losses on available-for-sale securities | Reclassification out of Accumulated Other Comprehensive Income
|
||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||||
Other (expense) income | 0 | |||
Total before tax | 0 | |||
Tax expense (benefit) | 0 | |||
Net tax | 0 | |||
Pension liability adjustment | Reclassification out of Accumulated Other Comprehensive Income
|
||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | ||||
Selling and administrative | 0 | |||
Other (expense) income | 3 | |||
Total before tax | 3 | |||
Tax expense (benefit) | (1) | |||
Net tax | $ 2 |
COMPENSATION PLANS
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Jun. 30, 2013
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Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
COMPENSATION PLANS | COMPENSATION PLANS Cash Bonus Plan—Intrepid has cash bonus plans that allow participants to receive varying percentages of their aggregate base salary. Any awards under the cash bonus plans are based on a variety of elements related to Intrepid’s performance in certain production, operational, financial, and other areas, as well as the participants’ individual performance. Intrepid accrues cash bonus expense related to the current year’s performance. Equity Incentive Compensation Plan—Intrepid's Board of Directors and stockholders have adopted a long-term incentive compensation plan called the Intrepid Potash, Inc. Equity Incentive Plan, as Amended and Restated (the "Plan"). Intrepid has issued common stock, restricted shares of common stock, performance units, and non-qualified stock option awards under the Plan. As of June 30, 2013, the following awards were outstanding under the plan: 375,137 shares of non-vested restricted shares of common stock; 97,367 non-vested performance units representing shares of common stock; and options to purchase 343,391 shares of common stock. As of June 30, 2013, approximately 3.6 million shares of common stock remained available for issuance under the Plan. Common Stock—On an annual basis, under the Plan, the Compensation Committee of the Board of Directors (the "Compensation Committee") approves the award of shares of common stock to the non-employee members of the Board of Directors as compensation for service for the period ending on the date of Intrepid’s annual stockholders’ meeting for the following year. These shares of common stock were granted without restrictions and vested immediately. Non-vested Restricted Shares of Common Stock—Under the Plan, grants of non-vested restricted shares of common stock have been awarded to executive officers, other key employees, and consultants. The awards contain service conditions associated with continued employment or service. There are no performance or market conditions associated with these awards. The terms of the non-vested restricted shares of common stock provide voting and regular dividend rights to the holders of the awards. Upon vesting, the restrictions on the restricted shares of common stock lapse, and the shares are considered issued and outstanding. Since 2009, the Compensation Committee has granted restricted shares of common stock under the Plan in the first quarter of each year to Intrepid's executive management team and other selected employees as part of an annual equity award program. These awards vest ratably over three years. From time to time, the Compensation Committee grants restricted shares of common stock to newly hired or promoted employees or other employees or consultants who have achieved extraordinary personal performance objectives. These restricted shares of common stock generally vest over one- to four-year periods. In measuring compensation expense associated with the grant of non-vested restricted shares of common stock, Intrepid uses the fair value of the award, determined as the closing stock price for Intrepid’s common stock on the grant date. Compensation expense is recorded monthly over the vesting period of the award. Total compensation expense related to the non-vested restricted shares of common stock awards was $0.9 million and $1.0 million for the three months ended June 30, 2013, and 2012. Total compensation expense related to the non-vested restricted shares of common stock awards was $1.7 million and $1.9 million for the six months ended June 30, 2013, and 2012. These amounts are net of estimated forfeiture adjustments. As of June 30, 2013, there was $6.9 million of total remaining unrecognized compensation expense related to non-vested restricted shares of common stock that will be expensed through 2015. A summary of activity relating to Intrepid’s non-vested restricted shares of common stock for the six months ended June 30, 2013, is presented below.
