DELAWARE
|
75-1256622
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(State or other jurisdiction of
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(I.R.S. employer incorporation or
|
organization)
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identification no.)
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1650 Hwy 6 South, Suite 190
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77478
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Sugar Land, Texas
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(Zip code)
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(Address of principal executive offices)
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June 30,
2018 (Unaudited) |
|
December 31,
2017 |
||||
ASSETS
|
|
(thousands of dollars)
|
||||||
Current Assets
|
|
|
|
|
||||
Cash
|
|
$
|
3,387
|
|
|
$
|
3,028
|
|
Trade receivables, net
|
|
26,467
|
|
|
25,779
|
|
||
Insurance receivable
|
|
493
|
|
|
—
|
|
||
Inventories
|
|
17,003
|
|
|
18,450
|
|
||
Prepaid expenses and other assets
|
|
5,188
|
|
|
4,424
|
|
||
Taxes receivable
|
|
1,291
|
|
|
5,584
|
|
||
Total current assets
|
|
53,829
|
|
|
57,265
|
|
||
|
|
|
|
|
||||
Plant, pipeline and equipment
, net
|
|
192,084
|
|
|
181,742
|
|
||
|
|
|
|
|
||||
Goodwill
|
|
21,798
|
|
|
21,798
|
|
||
Intangible assets, net
|
|
19,877
|
|
|
20,808
|
|
||
Investment in AMAK
|
|
45,452
|
|
|
45,125
|
|
||
Mineral properties in the United States
|
|
588
|
|
|
588
|
|
||
|
|
|
|
|
||||
TOTAL ASSETS
|
|
$
|
333,628
|
|
|
$
|
327,326
|
|
LIABILITIES
|
|
|
|
|
||||
Current Liabilities
|
|
|
|
|
||||
Accounts payable
|
|
$
|
11,927
|
|
|
$
|
18,347
|
|
Accrued liabilities
|
|
5,638
|
|
|
3,961
|
|
||
Current portion of post-retirement benefit
|
|
28
|
|
|
305
|
|
||
Current portion of long-term debt
|
|
8,061
|
|
|
8,061
|
|
||
Current portion of other liabilities
|
|
916
|
|
|
870
|
|
||
Total current liabilities
|
|
26,570
|
|
|
31,544
|
|
||
|
|
|
|
|
||||
Long-term debt
, net of current portion
|
|
97,015
|
|
|
91,021
|
|
||
Post-retirement benefit,
net of current portion
|
|
365
|
|
|
897
|
|
||
Other liabilities,
net of current portion
|
|
1,297
|
|
|
1,611
|
|
||
Deferred income taxes
|
|
18,315
|
|
|
17,242
|
|
||
Total liabilities
|
|
143,562
|
|
|
142,315
|
|
||
|
|
|
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|
||||
EQUITY
|
|
|
|
|
||||
Common stock
‑authorized 40 million shares of $.10 par value; issued 24.5 million in 2018 and 2017 and outstanding 24.3 million shares in 2018 and 2017
|
|
2,451
|
|
|
2,451
|
|
||
Additional paid-in capital
|
|
56,365
|
|
|
56,012
|
|
||
Common stock in treasury, at cost
|
|
(61
|
)
|
|
(196
|
)
|
||
Retained earnings
|
|
131,022
|
|
|
126,455
|
|
||
Total Trecora Resources Stockholders' Equity
|
|
189,777
|
|
|
184,722
|
|
||
Noncontrolling Interest
|
|
289
|
|
|
289
|
|
||
Total equity
|
|
190,066
|
|
|
185,011
|
|
||
|
|
|
|
|
||||
TOTAL LIABILITIES AND EQUITY
|
|
$
|
333,628
|
|
|
$
|
327,326
|
|
|
|
THREE MONTHS ENDED
JUNE 30, |
|
SIX MONTHS ENDED JUNE 30,
|
||||||||||||
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
|
|
(thousands of dollars)
|
|
(thousands of dollars)
|
||||||||||||
REVENUES
|
|
|
|
|
|
|
|
|
||||||||
Petrochemical and Product Sales
|
|
$
|
63,569
|
|
|
$
|
57,016
|
|
|
$
|
130,268
|
|
|
$
|
107,915
|
|
Processing Fees
|
|
4,537
|
|
|
5,099
|
|
|
9,579
|
|
|
9,742
|
|
||||
|
|
68,106
|
|
|
62,115
|
|
|
139,847
|
|
|
117,657
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
OPERATING COSTS AND EXPENSES
|
|
|
|
|
|
|
|
|
||||||||
Cost of Sales and Processing
|
|
|
|
|
|
|
|
|
||||||||
(including depreciation and amortization of $2,837, $2,363, $5,667, and $4,746, respectively)
|
|
59,964
|
|
|
51,008
|
|
|
121,565
|
|
|
95,932
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
GROSS PROFIT
|
|
8,142
|
|
|
11,107
|
|
|
18,282
|
|
|
21,725
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
GENERAL AND ADMINISTRATIVE EXPENSES
|
|
|
|
|
|
|
|
|
||||||||
General and Administrative
|
|
4,554
|
|
|
5,740
|
|
|
10,889
|
|
|
11,961
|
|
||||
Depreciation
|
|
191
|
|
|
205
|
|
|
387
|
|
|
410
|
|
||||
|
|
4,745
|
|
|
5,945
|
|
|
11,276
|
|
|
12,371
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
OPERATING INCOME
|
|
3,397
|
|
|
5,162
|
|
|
7,006
|
|
|
9,354
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
OTHER INCOME (EXPENSE)
|
|
|
|
|
|
|
|
|
||||||||
Interest Income
|
|
14
|
|
|
—
|
|
|
21
|
|
|
—
|
|
||||
Interest Expense
|
|
(815
|
)
|
|
(678
|
)
|
|
(1,693
|
)
|
|
(1,314
|
)
|
||||
Equity in Earnings (Losses) of AMAK
|
|
228
|
|
|
(3,298
|
)
|
|
458
|
|
|
(4,264
|
)
|
||||
Miscellaneous Expense
|
|
(13
|
)
|
|
(22
|
)
|
