XML 78 R36.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Description of Business, Basis of Presentation (Policy)
12 Months Ended
Dec. 31, 2019
Description of Business, Basis of Presentation [Abstract]  
Organization and nature of operations

(a)Organization and nature of operations

Coronado Global Resources Inc. (together with its subsidiaries, the “Company” or “Coronado”) is a global producer, marketer, and exporter of a full range of metallurgical coals, an essential element in the production of steel. The Company has a portfolio of operating mines and development projects in Queensland, Australia and in the states of Pennsylvania, Virginia and West Virginia in the USA.

Coronado was incorporated on August 13, 2018 pursuant to the laws of the State of Delaware by conversion of Coronado Group HoldCo LLC, from a limited liability company to a corporation. Coronado Group HoldCo LLC was a wholly-owned subsidiary of Coronado Group LLC, a Delaware limited liability company.

Coronado Group LLC was formed on April 1, 2015 to consolidate Coronado Coal LLC and Coronado II LLC under common ownership. The consolidation was completed on July 31, 2015 through the contribution of the membership interests of Coronado Coal LLC and Coronado II LLC, in exchange for membership interest in Coronado Group LLC. On June 30, 2016, Coronado IV LLC contributed its membership interest in exchange for membership interest in Coronado Group LLC. Coronado Coal LLC, Coronado II LLC and Coronado IV LLC are referred to herein as the “US LLC’s”
Curragh Acquisition

(b)Curragh Acquisition

On December 20, 2017 Coronado Australia Holdings Pty Ltd (“CAH”) was formed as a wholly-owned subsidiary of Coronado Group HoldCo LLC for acquiring and/or investing in coal mining related interests in Australia.

On March 29, 2018, CAH purchased all the outstanding shares in Wesfarmers Curragh Pty Ltd (since renamed Coronado Curragh Pty Ltd) including two wholly-owned subsidiaries, consisting of Curragh Queensland Mining Pty Ltd and Curragh Coal Sales Co Pty Ltd (collectively, “Curragh”). Curragh’s primary assets are mining facilities in Queensland, Australia.

Refer to Note (3) “Acquisitions” for further information related to the acquisition.

Reorganization Transaction

(c)Reorganization Transaction

During the year ended December 31, 2018, Coronado Group LLC and the Company completed a reorganization of their legal entity structure (the “Reorganization Transaction”). In connection with the Reorganization Transaction:

Coronado Group HoldCo LLC was converted into the Company, a Delaware corporation to consolidate Coronado Coal Corporation and Coronado Australia Holdings Pty Ltd under common ownership.

Coronado Group LLC contributed all membership interest in the US LLC’s to Coronado Coal Corporation, a wholly-owned subsidiary of the Company.

Immediately following the Reorganization Transaction, the Company held all the interests of Coronado Australia Holdings Pty Ltd and Coronado Coal Corporation and remained a subsidiary of Coronado Group LLC, owned by funds managed by The Energy & Minerals Group (“EMG”) and certain members of the Company’s management.

Initial Public Offering

(d)Initial Public Offering

On October 23, 2018, the Company completed an initial public offering (“IPO”) on the Australian Securities Exchange (“ASX”).

Upon completion of the IPO, the Company issued 16,651,692 new shares of common stock and Coronado Group LLC sold the equivalent of 2,691,896.4 shares of common stock. The common stock is publicly traded on the ASX under the ticker “CRN,” in the form of CHESS Depositary Interests (“CDIs”). CDIs are units of beneficial ownership in shares of common stock held by CHESS Depositary Nominees Pty Limited (“CDN”), a wholly-owned subsidiary of ASX Limited, the company that operates the ASX.

Each share of common stock is equivalent to 10 CDIs.

Following the IPO, Coronado Group LLC beneficially owns 773,081,036 CDIs (77,308,104 shares) representing 80% of the total CDIs outstanding. The remaining 193,435,884 CDIs (19,343,588 shares), are owned by new investors in the form of CDIs.