Performance Units—Since 2012, the Compensation Committee has granted performance units under the Plan to certain members of Intrepid's executive management team as part of the annual equity award program. The Compensation Committee issued two types of performance units: an operational performance-based award and a market condition-based award. The awards contain service conditions associated with continued employment, as well as an operational performance or market condition. The operational performance conditions are based on tons of potash and Trio® produced, and the market conditions are based on Intrepid's stock performance relative to a peer group and a broad market index. As of June 30, 2013, the maximum number of shares of common stock that may be issued, pending satisfaction of the operational performance or market condition and continued employment is 97,367 shares of common stock. These performance shares are subject to vesting conditions that provided for issuance over a three-year period assuming continued employment by the individual grantees through the vesting dates. For the three months ended June 30, 2013, and 2012, Intrepid recognized stock‑based compensation related to performance units of approximately $0.2 million and $0.1 million, respectively. For the six months ended June 30, 2013, and 2012, Intrepid recognized stock‑based compensation related to performance units of approximately $0.3 million and $0.1 million, respectively. As of June 30, 2013, there was $1.0 million of total remaining unrecognized compensation expense related to unvested performance units that will be expensed through 2015. Non-qualified Stock Options—From 2009 to 2011, the Compensation Committee issued non-qualified stock options under the Plan in the first quarter of each year to Intrepid’s executive management and other selected employees as part of its annual award program. These stock options generally vest ratably over three years. In measuring compensation expense for this grant of options, Intrepid estimated the fair value of the award on the grant date using the Black‑Scholes option valuation model. Option valuation models require the input of highly subjective assumptions, including the expected volatility of the price of the underlying stock. For the three months ended June 30, 2013, and 2012, Intrepid recognized stock‑based compensation related to previously issued stock options of approximately $0.1 million and $0.3 million, respectively. For the six months ended June 30, 2013, and 2012, Intrepid recognized stock‑based compensation related to previously issued stock options of approximately $0.3 million and $0.7 million, respectively. As of June 30, 2013, there was $0.4 million of total remaining unrecognized compensation expense related to unvested non-qualified stock options that will be expensed through 2013 and 2014. Realized tax benefits from tax deductions for exercised options in excess of the deferred tax asset attributable to stock compensation for such options are regarded as “excess tax benefits.” A summary of Intrepid’s stock option activity for the three months ended June 30, 2013, is as follows:
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RECOGNITION OF COMPENSATING TAX REFUND (Details) (USD $)
In Thousands, unless otherwise specified |
3 Months Ended |
---|---|
Jun. 30, 2013
|
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Other Income and Expenses [Abstract] | |
Compensating tax refund | $ 1,700 |
EMPLOYEE BENEFITS (Tables)
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Jun. 30, 2013
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Compensation and Retirement Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Reconciliation of Changes in Plan Benefit Obligations and Fair Value of Assets [Table Text Block] | The components of the net periodic pension expense are set forth below (in thousands):
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
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6 Months Ended |
---|---|
Jun. 30, 2013
|
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Accounting Policies [Abstract] | |
Principles of Consolidation | The consolidated financial statements of Intrepid include the accounts of Intrepid and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Intrepid bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Accordingly, actual results may differ significantly from these estimates under different assumptions or conditions. Significant estimates include those for proven and probable mineral reserves, the related present value of estimated future net cash flows, useful lives of plant assets, asset retirement obligations, normal inventory production levels, inventory valuations, the valuation of equity awards, the valuation of derivative financial instruments, and estimated blended income tax rates utilized in the current and deferred income tax calculations. There are numerous uncertainties inherent in estimating quantities of proven and probable reserves, projecting future rates of production, and the timing of development expenditures. Future mineral prices may vary significantly from the prices in effect at the time the estimates are made, as may estimates of future operating costs. The estimate of proven and probable mineral reserves, the related present value of estimated future cash flows, and useful lives of plant assets can affect various other items including depletion, the net carrying value of Intrepid’s mineral properties, the useful lives of related property, plant, and equipment, estimates associated with asset retirement obligations, and depreciation expenses. Specific to income tax items, we tend to see significant fluctuations in the valuation of the deferred tax assets and liabilities due to changing state income tax rates and the blend of state tax rates. |