|
(39
|
)
|
|
(64
|
)
|
||||
|
|
(586
|
)
|
|
(3,998
|
)
|
|
(1,253
|
)
|
|
(5,642
|
)
|
||||
|
|
|
|
|
|
|
|
|
||||||||
INCOME BEFORE INCOME TAXES
|
|
2,811
|
|
|
1,164
|
|
|
5,753
|
|
|
3,712
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
INCOME TAXES
|
|
596
|
|
|
332
|
|
|
1,186
|
|
|
1,393
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
NET INCOME
|
|
2,215
|
|
|
832
|
|
|
4,567
|
|
|
2,319
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTEREST
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
NET INCOME ATTRIBUTABLE TO TRECORA RESOURCES
|
|
$
|
2,215
|
|
|
$
|
832
|
|
|
$
|
4,567
|
|
|
$
|
2,319
|
|
|
|
|
|
|
|
|
|
|
||||||||
Basic Earnings per Common Share
|
|
|
|
|
|
|
|
|
||||||||
Net Income Attributable to Trecora Resources (dollars)
|
|
$
|
0.09
|
|
|
$
|
0.03
|
|
|
$
|
0.19
|
|
|
$
|
0.10
|
|
|
|
|
|
|
|
|
|
|
||||||||
Basic Weighted Average Number of Common Shares Outstanding
|
|
24,370
|
|
|
24,256
|
|
|
24,354
|
|
|
24,248
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Diluted Earnings per Common Share
|
|
|
|
|
|
|
|
|
||||||||
Net Income Attributable to Trecora Resources (dollars)
|
|
$
|
0.09
|
|
|
$
|
0.03
|
|
|
$
|
0.18
|
|
|
$
|
0.09
|
|
|
|
|
|
|
|
|
|
|
||||||||
Diluted Weighted Average Number of Common Shares Outstanding
|
|
25,014
|
|
|
25,034
|
|
|
25,119
|
|
|
25,044
|
|
|
|
TRECORA RESOURCES STOCKHOLDERS
|
|
|
|
|
|||||||||||||||||||||||||
|
|
COMMON STOCK
|
|
ADDITIONAL
PAID-IN
|
|
TREASURY
|
|
RETAINED
|
|
|
|
NON-
CONTROLLING
|
|
TOTAL
|
|||||||||||||||||
|
|
SHARES
|
|
AMOUNT
|
|
CAPITAL
|
|
STOCK
|
|
EARNINGS
|
|
TOTAL
|
|
INTEREST
|
|
EQUITY
|
|||||||||||||||
|
|
(thousands)
|
|
|
(thousands of dollars)
|
||||||||||||||||||||||||||
January 1, 2018
|
|
24,311
|
|
|
$
|
2,451
|
|
|
$
|
56,012
|
|
|
$
|
(196
|
)
|
|
$
|
126,455
|
|
|
$
|
184,722
|
|
|
$
|
289
|
|
|
$
|
185,011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Stock Options
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Issued to Directors
|
|
—
|
|
|
—
|
|
|
(10
|
)
|
|
—
|
|
|
—
|
|
|
(10
|
)
|
|
—
|
|
|
(10
|
)
|
|||||||
Issued to Employees
|
|
—
|
|
|
—
|
|
|
154
|
|
|
—
|
|
|
—
|
|
|
154
|
|
|
—
|
|
|
154
|
|
|||||||
Cancellations (see Note 13)
|
|
—
|
|
|
—
|
|
|
(680
|
)
|
|
—
|
|
|
—
|
|
|
(680
|
)
|
|
—
|
|
|
(680
|
)
|
|||||||
Restricted Stock Units
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Issued to Directors
|
|
—
|
|
|
—
|
|
|
175
|
|
|
—
|
|
|
—
|
|
|
175
|
|
|
—
|
|
|
175
|
|
|||||||
Issued to Employees
|
|
—
|
|
|
—
|
|
|
734
|
|
|
—
|
|
|
—
|
|
|
734
|
|
|
—
|
|
|
734
|
|
|||||||
Common Stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Issued to Directors
|
|
—
|
|
|
—
|
|
|
(78
|
)
|
|
37
|
|
|
—
|
|
|
(41
|
)
|
|
—
|
|
|
(41
|
)
|
|||||||
Issued to Employees
|
|
—
|
|
|
—
|
|
|
132
|
|
|
154
|
|
|
—
|
|
|
286
|
|
|
—
|
|
|
286
|
|
|||||||
Stock Exchange (see Notes 8 & 17)
|
|
—
|
|
|
—
|
|
|
(65
|
)
|
|
(65
|
)
|
|
—
|
|
|
(130
|
)
|
|
—
|
|
|
(130
|
)
|
|||||||
Warrants
|
|
—
|
|
|
—
|
|
|
(9
|
)
|
|
9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Net Income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,567
|
|
|
4,567
|
|
|
—
|
|
|
4,567
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
June 30, 2018
|
|
24,311
|
|
|
$
|
2,451
|
|
|
$
|
56,365
|
|
|
$
|
(61
|
)
|
|
$
|
131,022
|
|
|
$
|
189,777
|
|
|
$
|
289
|
|
|
$
|
190,066
|
|
|
|
SIX MONTHS ENDED
JUNE 30, |
||||||
|
|
2018
|
|
2017
|
||||
|
|
(thousands of dollars)
|
||||||
OPERATING ACTIVITIES
|
|
|
|
|
||||
Net Income
|
|
$
|
4,567
|
|
|
$
|
2,319
|
|
Adjustments to Reconcile Net Income
|
|
|
|
|
||||
To Net Cash Provided by Operating Activities:
|
|
|
|
|
||||
Depreciation and Amortization
|
|
4,941
|
|
|
4,226
|
|
||
Amortization of Intangible Assets
|
|
931
|
|
|
931
|
|
||
Unrealized Gain on Derivative Instruments
|
|
—
|
|
|
(38
|
)
|
||
Stock-based Compensation
|
|
372
|
|
|
1,289
|
|
||
Deferred Income Taxes
|
|
1,073
|
|
|
505
|
|
||
Postretirement Obligation
|
|
(809
|
)
|
|
(5
|
)
|
||
Equity in (Earnings) Losses of AMAK
|
|
(458
|
)
|
|
4,264
|
|
||
Bad Debt Expense
|
|
128
|
|
|
—
|
|
||
Amortization of Loan Fees
|
|
161
|
|
|
61
|
|
||
Changes in Operating Assets and Liabilities:
|
|
|
|
|
||||
Increase in Trade Receivables
|
|
(817
|
)
|
|
(2,839
|
)
|
||
Increase in Insurance Receivables
|
|
(493
|
)
|
|
—
|
|
||
Decrease in Taxes Receivable
|
|
4,293
|
|
|
783
|
|
||
Decrease in Inventories
|
|
1,448
|
|
|
2,752
|
|
||
(Increase) Decrease in Prepaid Expenses and Other Assets
|
|
(901
|
)
|
|
36
|
|
||
Increase (Decrease) in Accounts Payable and Accrued Liabilities
|
|
(4,742
|
)
|
|
114
|
|
||
Increase in Other Liabilities
|
|
104
|
|
|
1,129
|
|
||