A portion of the proceeds from the IPO were used to repay all outstanding borrowings and to pay fees and expenses related to the IPO.

Coronado Group LLC holds 1 share of Series A Preferred Stock of the Company which is the only Series A Preferred Stock issued and outstanding. The holders of Series A Preferred Stock are permitted to nominate and elect 10% of the Company’s Board of Directors.

Refer to Note 6 “Capital Structure” for further details.

In connection with the IPO, Coronado Group LLC entered into a voluntary escrow agreement under which they agreed, among other things, to certain restrictions and prohibitions from dealing in its owned securities for a restricted period beginning on October 23, 2018 and ending on the first business day after the release of the 2019 financial statements.

On July 28, 2019, the Company registered its common stock pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended, or the Exchange Act.

On August 19, 2019, the independent directors of the Company approved the early release of 10,631,687, or 11%, shares of common stock held by Coronado Group LLC from voluntary escrow. As at December 31, 2019, Coronado Group LLC had not sold shares of common stock that have been held since the IPO.

Basis of Presentation

(e) Basis of Presentation

The consolidated financial statements have been prepared in accordance with requirements of the US Generally Accepted Accounting Principles (“US GAAP”) and are presented in US dollars, unless otherwise stated.

The Reorganization Transaction was treated as a combination of entities under common control in line with Accounting Standards Codification (“ASC”) 805, Business Combinations whereby the receiving entity, the Company recorded the contributed assets and liabilities at the carrying value of Coronado Group LLC.

Prior to the Reorganization Transaction, the consolidated financial statements of the Company reflect the net assets and operations of Coronado Group LLC. The financial statements presented following the Reorganization Transaction are those of the receiving entity (the Company) and are retrospectively adjusted to present that entity as if it always held the net assets or equity interests previously held by the seller, Coronado Group LLC. As such, financial information (including comparatives) of the Company has been presented as a continuation of the pre existing accounting values of assets and liabilities in Coronado Group LLC’s financial statements.

The consolidated financial statements include the accounts of the Company and its affiliates. The Company, or Coronado, are used interchangeably to refer to Coronado Global Resources Inc., Coronado Global Resources Inc. and its subsidiaries, or to Coronado Group LLC, as appropriate to the context. Interests in subsidiaries controlled by the Company are consolidated with any outside stockholder interests reflected as noncontrolling interests. All intercompany balances and transactions have been eliminated in consolidation.

Certain Significant Risks and Uncertainties

(f)Certain Significant Risks and Uncertainties

External factors, including general economic conditions, international events and circumstances, competitor actions, governmental actions and regulations are beyond the Company’s control and can cause fluctuations in demand for coal and volatility in the price of commodities. This is turn may adversely impact on the Company’s future operating results, purchase or investment opportunities in the coal mining industry.

Concentration of customers

For the year ended December 31, 2019 $1,198.2 million, or 55% of total revenues, were attributable to five (5) customers. In comparison, for the year ended December 31, 2018, $980.8 million, or 51% of total revenues were attributable to five (5) customers and for the year ended December 31, 2017, $576.8 million, or 76% of total revenues were attributable to five (5) customers. As of December 31, 2019, the Company had four (4) customers that accounted for $171.5 million, or 78%, of accounts receivable. As of December 31, 2018, the Company had four (4) customers that accounted for $128.3 million, or 53%, of accounts receivable.

Concentration of labor

Out of the Company’s total employees, 12% are subject to the Curragh Mine Operations Enterprise Bargaining Agreement 2019. This agreement covers work carried out by permanent, full-time, temporary, and casual coal mining employees engaged by Curragh to fulfil production, maintenance and processing activities. Other than the Curragh Mine Operations Enterprise Bargaining Agreement 2019, there are no other collective bargaining agreements or union contracts covering employees of the Company.