Revenue Recognition | Revenue is recognized when evidence of an arrangement exists, risks and rewards of ownership have been transferred to customers, which is generally when title passes, the selling price is fixed and determinable, and collection is reasonably assured. Title passes at the designated shipping point for the majority of sales, but, in a few cases, title passes at the delivery destination. The shipping point may be the plant, a distribution warehouse, a customer warehouse, or a port. Title passes for some international shipments upon payment by the purchaser; however, revenue is not recognized for these transactions until shipment because the risks and rewards of ownership have transferred pursuant to a contractual arrangement. Prices are generally set at the time of, or prior to, shipment. In cases where the final price is determined upon resale of the product by the customer, revenue is deferred until the final sales price is known. Sales are reported on a gross basis. Intrepid quotes prices to customers both on a delivered basis and on the basis of pick-up at Intrepid’s plants and warehouses. When a sale occurs on a delivered basis, Intrepid incurs and, in turn, bills the customer and records as gross revenue the product sales value, freight, packaging, and certain other distribution costs. Many customers, however, arrange and pay for these costs directly and, in these situations, only the product sales are included in gross revenues. |
By-product Credits | When by-product inventories are sold, Intrepid records the sale of by-products as a credit to cost of goods sold. |
Inventory and Long-Term Parts Inventory | Inventory consists of product and by-product stocks that are ready for sale; mined ore; potash in evaporation ponds, which is considered work-in-process; and parts and supplies inventory. Product and by-product inventory cost is determined using the lower of weighted average cost or estimated net realizable value and includes direct costs, maintenance, operational overhead, depreciation, depletion, and equipment lease costs applicable to the production process. Direct costs, maintenance, and operational overhead include labor and associated benefits. Intrepid evaluates its production levels and costs to determine if any should be deemed abnormal and therefore excluded from inventory costs and expensed directly during the applicable period. The assessment of normal production levels is judgmental and is unique to each period. Intrepid models normal production levels and evaluates historical ranges of production by operating plant in assessing what is deemed to be normal. Parts inventory, including critical spares, that is not expected to be utilized within a period of one year is classified as non-current. Parts and supply inventory cost is determined using the lower of average acquisition cost or estimated replacement cost. Detailed reviews are performed related to the net realizable value of parts inventory, giving consideration to quality, slow-moving items, obsolescence, excessive levels, and other factors. Parts inventories that have not turned over in more than a year, excluding parts classified as critical spares, are reviewed for obsolescence and, if deemed appropriate, are included in the determination of an allowance for obsolescence. |
Property, Plant, and Equipment | Property, plant, and equipment are stated at historical cost. Expenditures for property, plant, and equipment relating to new assets or improvements are capitalized, provided the expenditure extends the useful life of an asset or extends the asset’s functionality. Property, plant, and equipment are depreciated under the straight-line method using estimated useful lives. No depreciation is taken on assets classified as construction in progress until the asset is placed into service. Gains and losses are recorded upon retirement, sale, or disposal of assets. Maintenance and repair costs are recognized as period costs when incurred. Capitalized interest, to the extent of debt outstanding, is calculated and capitalized on assets that are being constructed, drilled, or built or that are otherwise classified as construction in progress. |
Recoverability of Long-Lived Assets | Intrepid evaluates its long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amount may not be recoverable. An impairment is considered to exist if an asset’s total estimated net future cash flows on an undiscounted basis are less than the carrying amount of the related asset. An impairment loss is measured and recorded based on the discounted estimated future cash flows. Changes in significant assumptions underlying future cash flow estimates or fair values of assets may have a material effect on our financial position and results of operations. |
Mineral Properties and Development Costs | Mineral properties and development costs, which are referred to collectively as mineral properties, include acquisition costs, the cost of drilling wells, and the cost of other development work, all of which are capitalized. Depletion of mineral properties is calculated using the units-of-production method over the estimated life of the relevant ore body. The lives of reserves used for accounting purposes are shorter than current reserve life determinations due to uncertainties inherent in long-term estimates. These reserve life estimates have been prepared by us and reviewed and independently determined by mine consultants. Tons of potash and langbeinite in the proven and probable reserves are expressed in terms of expected finished tons of product to be realized, net of estimated losses. Market price fluctuations of potash or Trio®, as well as increased production costs or reduced recovery rates, could render proven and probable reserves containing relatively lower grades of mineralization uneconomic to exploit and might result in a reduction of reserves. In addition, the provisions of Intrepid’s mineral leases, including royalty provisions, are subject to periodic readjustment by the state and federal government, which could affect the economics of its reserve estimates. Significant changes in the estimated reserves could have a material impact on Intrepid’s results of operations and financial position. |
