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Equity
3 Months Ended
Mar. 31, 2018
Equity [Abstract]  
Equity
5. Equity

Non-controlling Interest

The Company holds an economic interest and is the sole managing member in Spark HoldCo, with NuDevco Retail and Retailco holding the remaining economic interest in Spark HoldCo. As a result, the Company has consolidated the financial position and results of operations of Spark HoldCo and reflected the economic interest retained by NuDevco Retail and Retailco as a non-controlling interest.

The Company and NuDevco Retail and Retailco owned the following economic interests in Spark HoldCo at December 31, 2017 and March 31, 2018, respectively.

Non-controlling Interest Economic Interest
 
The Company
NuDevco Retail and Retailco (1)
December 31, 2017
38.12
%
61.88
%
March 31, 2018
38.12
%
61.88
%


The following table summarizes the portion of net income and income tax benefit attributable to non-controlling interest (in thousands):

Three Months Ended March 31,

2018

2017 (1)
 


 
Net income allocated to non-controlling interest
$
(29,888
)

$
8,405

Income tax benefit allocated to non-controlling interest
(383
)

(457
)
Net income attributable to non-controlling interest
$
(29,505
)

$
8,862


(1) Financial information has been recast to include results attributable to the acquisition of Perigee Energy, LLC by an affiliate on February 3, 2017. See Notes 2 and 4, "Basis of Presentation and Summary of Significant Accounting Policies" and "Acquisitions," respectively, for further discussion.

Stock Split

On May 22, 2017, the Company authorized and approved a two-for-one stock split of the Company's issued Class A common stock and Class B common stock, which was effected through a stock dividend (the "Stock Split"). Shareholders of record at the close of business on June 5, 2017 were issued one additional share of Class A common stock or Class B common stock of the Company for each share of Class A common stock or Class B common stock, respectively, held by such shareholder on that date. Such additional shares of Class A common stock or Class B common stock were distributed on June 16, 2017. All shares and per share amounts in this report have been retrospectively restated to reflect the Stock Split.

Share Repurchase Program

On May 24, 2017, the Company authorized a share repurchase program of up to $50.0 million of Spark Class A common stock through December 31, 2017. The Company funded the program through available cash balances, its credit facilities, and operating cash flows. The share repurchase program expired on December 31, 2017.

The Company used the cost method to account for its treasury shares. Purchases of shares of Class A common stock were recorded at cost, and the gross cost of the Class A common stock purchased was charged to a contra equity account entitled "Treasury Stock."

Class A Common Stock

The Company had a total of 13,138,535 and 13,135,636 shares of its Class A common stock outstanding at March 31, 2018 and December 31, 2017, respectively, and 99,446 shares of treasury stock at March 31, 2018 and December 31, 2017. Each share of Class A common stock holds economic rights and entitles its holder to one vote on all matters to be voted on by shareholders generally.

Class B Common Stock

The Company had a total of 21,485,126 shares of its Class B common stock outstanding at March 31, 2018 and December 31, 2017. Each share of Class B common stock, all of which are held by NuDevco Retail and Retailco, has no economic rights but entitles its holder to one vote on all matters to be voted on by shareholders generally.

Holders of Class A common stock and Class B common stock vote together as a single class on all matters presented to our shareholders for their vote or approval, except as otherwise required by applicable law or by our certificate of incorporation.

Preferred Stock

The Company has 20,000,000 shares of authorized preferred stock for which there were 3,707,256 and 1,704,339 issued and outstanding shares at March 31, 2018 and December 31, 2017, respectively.

Earnings Per Share

Basic earnings per share (“EPS”) is computed by dividing net income attributable to stockholders (the numerator) by the weighted-average number of Class A common shares outstanding for the period (the denominator). Class B common shares are not included in the calculation of basic earnings per share because they are not participating securities and have no economic interest in the Company. Diluted earnings per share is similarly calculated except that the denominator is increased (1) using the treasury stock method to determine the potential dilutive effect of the Company's outstanding unvested restricted stock units and (2) using the if-converted method to determine the potential dilutive effect of the Company's Class B common stock. All shares and per share amounts in this Quarterly Report on Form 10-Q have been retrospectively restated to reflect the Stock Split.

The following table presents the computation of (loss) earnings per share for the three months ended March 31, 2018 and 2017 (in thousands, except per share data):

Three Months Ended March 31,

2018
2017
Net (loss) income attributable to Spark Energy, Inc. stockholders
$
(12,326
)
$
2,270

Less: Dividend on Series A preferred stock
2,027

183

Net (loss) income attributable to stockholders of Class A common stock
$
(14,353
)
$
2,087

 
 
 
Basic weighted average Class A common shares outstanding
13,136

12,996

Basic (loss) earnings per share attributable to stockholders
$
(1.09
)
$
0.16




Net (loss) income attributable to stockholders of Class A common stock
$
(14,353
)
$
2,087

Effect of conversion of Class B common stock to shares of Class A common stock


Diluted net (loss) income attributable to stockholders of Class A common stock
$
(14,353
)
$
2,087

 
 
 
Basic weighted average Class A common shares outstanding
13,136

12,996

Effect of dilutive Class B common stock


Effect of dilutive restricted stock units

272

Diluted weighted average shares outstanding
13,136

13,268




Diluted (loss) earnings per share attributable to stockholders
$
(1.09
)
$
0.16



Variable Interest Entity

Spark HoldCo is a variable interest entity due to its lack of rights to participate in significant financial and operating decisions and inability to dissolve or otherwise remove its management. Spark HoldCo owns all of the outstanding membership interests in each of the operating subsidiaries through which the Company operates. The Company is the sole managing member of Spark HoldCo, manages Spark HoldCo's operating subsidiaries through this managing membership interest, and is considered the primary beneficiary of Spark HoldCo.

The assets of Spark HoldCo cannot be used to settle the obligations of the Company except through distributions to the Company, and the liabilities of Spark HoldCo cannot be settled by the Company except through contributions to Spark HoldCo.

The following table includes the carrying amounts and classification of the assets and liabilities of Spark HoldCo that are included in the Company's condensed consolidated balance sheet as of March 31, 2018 (in thousands):


March 31, 2018
Assets

Current assets:

Cash and cash equivalents
$
21,028

Accounts receivable
152,454

Other current assets
105,895

Total current assets
279,377

Non-current assets:

Goodwill
120,154

Other assets
59,567

Total non-current assets
179,721

Total Assets
$
459,098



Liabilities

Current liabilities:

Accounts payable and Accrued Liabilities
$
103,084

Contingent consideration
3,043

Other current liabilities
30,212

Total current liabilities
136,339

Long-term liabilities:

Long-term portion of Senior Credit Facility
106,500

Other long-term liabilities
16,938

Total long-term liabilities
123,438

Total Liabilities
$
259,777