Net Cash Provided by Operating Activities
|
|
9,798
|
|
|
15,527
|
|
||
|
|
|
|
|
||||
INVESTING ACTIVITIES
|
|
|
|
|
||||
Additions to Plant, Pipeline and Equipment
|
|
(15,434
|
)
|
|
(27,833
|
)
|
||
Advances to AMAK, net
|
|
(83
|
)
|
|
(55
|
)
|
||
Cash Used in Investing Activities
|
|
(15,517
|
)
|
|
(27,888
|
)
|
||
|
|
|
|
|
||||
FINANCING ACTIVITIES
|
|
|
|
|
||||
Issuance of Common Stock
|
|
—
|
|
|
25
|
|
||
Net Cash Received (Paid) Related to Stock-Based Compensation
|
|
245
|
|
|
(55
|
)
|
||
Addition to Long-Term Debt
|
|
16,000
|
|
|
12,000
|
|
||
Repayment of Long-Term Debt
|
|
(10,167
|
)
|
|
(6,250
|
)
|
||
Net Cash Provided by Financing Activities
|
|
6,078
|
|
|
5,720
|
|
||
|
|
|
|
|
||||
NET INCREASE (DECREASE) IN CASH
|
|
359
|
|
|
(6,641
|
)
|
||
|
|
|
|
|
||||
CASH AT BEGINNING OF PERIOD
|
|
3,028
|
|
|
8,389
|
|
||
|
|
|
|
|
||||
CASH AT END OF PERIOD
|
|
$
|
3,387
|
|
|
$
|
1,748
|
|
(1)
|
TREC – Trecora Resources
|
(2)
|
TOCCO – Texas Oil & Chemical Co. II, Inc. – Wholly owned subsidiary of TREC and parent of SHR and TC
|
(3)
|
SHR – South Hampton Resources, Inc. – Petrochemical segment and parent of GSPL
|
(4)
|
GSPL – Gulf State Pipe Line Co, Inc. – Pipeline support for the petrochemical segment
|
(5)
|
TC – Trecora Chemical, Inc. – Specialty wax segment
|
(6)
|
AMAK – Al Masane Al Kobra Mining Company – Mining equity investment –
33%
ownership
|
(7)
|
PEVM – Pioche Ely Valley Mines, Inc. – Inactive mine -
55%
ownership
|
|
|
June 30, 2018
|
|
|
December 31, 2017
|
|
||
|
|
(thousands of dollars)
|
||||||
Trade receivables
|
|
$
|
26,895
|
|
|
$
|
26,079
|
|
Less allowance for doubtful accounts
|
|
(428
|
)
|
|
(300
|
)
|
||
Trade receivables, net
|
|
$
|
26,467
|
|
|
$
|
25,779
|
|
|
|
June 30, 2018
|
|
|
December 31, 2017
|
|
||
|
|
(thousands of dollars)
|
||||||
Prepaid license
|
|
$
|
1,919
|
|
|
$
|
1,919
|
|
Prepaid catalyst
|
|
682
|
|
|
779
|
|
||
Prepaid insurance
|
|
115
|
|
|
—
|
|
||
Spare parts
|
|
1,349
|
|
|
954
|
|
||
Other prepaid expenses and assets
|
|
1,123
|
|
|
772
|
|
||
Total
|
|
$
|
5,188
|
|
|
$
|
4,424
|
|
|
|
June 30, 2018
|
|
|
December 31, 2017
|
|
||
|
|
(thousands of dollars)
|
||||||
Raw material
|
|
$
|
3,147
|
|
|
$
|
3,703
|
|
Work in process
|
|
—
|
|
|
27
|
|
||
Finished products
|
|
13,856
|
|
|
14,720
|
|
||
Total inventory
|
|
$
|
17,003
|
|
|
$
|
18,450
|
|
|
|
June 30, 2018
|
|
|
December 31, 2017
|
|
||
|
|
(thousands of dollars)
|
||||||
Platinum catalyst metal
|
|
$
|
1,612
|
|
|
$
|
1,612
|
|
Land
|
|
5,428
|
|
|
5,428
|
|
||
Plant, pipeline and equipment
|
|
189,866
|
|
|
186,946
|
|
||
Construction in progress
|
|
63,510
|
|
|
50,996
|
|
||
Total plant, pipeline and equipment
|
|
260,416
|
|
|
244,982
|
|
||
Less accumulated depreciation
|
|
(68,332
|
)
|
|
(63,240
|
)
|
||
Net plant, pipeline and equipment
|
|
$
|
192,084
|
|
|
$
|
181,742
|
|
|
|
June 30, 2018
|
||||||||||
Intangible assets subject to amortization (Definite-lived)
|
|
Gross
|
|
Accumulated
Amortization
|
|
Net
|
||||||
Customer relationships
|
|
$
|
16,852
|
|
|
$
|
(4,213
|
)
|
|
$
|
12,639
|
|
Non-compete agreements
|
|
94
|
|
|
(71
|
)
|
|
23
|
|
|||
Licenses and permits
|
|
1,471
|
|
|
(443
|
)
|
|
1,028
|
|
|||
Developed technology
|
|
6,131
|
|
|
(2,299
|
)
|
|
3,832
|
|
|||
|
|
24,548
|
|
|
(7,026
|
)
|
|
17,522
|
|
|||
Intangible assets not subject to amortization (Indefinite-lived)
|
|
|
|
|
|
|
||||||
Emissions Allowance
|
|
197
|
|
|
—
|
|
|
197
|
|
|||
Trade name
|
|
2,158
|
|
|
—
|
|
|
2,158
|
|
|||
Total
|
|
$
|
26,903
|
|
|
$
|
(7,026
|
)
|
|
$
|
19,877
|
|
|
|
December 31, 2017
|
||||||||||
Intangible assets subject to amortization (Definite-lived)
|
|
Gross
|
|
Accumulated
Amortization
|
|
Net
|
||||||
Customer relationships
|
|
$
|
16,852
|
|
|
$
|
(3,651
|
)
|
|
$
|
13,201
|
|
Non-compete agreements
|
|
94
|
|
|
(61
|
)
|
|
33
|
|
|||
Licenses and permits
|
|
1,471
|
|
|
(390
|
)
|
|
1,081
|
|
|||
Developed technology
|
|
6,131
|
|
|
(1,993
|
)
|
|
4,138
|
|
|||
|
|
24,548
|
|
|
(6,095
|
)
|
|
18,453
|
|
|||
Intangible assets not subject to amortization (Indefinite-lived)
|
|
|
|
|
|
|
||||||
Emissions Allowance
|
|
197
|
|
|
—
|
|
|
197
|
|
|||
Trade name
|
|
2,158
|
|
|
—
|
|
|
2,158
|
|
|||
Total
|
|
$
|
26,903
|
|
|
$
|
(6,095
|
)
|
|
$
|
20,808
|
|
|
|
Total
|
|
|
Remainder of 2018
|
|
|
2019
|
|
|
2020
|
|
|
2021
|
|
|
2022
|
|
|
2023
|
|
|
Thereafter
|
|
||||||||
Customer relationships
|
|
$
|
12,639
|
|
|
$
|
562
|
|
|
$
|
1,123
|
|
|
$
|
1,123
|
|
|
1,123
|
|
|
1,123
|
|
|
1,123
|
|
|
$
|
6,462
|
|
|||
Non-compete agreements
|
|
23
|
|
|
9
|
|
|
14
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Licenses and permits
|
|