Exploration Costs | Exploration costs include geological and geophysical work performed on areas that do not yet have proven and probable reserves declared. These costs are expensed as incurred. |
Asset Retirement Obligation | Reclamation costs are initially recorded as a liability associated with the asset to be reclaimed or abandoned, based on applicable inflation assumptions and discount rates. The accretion of this discounted liability is recognized as expense over the life of the related assets, and the liability is periodically adjusted to reflect changes in the estimates of either the timing or amount of the reclamation and abandonment costs. |
Planned Turnaround Maintenance | Each production operation typically shuts down periodically for planned maintenance activities. The costs of maintenance turnarounds at Intrepid's facilities are considered part of production costs and are absorbed into inventory in the period incurred. |
Leases | Upon entering into leases, Intrepid evaluates whether leases are operating or capital leases. Operating lease expense is recognized as incurred. If lease payments change over the contractual term or involve contingent amounts, the total estimated cost over the term is recognized on a straight-line basis. |
Income Taxes | Intrepid is a subchapter C corporation and therefore is subject to U.S. federal and state income taxes. Intrepid recognizes income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using the enacted tax rates expected to apply to taxable income in the periods in which the deferred tax liability or asset is expected to be settled or realized. Intrepid records a valuation allowance if it is deemed more likely than not that its deferred income tax assets will not be realized in full. These determinations are subject to ongoing assessment. |
Cash and Cash Equivalents | Cash and cash equivalents consist of cash and liquid investments with an original maturity of three months or less. |
Investments | Intrepid’s short-term and long-term investments consist of certificates of deposit with various banking institutions, municipal tax-exempt and corporate taxable bonds, and corporate convertible debentures, which have been classified as either held-to-maturity or available-for-sale securities. Short-term investments on the consolidated balance sheets have remaining maturities to Intrepid less than or equal to one year and investments classified as long-term on the consolidated balance sheets have remaining maturities to Intrepid greater than one year. With regard to the financial instruments classified as held-to-maturity investments, they are carried on the consolidated balance sheets at cost, net of amortized premiums or discounts paid. The available-for-sale securities are carried at fair value, with changes in fair value recognized through "Other Comprehensive Loss" on the condensed consolidated balance sheets. Fair value is assessed using a market‑based approach. |
Fair Value of Financial Instruments | Intrepid's financial instruments include cash and cash equivalents, short-term and long-term investments, restricted cash, accounts receivable, refundable income taxes, and accounts payable. These instruments are carried at cost, which approximates fair value due to the short-term maturities of the instruments. All available-for-sale investments are carried at fair value. Allowances for doubtful accounts are recorded against the accounts receivable balance to estimate net realizable value. The fair value of the long-term debt is estimated using discounted cash flow analysis based on current borrowing rates for debt with similar remaining maturities and ratings. Although there are no amounts currently outstanding under Intrepid’s unsecured credit facility, any borrowings that become outstanding would bear interest at a floating rate and therefore be recorded at their estimated fair value. |
Earnings per Share | Basic net income per common share of stock is calculated by dividing net income available to common stockholders by the weighted average basic common shares outstanding for the respective period. Diluted net income per common share of stock is calculated by dividing net income by the weighted average diluted common shares outstanding, which includes the effect of potentially dilutive securities. Potentially dilutive securities for the diluted earnings per share calculation consist of awards of non-vested restricted shares of common stock, non-vested performance units, and non-qualified stock options. The dilutive effect of stock based compensation arrangements are computed using the treasury stock method. Following the lapse of the vesting period of restricted shares of common stock, the shares are considered issued and therefore are included in the number of issued and outstanding shares for purposes of these calculations. |
Stock-Based Compensation | Intrepid accounts for stock-based compensation by recording expense using the fair value of the awards at the time of grant. Intrepid has recorded compensation expense associated with the issuance of non-vested restricted shares of common stock, non-vested performance units, and non-qualified stock options, all of which are subject to service conditions. The expense associated with such awards is recognized over the service period associated with each issuance. Performance units are also subject to operational performance- or market-based conditions. |
RECENT ACCOUNTING PRONOUNCEMENTS
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6 Months Ended |
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Jun. 30, 2013