1,028
|
|
|
53
|
|
|
106
|
|
|
106
|
|
|
101
|
|
|
86
|
|
|
86
|
|
|
490
|
|
||||||||
Developed technology
|
|
3,832
|
|
|
307
|
|
|
613
|
|
|
613
|
|
|
613
|
|
|
613
|
|
|
613
|
|
|
460
|
|
||||||||
Total future amortization expense
|
|
$
|
17,522
|
|
|
$
|
931
|
|
|
$
|
1,856
|
|
|
$
|
1,842
|
|
|
$
|
1,837
|
|
|
$
|
1,822
|
|
|
$
|
1,822
|
|
|
$
|
7,412
|
|
|
|
Three Months Ended
June 30, 2018 |
|
Three Months Ended
June 30, 2017 |
||||||||||||||||||
|
|
Income
|
|
|
Shares
|
|
|
Per Share
Amount
|
|
|
Income
|
|
|
Shares
|
|
|
Per Share
Amount
|
|
||||
Basic Net Income per Share:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net Income Attributable to Trecora Resources
|
|
$
|
2,215
|
|
|
24,370
|
|
|
$
|
0.09
|
|
|
$
|
832
|
|
|
24,256
|
|
|
$
|
0.03
|
|
Unvested restricted stock units
|
|
|
|
349
|
|
|
|
|
|
|
379
|
|
|
|
||||||||
Dilutive stock options outstanding
|
|
|
|
295
|
|
|
|
|
|
|
399
|
|
|
|
||||||||
Diluted Net Income per Share:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net Income Attributable to Trecora Resources
|
|
$
|
2,215
|
|
|
25,014
|
|
|
$
|
0.09
|
|
|
$
|
832
|
|
|
25,034
|
|
|
$
|
0.03
|
|
|
|
Six Months Ended
June 30, 2018 |
|
Six Months Ended
June 30, 2017 |
||||||||||||||||||
|
|
Income
|
|
|
Shares
|
|
|
Per Share
Amount
|
|
|
Income
|
|
|
Shares
|
|
|
Per Share
Amount
|
|
||||
Basic Net Income per Share:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net Income Attributable to Trecora Resources
|
|
$
|
4,567
|
|
|
24,354
|
|
|
$
|
0.19
|
|
|
$
|
2,319
|
|
|
24,248
|
|
|
$
|
0.10
|
|
Unvested restricted stock units
|
|
|
|
376
|
|
|
|
|
|
|
350
|
|
|
|
||||||||
Dilutive stock options outstanding
|
|
|
|
389
|
|
|
|
|
|
|
446
|
|
|
|
||||||||
Diluted Net Income per Share:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net Income Attributable to Trecora Resources
|
|
$
|
4,567
|
|
|
25,119
|
|
|
$
|
0.18
|
|
|
$
|
2,319
|
|
|
25,044
|
|
|
$
|
0.09
|
|
|
|
June 30, 2018
|
|
|
December 31, 2017
|
|
||
|
|
(thousands of dollars)
|
||||||
Accrued state taxes
|
|
$
|
295
|
|
|
$
|
272
|
|
Accrued property taxes
|
|
900
|
|
|
—
|
|
||
Accrued payroll
|
|
910
|
|
|
1,407
|
|
||
Accrued interest
|
|
31
|
|
|
30
|
|
||
Accrued officer compensation
|
|
600
|
|
|
500
|
|
||
Other
|
|
2,902
|
|
|
1,752
|
|
||
Total
|
|
$
|
5,638
|
|
|
$
|
3,961
|
|
For Fiscal Quarter Ending
|
Maximum Consolidated Leverage Ratio
|
March 31, 2017
|
4.00 to 1.00
|
June 30, 2017
|
4.25 to 1.00
|
September 30, 2017
|
3.75 to 1.00
|
December 31, 2017
|
3.50 to 1.00
|
March 31, 2018 and each fiscal quarter thereafter
|
3.25 to 1.00
|
|
|
For Fiscal Quarter Ending
|
Minimum Consolidated Fixed Charge Coverage Ratio
|
March 31, 2017
|
1.10 to 1.00
|
June 30, 2017
|
1.05 to 1.00
|
September 30, 2017
|
1.05 to 1.00
|
December 31, 2017
|
1.10 to 1.00
|
March 31, 2018 and each fiscal quarter thereafter
|
1.25 to 1.00
|
Level
|
|
Consolidated Leverage Ratio
|
|
LIBOR Margin
|
|
Base Rate Margin
|
|
Commitment Fee
|
1
|
|
Less than 1.50 to 1.00
|
|
2.00%
|
|
1.00%
|
|
0.25%
|
2
|
|
Greater than or equal to 1.50 to 1.00 but less than 2.00 to 1.00
|
|
2.25%
|
|
1.25%
|
|
0.25%
|
3
|
|
Greater than or equal to 2.00 to 1.00 but less than 3.00 to 1.00
|
|
2.50%
|
|
1.50%
|
|
0.375%
|
4
|
|
Greater than or equal to 3.00 to 1.00 but less than 3.50 to 1.00
|
|
2.75%
|
|
1.75%
|
|
0.375%
|
5
|
|
Greater than or equal to 3.50 to 1.00
|
|
3.00%
|
|
2.00%
|
|
0.375%
|
|
June 30, 2018
|
|
|
December 31, 2017
|
|
||
Acquisition loan
|
$
|
43,750
|
|
|
$
|
47,250
|
|
Term loan
|
16,666
|
|
|
17,333
|
|
||
Revolving facility
|
45,000
|
|
|
35,000
|
|
||
Total
|
105,416
|
|
|
99,583
|
|
||
Debt issuance costs
|
(340
|
)
|
|
(501
|
)
|
||
Total long-term debt
|
$
|
105,076
|
|
|
$
|
99,082
|
|
Less current portion including loan fees
|
8,061
|
|
|
8,061
|
|
||
Total long-term debt, less current portion including loan fees
|
$
|
97,015
|
|
|
$
|
91,021
|
|
|
Shares of Restricted
Stock Units
|
|
Weighted Average Grant Date Price per Share
|
|||
Outstanding at January 1, 2018
|
387,702
|
|
|
$
|
11.39
|
|
Granted
|
102,317
|
|
|
$
|
12.15
|
|
Forfeited
|
(48,631
|
)
|
|
$
|
10.88
|
|
Vested
|
(92,513
|
)
|
|
$
|
11.79
|
|
Outstanding at June 30, 2018
|
348,875
|
|
|
$
|
11.53
|
|
|
Number of Stock Options & Warrants
|
|
Weighted Average Exercise Price per Share
|
|
Weighted Average Remaining Contractual Life
|
|||
Outstanding at January 1, 2018
|
1,323,587
|
|
|
$
|
7.82
|
|
|
|
Granted
|
—
|
|
|
—
|
|
|
|
|
Exercised
|
(198,727
|
)
|
|
5.43
|
|
|
|
|
Cancelled
|
(200,000
|
)
|
|
3.40
|
|
|
|
|
Forfeited
|
—
|
|
|
—
|
|
|
|
|
Outstanding at June 30, 2018
|
924,860
|
|
|
$
|
9.29
|
|
|
4.7
|
Exercisable at June 30, 2018