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New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS In February 2013, FASB issued ASU No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, to improve the transparency of reporting these reclassifications. This ASU expands the presentation of changes in accumulated other comprehensive income. The new guidance requires an entity to disaggregate the total change of each component of other comprehensive income either on the face of the net income statement or as a separate disclosure in the notes. ASU 2013-02 is effective for fiscal years beginning after December 15, 2012. The adoption of this ASU did not have a significant impact on Intrepid's consolidated financial position, results of operations, or cash flows. In July 2013, FASB issued ASU No. 2013-11, Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. The new guidance prescribes the balance sheet presentation of unrecognized tax benefits relating to net operating loss carryforwards or similar items. ASU 2013-11 is effective for fiscal years beginning after December 15, 2013. Intrepid does not anticipate a material impact on its consolidated financial statements upon adoption. |
DEBT (Details) (USD $)
In Thousands, unless otherwise specified |
3 Months Ended | 6 Months Ended | 1 Months Ended | |||||
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Jun. 30, 2013
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Jun. 30, 2012
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Jun. 30, 2013
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Jun. 30, 2012
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Aug. 31, 2011
Unsecured credit facility
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Jun. 30, 2013
SeriesASeniorNotes [Member]
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Jun. 30, 2013
SeriesBSeniorNotes [Member]
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Jun. 30, 2013
SeriesCSeniorNotes [Member]
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Debt | ||||||||
Maximum borrowing capacity | $ 250,000 | |||||||
Term of revolving credit facility (in years) | 5 years | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.23% | 4.13% | 4.28% | |||||
Interest Costs Incurred | 1,400 | 200 | 1,600 | 500 | ||||
Debt Instrument, Face Amount | 150,000 | 150,000 | 60,000 | 45,000 | 45,000 | |||
Proceeds from Notes Payable | 149,300 | |||||||
Interest Costs Capitalized | $ 1,200 | $ 0 | $ 1,200 | $ 0 |
INCOME TAXES (Tables) (USD $)
In Thousands, unless otherwise specified |
3 Months Ended | 6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2012
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Jun. 30, 2013
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Jun. 30, 2012
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Income Taxes [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | summary of the provision for income taxes is as follows (in thousands):
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Current Income Tax Expense (Benefit) | $ 26 | $ 1,062 | $ 343 | $ 3,684 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Deferred Other Tax Expense (Benefit) | 7,145 | 11,250 | 15,526 | 21,241 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total Income Tax Expense | $ 7,171 | $ 12,312 | $ 15,869 | $ 24,925 |
COMPANY BACKGROUND (Details)
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6 Months Ended |
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Jun. 30, 2013
Reporting_Segments
Facilities
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Company Background | |
Number of potash production facilities owned | 5 |
Number of reporting segments | 1 |
New Mexico
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Company Background | |
Number of potash production facilities owned | 3 |
Number of productive underground mines | 2 |
Utah
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Company Background | |
Number of potash production facilities owned | 2 |
INCOME TAXES (Details) (USD $)
In Thousands, unless otherwise specified |
3 Months Ended | 6 Months Ended | ||
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Jun. 30, 2013
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Jun. 30, 2012
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Jun. 30, 2013
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Jun. 30, 2012
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Income Tax Disclosure [Abstract] | ||||
Current Income Tax Expense (Benefit) | $ 26 | $ 1,062 | $ 343 | $ 3,684 |
Deferred Other Tax Expense (Benefit) | 7,145 | 11,250 | 15,526 | 21,241 |
Total Income Tax Expense | 7,171 | 12,312 | 15,869 | 24,925 |
Effective Income Tax Rate, Continuing Operations | 38.80% | 39.30% | 37.70% | 38.60% |
Deferred Other Tax Expense (Benefit) | $ 1,300 |
PROPERTY, PLANT, AND EQUIPMENT AND MINERAL PROPERTIES (Tables)
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Property Plant and Equipment and Mineral Properties Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Components of property, plant, and equipment and mineral properties and development costs | “Property, plant, and equipment” and “Mineral properties and development costs” were comprised of the following (in thousands):
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Schedule of costs for depreciation, depletion, amortization, and accretion, including amounts capitalized into inventory | Intrepid incurred the following costs for depreciation, depletion, and accretion, including costs capitalized into inventory, for the following periods (in thousands):
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RECOGNITION OF COMPENSATING TAX REFUND
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6 Months Ended |
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Jun. 30, 2013
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Other Income and Expenses [Abstract] | |
RECOGNITION OF COMPENSATING TAX REFUND | RECOGNITION OF COMPENSATING TAX REFUND In the second quarter of 2013, Intrepid received a refund from the State of New Mexico related to a compensating tax refund submitted for the period from December 2008 to October 2011. This refund consists of items for which Intrepid made compensating tax payments on behalf of vendors, as well as compensating tax payments on construction-related and service items during a period when the law was deemed unconstitutional. Upon receipt of the refund, which removed uncertainty about the amount and collection of the refund, Intrepid recorded $1.7 million of income, which is reflected in "Other operating expense (income)" in the condensed consolidated statement of operations for the three months ended June 30, 2013. |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parentheticals) (USD $)
In Thousands, unless otherwise specified |
3 Months Ended | 6 Months Ended | ||
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Jun. 30, 2013
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Jun. 30, 2012
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Jun. 30, 2013
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Jun. 30, 2012
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Statement of Other Comprehensive Income [Abstract] | ||||
Pension liability adjustment, net tax effect | $ 1,087 | $ 26 | $ 1,116 | $ 52 |
Unrealized loss on investments available for sale, net tax effect | $ 155 | $ 0 | $ 137 | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
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6 Months Ended |
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Jun. 30, 2013
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Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation—The consolidated financial statements of Intrepid include the accounts of Intrepid and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates—The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Intrepid bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Accordingly, actual results may differ significantly from these estimates under different assumptions or conditions. Significant estimates include those for proven and probable mineral reserves, the related present value of estimated future net cash flows, useful lives of plant assets, asset retirement obligations, normal inventory production levels, inventory valuations, the valuation of equity awards, the valuation of derivative financial instruments, and estimated blended income tax rates utilized in the current and deferred income tax calculations. There are numerous uncertainties inherent in estimating quantities of proven and probable reserves, projecting future rates of production, and the timing of development expenditures. Future mineral prices may vary significantly from the prices in effect at the time the estimates are made, as may estimates of future operating costs. The estimate of proven and probable mineral reserves, the related present value of estimated future cash flows, and useful lives of plant assets can affect various other items including depletion, the net carrying value of Intrepid’s mineral properties, the useful lives of related property, plant, and equipment, estimates associated with asset retirement obligations, and depreciation expenses. Specific to income tax items, we tend to see significant fluctuations in the valuation of the deferred tax assets and liabilities due to changing state income tax rates and the blend of state tax rates. Revenue Recognition—Revenue is recognized when evidence of an arrangement exists, risks and rewards of ownership have been transferred to customers, which is generally when title passes, the selling price is fixed and determinable, and collection is reasonably assured. Title passes at the designated shipping point for the majority of sales, but, in a few cases, title passes at the delivery destination. The shipping point may be the plant, a distribution warehouse, a customer warehouse, or a port. Title passes for some international shipments upon payment by the purchaser; however, revenue is not recognized for these transactions until shipment because the risks and rewards of ownership have transferred pursuant to a contractual arrangement. Prices are generally set at the time of, or prior to, shipment. In cases where the final price is determined upon resale of the product by the customer, revenue is deferred until the final sales price is known. Sales are reported on a gross basis. Intrepid quotes prices to customers both on a delivered basis and on the basis of pick-up at Intrepid’s plants and warehouses. When a sale occurs on a delivered basis, Intrepid incurs and, in turn, bills the customer and records as gross revenue the product sales value, freight, packaging, and certain other distribution costs. Many customers, however, arrange and pay for these costs directly and, in these situations, only the product sales are included in gross revenues. By-product Credits—When by-product inventories are sold, Intrepid records the sale of by-products as a credit to cost of goods sold. Inventory and Long-Term Parts Inventory—Inventory consists of product and by-product stocks that are ready for sale; mined ore; potash in evaporation ponds, which is considered work-in-process; and parts and supplies inventory. Product and by-product inventory cost is determined using the lower of weighted average cost or estimated net realizable value and includes direct costs, maintenance, operational overhead, depreciation, depletion, and equipment lease costs applicable to the production process. Direct costs, maintenance, and operational overhead include labor and associated benefits. Intrepid evaluates its production levels and costs to determine if any should be deemed abnormal and therefore excluded from inventory costs and expensed directly during the applicable period. The assessment of normal production levels is judgmental and is unique to each period. Intrepid