|
924,860
|
|
|
$
|
9.29
|
|
|
4.7
|
|
Three Months Ended June 30, 2018
|
||||||||||||||||||
|
Petrochemical
|
|
|
Specialty Wax
|
|
|
Corporate
|
|
|
Eliminations
|
|
|
Consolidated
|
|
|||||
|
(in thousands)
|
||||||||||||||||||
Product sales
|
$
|
56,135
|
|
|
$
|
7,434
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
63,569
|
|
Processing fees
|
1,685
|
|
|
2,852
|
|
|
—
|
|
|
—
|
|
|
4,537
|
|
|||||
Total revenues
|
57,820
|
|
|
10,286
|
|
|
—
|
|
|
—
|
|
|
68,106
|
|
|||||
Operating profit (loss) before depreciation and amortization
|
6,095
|
|
|
1,164
|
|
|
(834
|
)
|
|
—
|
|
|
6,425
|
|
|||||
Operating profit (loss)
|
4,440
|
|
|
(201
|
)
|
|
(842
|
)
|
|
—
|
|
|
3,397
|
|
|||||
Profit (loss) before taxes
|
3,859
|
|
|
(506
|
)
|
|
(542
|
)
|
|
—
|
|
|
2,811
|
|
|||||
Depreciation and amortization
|
1,655
|
|
|
1,365
|
|
|
8
|
|
|
—
|
|
|
3,028
|
|
|||||
Capital expenditures
|
3,529
|
|
|
877
|
|
|
—
|
|
|
—
|
|
|
4,406
|
|
|
Three Months Ended June 30, 2017
|
|||||||||||||||||
|
Petrochemical
|
|
|
Specialty Wax
|
|
|
Corporate
|
|
|
Eliminations
|
|
|
Consolidated
|
|
||||
|
(in thousands)
|
|||||||||||||||||
Product sales
|
$
|
50,508
|
|
|
$
|
6,508
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
57,016
|
|
Processing fees
|
2,071
|
|
|
3,028
|
|
|
—
|
|
|
—
|
|
|
5,099
|
|
||||
Total revenues
|
52,579
|
|
|
9,536
|
|
|
—
|
|
|
—
|
|
|
62,115
|
|
||||
Operating profit (loss) before depreciation and amortization
|
8,761
|
|
|
810
|
|
|
(1,841
|
)
|
|
—
|
|
|
7,730
|
|
||||
Operating profit (loss)
|
7,217
|
|
|
(198
|
)
|
|
(1,857
|
)
|
|
—
|
|
|
5,162
|
|
||||
Profit (loss) before taxes
|
6,598
|
|
|
(269
|
)
|
|
(5,165
|
)
|
|
—
|
|
|
1,164
|
|
||||
Depreciation and amortization
|
1,544
|
|
|
1,008
|
|
|
16
|
|
|
—
|
|
|
2,568
|
|
||||
Capital expenditures
|
9,021
|
|
|
4,931
|
|
|
—
|
|
|
—
|
|
|
13,952
|
|
|
Six Months Ended June 30, 2018
|
||||||||||||||||||
|
Petrochemical
|
|
|
Specialty Wax
|
|
|
Corporate
|
|
|
Eliminations
|
|
|
Consolidated
|
|
|||||
|
(in thousands)
|
||||||||||||||||||
Product sales
|
$
|
116,420
|
|
|
$
|
13,817
|
|
|
$
|
—
|
|
|
$
|
31
|
|
|
$
|
130,268
|
|
Processing fees
|
3,713
|
|
|
6,064
|
|
|
—
|
|
|
(198
|
)
|
|
9,579
|
|
|||||
Total revenues
|
120,133
|
|
|
19,881
|
|
|
—
|
|
|
(167
|
)
|
|
139,847
|
|
|||||
Operating profit (loss) before depreciation and amortization
|
14,488
|
|
|
1,554
|
|
|
(2,982
|
)
|
|
—
|
|
|
13,060
|
|
|||||
Operating profit (loss)
|
11,119
|
|
|
(1,115
|
)
|
|
(2,998
|
)
|
|
—
|
|
|
7,006
|
|
|||||
Profit (loss) before taxes
|
9,913
|
|
|
(1,687
|
)
|
|
(2,473
|
)
|
|
—
|
|
|
5,753
|
|
|||||
Depreciation and amortization
|
3,369
|
|
|
2,669
|
|
|
16
|
|
|
—
|
|
|
6,054
|
|
|||||
Capital expenditures
|
13,812
|
|
|
1,622
|
|
|
—
|
|
|
—
|
|
|
15,434
|
|
|
Six Months Ended June 30, 2017
|
|||||||||||||||||
|
Petrochemical
|
|
|
Specialty Wax
|
|
|
Corporate
|
|
|
Eliminations
|
|
|
Consolidated
|
|
||||
|
(in thousands)
|
|||||||||||||||||
Product sales
|
$
|
94,899
|
|
|
$
|
13,016
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
107,915
|
|
Processing fees
|
3,559
|
|
|
6,183
|
|
|
—
|
|
|
—
|
|
|
9,742
|
|
||||
Total revenues
|
98,458
|
|
|
19,199
|
|
|
—
|
|
|
—
|
|
|
117,657
|
|
||||
Operating profit (loss) before depreciation and amortization
|
16,975
|
|
|
1,555
|
|
|
(4,020
|
)
|
|
—
|
|
|
14,510
|
|
||||
Operating profit (loss)
|
13,875
|
|
|
(469
|
)
|
|
(4,052
|
)
|
|
—
|
|
|
9,354
|
|
||||
Profit (loss) before taxes
|
12,601
|
|
|
(559
|
)
|
|
(8,330
|
)
|
|
—
|
|
|
3,712
|
|
||||
Depreciation and amortization
|
3,100
|
|
|
2,024
|
|
|
32
|
|
|
—
|
|
|
5,156
|
|
||||
Capital expenditures
|
17,777
|
|
|
10,056
|
|
|
—
|
|
|
—
|
|
|
27,833
|
|
|
June 30, 2018
|
||||||||||||||||||
|
Petrochemical
|
|
|
Specialty Wax
|
|
|
Corporate
|
|
|
Eliminations
|
|
|
Consolidated
|
|
|||||
|
(in thousands)
|
||||||||||||||||||
Trade receivables, product sales
|
$
|
20,377
|
|
|
$
|
3,639
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
24,016
|
|
Trade receivables, processing fees
|
671
|
|
|
1,780
|
|
|
—
|
|
|
—
|
|
|
2,451
|
|
|||||
Goodwill and intangible assets, net
|
—
|
|
|
41,675
|
|
|
—
|
|
|
—
|
|
|
41,675
|
|
|||||
Total assets
|
279,161
|
|
|
115,696
|
|
|
92,857
|
|
|
(154,086
|
)
|
|
333,628
|
|
|
December 31, 2017
|
||||||||||||||||||
|
Petrochemical
|
|
|
Specialty Wax
|
|
|
Corporate
|
|
|
Eliminations
|
|
|
Consolidated
|
|
|||||
|
(in thousands)
|
||||||||||||||||||
Trade receivables, product sales
|
$
|
20,211
|
|
|
$
|
2,671
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
22.882
|
|
Trade receivables, processing fees
|
983
|
|
|
1,914
|
|
|
—
|
|
|
—
|
|
|
2,897
|
|
|||||