models normal production levels and evaluates historical ranges of production by operating plant in assessing what is deemed to be normal. Parts inventory, including critical spares, that is not expected to be utilized within a period of one year is classified as non-current. Parts and supply inventory cost is determined using the lower of average acquisition cost or estimated replacement cost. Detailed reviews are performed related to the net realizable value of parts inventory, giving consideration to quality, slow-moving items, obsolescence, excessive levels, and other factors. Parts inventories that have not turned over in more than a year, excluding parts classified as critical spares, are reviewed for obsolescence and, if deemed appropriate, are included in the determination of an allowance for obsolescence. Property, Plant, and Equipment—Property, plant, and equipment are stated at historical cost. Expenditures for property, plant, and equipment relating to new assets or improvements are capitalized, provided the expenditure extends the useful life of an asset or extends the asset’s functionality. Property, plant, and equipment are depreciated under the straight-line method using estimated useful lives. No depreciation is taken on assets classified as construction in progress until the asset is placed into service. Gains and losses are recorded upon retirement, sale, or disposal of assets. Maintenance and repair costs are recognized as period costs when incurred. Capitalized interest, to the extent of debt outstanding, is calculated and capitalized on assets that are being constructed, drilled, or built or that are otherwise classified as construction in progress. Recoverability of Long-Lived Assets—Intrepid evaluates its long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amount may not be recoverable. An impairment is considered to exist if an asset’s total estimated net future cash flows on an undiscounted basis are less than the carrying amount of the related asset. An impairment loss is measured and recorded based on the discounted estimated future cash flows. Changes in significant assumptions underlying future cash flow estimates or fair values of assets may have a material effect on our financial position and results of operations. Mineral Properties and Development Costs—Mineral properties and development costs, which are referred to collectively as mineral properties, include acquisition costs, the cost of drilling wells, and the cost of other development work, all of which are capitalized. Depletion of mineral properties is calculated using the units-of-production method over the estimated life of the relevant ore body. The lives of reserves used for accounting purposes are shorter than current reserve life determinations due to uncertainties inherent in long-term estimates. These reserve life estimates have been prepared by us and reviewed and independently determined by mine consultants. Tons of potash and langbeinite in the proven and probable reserves are expressed in terms of expected finished tons of product to be realized, net of estimated losses. Market price fluctuations of potash or Trio®, as well as increased production costs or reduced recovery rates, could render proven and probable reserves containing relatively lower grades of mineralization uneconomic to exploit and might result in a reduction of reserves. In addition, the provisions of Intrepid’s mineral leases, including royalty provisions, are subject to periodic readjustment by the state and federal government, which could affect the economics of its reserve estimates. Significant changes in the estimated reserves could have a material impact on Intrepid’s results of operations and financial position. Exploration Costs—Exploration costs include geological and geophysical work performed on areas that do not yet have proven and probable reserves declared. These costs are expensed as incurred. Asset Retirement Obligation—Reclamation costs are initially recorded as a liability associated with the asset to be reclaimed or abandoned, based on applicable inflation assumptions and discount rates. The accretion of this discounted liability is recognized as expense over the life of the related assets, and the liability is periodically adjusted to reflect changes in the estimates of either the timing or amount of the reclamation and abandonment costs. Planned Turnaround Maintenance—Each production operation typically shuts down periodically for planned maintenance activities. The costs of maintenance turnarounds at Intrepid's facilities are considered part of production costs and are absorbed into inventory in the period incurred. Leases—Upon entering into leases, Intrepid evaluates whether leases are operating or capital leases. Operating lease expense is recognized as incurred. If lease payments change over the contractual term or involve contingent amounts, the total estimated cost over the term is recognized on a straight-line basis. Income Taxes—Intrepid is a subchapter C corporation and therefore is subject to U.S. federal and state income taxes. Intrepid recognizes income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using the enacted tax rates expected to apply to taxable income in the periods in which the deferred tax liability or asset is expected to be settled or realized. Intrepid records a valuation allowance if it is deemed more likely than not that its deferred income tax assets will not be realized in full. These determinations are subject to ongoing assessment. Cash and Cash Equivalents—Cash and cash equivalents consist of cash and liquid investments with an original maturity of three months or less. Investments—Intrepid’s short-term and long-term investments consist of certificates of deposit with various banking institutions, municipal tax-exempt and corporate taxable bonds, and corporate convertible debentures, which have been classified