Goodwill and intangible assets, net
|
—
|
|
|
42,606
|
|
|
—
|
|
|
—
|
|
|
42,606
|
|
|||||
Total assets
|
265,213
|
|
|
117,579
|
|
|
97,880
|
|
|
(153,346
|
)
|
|
327,326
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
|
2018
|
|
|
2017
|
|
|
2018
|
|
|
2017
|
|
||||
|
|
(thousands of dollars)
|
|
(thousands of dollars)
|
||||||||||||
Sales
|
|
$
|
19,494
|
|
|
$
|
—
|
|
|
$
|
33,581
|
|
|
$
|
2,256
|
|
Cost of sales
|
|
16,555
|
|
|
8,901
|
|
|
29,061
|
|
|
12,463
|
|
||||
Gross profit (loss)
|
|
$
|
2,939
|
|
|
$
|
(8,901
|
)
|
|
$
|
4,520
|
|
|
$
|
(10,207
|
)
|
General, administrative and other expenses
|
|
3,265
|
|
|
1,971
|
|
|
5,166
|
|
|
4,559
|
|
||||
Net Loss
|
|
$
|
(326
|
)
|
|
$
|
(10,872
|
)
|
|
$
|
(646
|
)
|
|
$
|
(14,766
|
)
|
Depreciation and amortization
|
|
8,281
|
|
|
7,609
|
|
|
15,982
|
|
|
10,664
|
|
||||
Net income (loss) before depreciation and amortization
|
|
$
|
7,955
|
|
|
$
|
(3,263
|
)
|
|
$
|
15,336
|
|
|
$
|
(4,102
|
)
|
|
|
June 30,
|
|
|
December 31,
|
|
||
|
|
2018
|
|
|
2017
|
|
||
|
|
(thousands of dollars)
|
||||||
Current assets
|
|
$
|
33,273
|
|
|
$
|
23,333
|
|
Noncurrent assets
|
|
228,733
|
|
|
237,875
|
|
||
Total assets
|
|
$
|
262,006
|
|
|
$
|
261,208
|
|
|
|
|
|
|
||||
Current liabilities
|
|
$
|
22,873
|
|
|
$
|
24,439
|
|
Long term liabilities
|
|
71,520
|
|
|
68,837
|
|
||
Shareholders' equity
|
|
167,613
|
|
|
167,932
|
|
||
|
|
$
|
262,006
|
|
|
$
|
261,208
|
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
|
2018
|
|
|
2017
|
|
|
2018
|
|
|
2017
|
|
||||
|
|
(thousands of dollars)
|
|
(thousands of dollars)
|
||||||||||||
AMAK Net Loss
|
|
$
|
(326
|
)
|
|
$
|
(10,872
|
)
|
|
$
|
(646
|
)
|
|
$
|
(14,766
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
Company's share of loss reported by AMAK
|
|
$
|
(109
|
)
|
|
$
|
(3,635
|
)
|
|
$
|
(216
|
)
|
|
$
|
(4,938
|
)
|
Amortization of difference between Company's investment in AMAK and Company's share of net assets of AMAK
|
|
337
|
|
|
337
|
|
|
674
|
|
|
674
|
|
||||
Equity in earnings (loss) of AMAK
|
|
$
|
228
|
|
|
$
|
(3,298
|
)
|
|
$
|
458
|
|
|
$
|
(4,264
|
)
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
|
2018
|
|
|
2017
|
|
|
2018
|
|
|
2017
|
|
||||
|
|
(Thousands of Dollars)
|
||||||||||||||
Net Income
|
|
$
|
2,215
|
|
|
$
|
832
|
|
|
$
|
4,567
|
|
|
$
|
2,319
|
|
Interest expense
|
|
815
|
|
|
678
|
|
|
1,693
|
|
|
1,314
|
|
||||
Depreciation and amortization
|
|
3,028
|
|
|
2,568
|
|
|
6,054
|
|
|
5,156
|
|
||||
Income tax expense
|
|
596
|
|
|
332
|
|
|
1,186
|
|
|
1,393
|
|
||||
EBITDA
|
|
$
|
6,654
|
|
|
$
|
4,410
|
|
|
$
|
13,500
|
|
|
$
|
10,182
|
|
Share-based compensation
|
|
(220
|
)
|
|
656
|
|
|
372
|
|
|
1,289
|
|
||||
Equity in (earnings) losses of AMAK
|
|
(228
|
)
|
|
3,298
|
|
|
(458
|
)
|
|
4,264
|
|
||||
Adjusted EBITDA
|
|
$
|
6,206
|
|
|
$
|
8,364
|
|
|
$
|
13,414
|
|
|
$
|
15,735
|
|
Net Income
|
|
$
|
2,215
|
|
|
$
|
832
|
|
|
$
|
4,567
|
|
|
$
|
2,319
|
|
Equity in (earnings) losses of AMAK
|
|
$
|
(228
|
)
|
|
$
|
3,298
|
|
|
$
|
(458
|
)
|
|
$
|
4,264
|
|
Taxes at statutory rate of 21% for 2018 and 35% for 2017
|
|
48
|
|
|
(1,154
|
)
|
|
96
|
|
|
(1,492
|
)
|
||||
Tax effected equity in (earnings) losses
|
|
(180
|
)
|
|
2,144
|
|
|
(362
|
)
|
|
2,772
|
|
||||
Adjusted Net Income
|
|
$
|
2,035
|
|
|
$
|
2,976
|
|
|
$
|
4,205
|
|
|
$
|
5,091
|
|
|
June 30, 2018
|
|
|
December 31, 2017
|
|
|
June 30, 2017
|
|
Days sales outstanding in accounts receivable
|
34.3
|
|
|
38.4
|
|
|
38.5
|
|
Days sales outstanding in inventory
|
22.0
|
|
|
27.5
|
|
|
25.4
|
|
Days sales outstanding in accounts payable
|
15.4
|
|
|
27.3
|
|
|
16.7
|
|
Days of working capital
|
40.8
|
|
|
38.5
|
|
|
45.1
|
|
|
|
2018
|
|
|
2017
|
|
||
Net cash provided by (used in)
|
|
(thousands of dollars)
|
||||||
Operating activities
|
|
$
|
9,798
|
|
|
$
|
15,527
|
|
Investing activities
|
|
(15,517
|
)
|
|
(27,888
|
)
|
||
Financing activities
|
|
6,078
|
|
|
5,720
|
|
||
Increase (decrease) in cash
|
|
$
|
359
|
|
|
$
|
(6,641
|
)
|
Cash
|
|
$
|
3,387
|
|
|
$
|
1,748
|
|
•
|
Insurance receivable increased approximately
$0.5 million
(due to a claim filed for the new advanced reformer fire) as compared to no receivable in
2017
;
|
•
|
Prepaid and other assets increased approximately
$0.9 million
(primarily due to the inventorying of spare parts) as compared to a decrease of approximately
$36,000
in
2017
(primarily due to a reduction in prepaid insurance); and
|
•
|
Accounts payable and accrued liabilities decreased
$4.7 million
(due to decreased construction expenditures) as compared to an increase of approximately
$0.1 million
in
2017
(due to increased construction expenditures).
|
|
|
2018
|
|
|
2017
|
|
|
Change
|
|
|
% Change
|
|
|||
|
|
(thousands of dollars)
|
|||||||||||||
Petrochemical Product Sales
|
|
$
|
56,135
|
|
|
$
|
50,508
|
|
|
$
|
5,627
|
|
|
11.1
|
%
|
Processing
|
|
1,685
|
|
|
2,071
|
|
|
(386
|
)
|
|
(18.6
|
)%
|
|||
Gross Revenue
|
|
$
|
57,820
|
|
|
$
|
52,579
|
|
|
$
|
5,241
|
|
|
10.0
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Volume of Sales (gallons)
|
|
|
|
|
|
|
|
|
|||||||
Petrochemical Products
|
|
19,733
|
|
|
20,835
|
|
|
(1,102
|
)
|
|
(5.3
|
)%
|
|||
Prime Product Sales
|
|
16,092
|
|
|
16,294
|
|
|
(202
|
)
|
|
(1.2
|
)%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Cost of Sales
|
|
$
|
50,738
|
|
|
$
|
42,571
|
|
|
$
|
8,167
|
|
|
19.2
|
%
|
Gross Margin
|
|
12.2
|
%
|
|
19.0
|
%
|
|
|
|
|
(6.8
|
)%
|
|||
Total Operating Expense**
|
|
17,081
|
|
|
15,152
|
|
|
1,929
|
|
|
12.7
|
%
|
|||
Natural Gas Expense**
|
|
1,328
|
|
|
1,355
|
|
|
(27
|
)
|
|
(2.0
|
)%
|
|||
Operating Labor Costs**
|
|
4,755
|
|
|
4,033
|
|
|
722
|
|
|
17.9
|
%
|
|||
Transportation Costs**
|
|
7,082
|
|
|
6,567
|
|
|
515
|
|
|
7.8
|
%
|
|||
General & Administrative Expense
|
|
2,480
|
|
|
2,623
|
|
|
(143
|
)
|
|
(5.5
|
)%
|
|||
Depreciation and Amortization*
|
|
1,655
|
|
|
1,544
|
|
|
111
|
|
|
7.2
|
%
|
|||
Capital Expenditures
|
|
$
|
3,529
|
|
|
$
|
9,021
|
|
|
$
|
(5,492
|
)
|
|
(60.9
|
)%
|
|
|
2018
|
|
|
2017
|
|
|
Change
|
|
|
% Change
|
|
|||
|
|
(thousands of dollars)
|
|||||||||||||
Product Sales
|
|
$
|
7,434
|
|
|
$
|
6,508
|
|
|
$
|
926
|
|
|
14.2
|
%
|
Processing
|
|
2,852
|
|
|
3,028
|
|
|
(176
|
)
|
|
(5.8
|
)%
|
|||
Gross Revenue
|
|
$
|
10,286
|
|
|
$
|
9,536
|
|
|
$
|
750
|
|
|
7.9
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Volume of wax sales (thousand pounds)
|
|
10,544
|
|
|
9,581
|
|
|
963
|
|
|
10.1
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Cost of Sales
|
|
$
|
9,225
|
|
|
$
|
8,437
|
|
|
$
|
788
|
|
|
9.3
|
%
|
Gross Margin
|
|
10.3
|
%
|
|
11.5
|
%
|
|
|
|
|
(1.2
|
)%
|
|||
General & Administrative Expense
|
|
1,239
|
|
|
1,275
|
|
|
(36
|
)
|
|
(2.8
|
)%
|
|||
Depreciation and Amortization*
|
|
1,365
|
|
|
1,008
|
|
|
357
|
|
|
35.4
|
%
|
|||
Capital Expenditures
|
|
$
|
877
|
|
|
$
|
4,931
|
|
|
$
|
(4,054
|
)
|
|
(82.2
|
)%
|
|
|
2018
|
|
|
2017
|
|
|
Change
|
|
|
% Change
|
|
|||
|
|
(in thousands)
|
|
|
|||||||||||
General & Administrative Expense
|
|
$
|
834
|
|
|
$
|
1,842
|
|
|
$
|
(1,008
|
)
|
|
(54.7
|
)%
|
Equity in earnings (losses) of AMAK
|
|
228
|
|
|
(3,298
|
)
|
|
3,526
|
|
|
106.9
|
%
|
|
|
Three Months Ended
June 30, |
||||||
|
|
2018
|
|
|
2017
|
|
||
|
|
(thousands of dollars)
|
||||||
Sales
|
|
$
|
19,494
|
|
|
$
|
—
|
|
Cost of sales
|
|
16,555
|
|
|
8,901
|
|
||
Gross income (loss)
|
|
$
|
2,939
|
|
|
$
|
(8,901
|
)
|
General, administrative and other expenses
|
|
3,265
|
|
|
(1,971
|
)
|
||
Net income (loss)
|
|
$
|
(326
|
)
|
|
$
|
(10,872
|
)
|
Depreciation and amortization
|
|
8,281
|
|
|
7,609
|
|
||
Net income (loss) before depreciation and amortization
|
|
$
|
7,955
|
|
|
$
|
(3,263
|
)
|
|
|
2018
|
|
|
2017
|
|
|
Change
|
|
|
% Change
|
|
|
|
(thousands of dollars)
|
||||||||||
Petrochemical Product Sales
|
|
116,420
|
|
|
94,899
|
|
|
21,521
|
|
|
22.7
|
%
|
Processing
|
|
3,713
|
|
|
3,559
|
|
|
154
|
|
|
4.3
|
%
|
Gross Revenue
|
|
120,133
|
|
|
98,458
|
|
|
21,675
|
|
|
22.0
|
%
|
|
|
|
|
|
|
|
|
|
||||
Volume of Sales (gallons)
|
|
|
|
|
|
|
|
|
||||
Petrochemical Products
|
|
43,022
|
|
|
38,159
|
|
|
4,863
|
|
|
12.7
|
%
|
Prime Product Sales
|
|
33,742
|
|
|
30,186
|
|
|
3,556
|
|
|
11.8
|
%
|
|
|
|
|
|
|
|
|
|
||||
Cost of Sales
|
|
103,387
|
|
|
78,929
|
|
|
24,458
|
|
|
31.0
|
%
|
Gross Margin
|
|
13.9
|
%
|
|
19.8
|
%
|
|
|
|
(5.9
|
)%
|
|
Total Operating Expense**
|
|
32,924
|
|
|
28,121
|
|
|
4,803
|
|
|
17.1
|
%
|
Natural Gas Expense**
|
|
2,576
|
|
|
2,439
|
|
|
137
|
|
|
5.6
|
%
|
Operating Labor Costs**
|
|
8,514
|
|
|
7,276
|
|
|
1,238
|
|
|
17.0
|
%
|
Transportation Costs**
|
|
14,402
|
|
|
12,263
|
|
|
2,139
|
|
|
17.4
|
%
|
General & Administrative Expense
|
|
5,300
|
|
|
5,319
|
|
|
(19
|
)
|
|
(0.4
|
)%
|
Depreciation and Amortization*
|
|
3,369
|
|
|
3,100
|
|
|
269
|
|
|
8.7
|
%
|
Capital Expenditures
|
|
13,812
|
|
|
17,777
|
|
|
(3,965
|
)
|
|
(22.3
|
)%
|
|
|
2018
|
|
|
2017
|
|
|
Change
|
|
|
% Change
|
|
|||
|
|
(thousands of dollars)
|
|||||||||||||
Product Sales
|
|
$
|
13,817
|
|
|
$
|
13,016
|
|
|
$
|
801
|
|
|
6.2
|
%
|
Processing
|
|
6,064
|
|
|
6,183
|
|
|
(119
|
)
|
|
(1.9
|
)%
|
|||
Gross Revenue
|
|
19,881
|
|
|
19,199
|
|
|
682
|
|
|
3.6
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Volume of wax sales (thousand pounds)
|
|
20,085
|
|
|
20,245
|
|
|
(160
|
)
|
|
(0.8
|
)%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Cost of Sales
|
|
$
|
18,344
|
|
|
$
|
17,003
|
|
|
$
|
1,341
|
|
|
7.9
|
%
|
Gross Margin
|
|
7.7
|
%
|
|
11.4
|
%
|
|
|
|
(3.7
|
)%
|
||||
General & Administrative Expense
|
|
2,607
|
|
|
2,622
|
|
|
(15
|
)
|
|
(0.6
|
)%
|
|||
Depreciation and Amortization*
|
|
2,669
|
|
|
2,024
|
|
|
645
|
|
|