as either held-to-maturity or available-for-sale securities. Short-term investments on the consolidated balance sheets have remaining maturities to Intrepid less than or equal to one year and investments classified as long-term on the consolidated balance sheets have remaining maturities to Intrepid greater than one year. With regard to the financial instruments classified as held-to-maturity investments, they are carried on the consolidated balance sheets at cost, net of amortized premiums or discounts paid. The available-for-sale securities are carried at fair value, with changes in fair value recognized through "Other Comprehensive Loss" on the condensed consolidated balance sheets. Fair value is assessed using a market‑based approach. Fair Value of Financial Instruments—Intrepid's financial instruments include cash and cash equivalents, short-term and long-term investments, restricted cash, accounts receivable, refundable income taxes, and accounts payable. These instruments are carried at cost, which approximates fair value due to the short-term maturities of the instruments. All available-for-sale investments are carried at fair value. Allowances for doubtful accounts are recorded against the accounts receivable balance to estimate net realizable value. The fair value of the long-term debt is estimated using discounted cash flow analysis based on current borrowing rates for debt with similar remaining maturities and ratings. Although there are no amounts currently outstanding under Intrepid’s unsecured credit facility, any borrowings that become outstanding would bear interest at a floating rate and therefore be recorded at their estimated fair value. Earnings per Share—Basic net income per common share of stock is calculated by dividing net income available to common stockholders by the weighted average basic common shares outstanding for the respective period. Diluted net income per common share of stock is calculated by dividing net income by the weighted average diluted common shares outstanding, which includes the effect of potentially dilutive securities. Potentially dilutive securities for the diluted earnings per share calculation consist of awards of non-vested restricted shares of common stock, non-vested performance units, and non-qualified stock options. The dilutive effect of stock based compensation arrangements are computed using the treasury stock method. Following the lapse of the vesting period of restricted shares of common stock, the shares are considered issued and therefore are included in the number of issued and outstanding shares for purposes of these calculations. Stock‑Based Compensation—Intrepid accounts for stock-based compensation by recording expense using the fair value of the awards at the time of grant. Intrepid has recorded compensation expense associated with the issuance of non-vested restricted shares of common stock, non-vested performance units, and non-qualified stock options, all of which are subject to service conditions. The expense associated with such awards is recognized over the service period associated with each issuance. Performance units are also subject to operational performance- or market-based conditions. |
CONSOLIDATED STATEMENTS OF CASH FLOWS CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (USD $)
In Thousands, unless otherwise specified |
3 Months Ended | 6 Months Ended | ||
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Jun. 30, 2013
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Jun. 30, 2012
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Jun. 30, 2013
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Jun. 30, 2012
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Statement of Cash Flows [Abstract] | ||||
Interest Costs Capitalized | $ 1,200 | $ 0 | $ 1,200 | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)
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6 Months Ended |
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Jun. 30, 2013
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Cash and Cash Equivalents | |
Maximum original maturity period of cash and liquid investments (in months) | three months or less |
Investments | |
Maximum maturity period of short-term investments (in years) | less than or equal to one year |
Minimum maturity period of long-term investments (in years) | greater than one year |
EARNINGS PER SHARE (Tables)
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Earnings Per Share [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of calculation of basic and diluted earnings per share | The following table sets forth the calculation of basic and diluted earnings per share (in thousands, except per share amounts):
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ASSET RETIREMENT OBLIGATION (Tables)
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Asset Retirement Obligation Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of changes to asset retirement obligations | Following is a table of the changes to Intrepid’s asset retirement obligations for the following periods (in thousands):
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FAIR VALUE MEASUREMENTS (Tables)
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Fair Value Disclosures [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of assets and liabilities measured at fair value on a recurring basis | The following is a listing of Intrepid’s assets and liabilities required to be measured at fair value on a recurring basis and where they are classified within the hierarchy as of June 30, 2013, and December 31, 2012 (in thousands):
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Fair Value, by Balance Sheet Grouping [Table Text Block] | The carrying values and fair values of our financial instruments as of June 30, 2013, and December 31, 2012, are as follows (in thousands):
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