31.9
|
%
|
|||
Capital Expenditures
|
|
$
|
1,622
|
|
|
$
|
10,056
|
|
|
$
|
(8,434
|
)
|
|
(83.9
|
)%
|
|
|
2018
|
|
|
2017
|
|
|
Change
|
|
|
% Change
|
|
|||
|
|
(in thousands)
|
|
|
|||||||||||
General & Administrative Expense
|
|
$
|
2,982
|
|
|
$
|
4,020
|
|
|
$
|
(1,038
|
)
|
|
(25.8
|
)%
|
Equity in earnings (losses) of AMAK
|
|
458
|
|
|
(4,264
|
)
|
|
4,722
|
|
|
110.7
|
%
|
|
|
Six Months Ended
June 30, |
||||||
|
|
2018
|
|
|
2017
|
|
||
|
|
(thousands of dollars)
|
||||||
Sales
|
|
$
|
33,581
|
|
|
$
|
2,256
|
|
Cost of sales
|
|
29,061
|
|
|
12,463
|
|
||
Gross income (loss)
|
|
$
|
4,520
|
|
|
$
|
(10,207
|
)
|
General, administrative and other expenses
|
|
5,166
|
|
|
4,559
|
|
||
Net loss
|
|
$
|
(646
|
)
|
|
$
|
(14,766
|
)
|
Depreciation and amortization
|
|
15,982
|
|
|
10,664
|
|
||
Net income (loss) before depreciation and amortization
|
|
$
|
15,336
|
|
|
$
|
(4,102
|
)
|
(a)
|
Evaluation of disclosure controls and procedures
. Our Chief Executive Officer and Chief Financial Officer, with the participation of management, have evaluated the effectiveness of our "disclosure controls and procedures" (as defined in Rules 13a-15(e) and 15(d)-15(e) under the Securities Exchange Act of 1934) and determined that our disclosure controls and procedures were effective as of the end of the period covered by this report.
|
(b)
|
Changes in internal control
. There were no significant changes in our internal control over financial reporting that occurred during the
six months ended
June 30, 2018
, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
|
Exhibit
Number
|
Description
|
3.1
|
|
3.2
|
|
10.1
|
|
10.2*+
|
|
10.3*+
|
|
31.1**
|
|
31.2**
|
|
32.1**
|
|
32.2**
|
|
101.INS*
|
XBRL Instance Document
|
101.SCH*
|
XBRL Taxonomy Schema Document
|
101.CAL*
|
XBRL Taxonomy Calculation Linkbase Document
|
101.LAB*
|
XBRL Taxonomy Label Linkbase Document
|
101.PRE*
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
101.DEF*
|
XBRL Taxonomy Extension Definition Linkbase Document
|
1.
|
Status and Responsibilities.
|
3.
|
Non-Disclosure.
|
4.
|
Non-Competition and Non-Solicitation.
|
5.
|
Non-Disparagement.
|
6.
|
Irreparable Harm, Reasonableness, Other Agreements.
|
7.
|
Future Cooperation.
|
8.
|
Releases.
|
i.
|
that you are advised to consult with an attorney of your choosing prior to executing the Agreement;
|
ii.
|
that you have a period of 21 calendar days to review and consider the Agreement before executing it, and that if you sign this Agreement in less than 21 calendar days, then by doing so you voluntarily agreed to waive your right to the full 21-day review period;
|
iii.
|
that changes to this Agreement, whether material or immaterial, will not restart the running of the 21-day review period;
|
iv.
|
that for a period of seven days following your execution of this Agreement, you may revoke the Agreement, and the Agreement shall not become effective or enforceable until this seven-day revocation period expires without you revocation;
|
v.
|
that during the seven-day revocation period, you may revoke the Agreement by providing written notice of revocation sent by personal or courier delivery to the office of the Company’s Chief Executive Officer, so that it is received before the seven-day revocation period expires; and
|
vi.
|
that if you fail to sign the Agreement on or before the date that the 21-day review period expires, or if you revoke the Agreement before the expiration of seven-day revocation period, this Agreement shall not become effective or enforceable and you will not be entitled to receive the payments and benefits continuation described in Section 2.
|
9.
|
Indemnification and Insurance.
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Trecora Resources;
|
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 consolidated financial statements, and other financial information included in this quarterly 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 officers 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 that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.
|
5.
|
The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's independent registered public accounting firm 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.
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Trecora Resources;
|
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 consolidated financial statements, and other financial information included in this quarterly 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 officers 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 that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.
|
5.
|
The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's independent registered public accounting firm 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.
|
(1)
|
The Report fully complies with the requirements of section 13 (a) or 15 (d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
(1)
|
The Report fully complies with the requirements of section 13 (a) or 15 (d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|