DELAWARE
|
75-1256622
|
(State or other jurisdiction of
|
(I.R.S. Employer Identification No.)
|
incorporation or organization)
|
|
1650 Hwy 6 South, Suite 190
|
77478
|
Sugar Land, Texas
|
(Zip code)
|
(Address of principal executive offices)
|
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
Common Stock, par value $0.10 per share
|
TREC
|
New York Stock Exchange
|
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|
|
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|
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|
June 30,
2019 (Unaudited) |
|
December 31,
2018 |
||||
ASSETS
|
|
(thousands of dollars, except par value)
|
||||||
Current Assets
|
|
|
|
|
||||
Cash
|
|
$
|
4,325
|
|
|
$
|
6,735
|
|
Trade receivables, net
|
|
30,518
|
|
|
27,112
|
|
||
Inventories
|
|
15,295
|
|
|
16,539
|
|
||
Prepaid expenses and other assets
|
|
3,951
|
|
|
4,664
|
|
||
Taxes receivable
|
|
182
|
|
|
182
|
|
||
Total current assets
|
|
54,271
|
|
|
55,232
|
|
||
|
|
|
|
|
||||
Plant, pipeline and equipment, net
|
|
191,528
|
|
|
194,657
|
|
||
|
|
|
|
|
||||
Goodwill
|
|
21,798
|
|
|
21,798
|
|
||
Intangible assets, net
|
|
18,016
|
|
|
18,947
|
|
||
Investment in AMAK
|
|
37,265
|
|
|
38,746
|
|
||
Lease right of use assets, net
|
|
15,197
|
|
|
—
|
|
||
Mineral properties in the United States
|
|
558
|
|
|
588
|
|
||
|
|
|
|
|
||||
TOTAL ASSETS
|
|
$
|
338,633
|
|
|
$
|
329,968
|
|
LIABILITIES
|
|
|
|
|
||||
Current Liabilities
|
|
|
|
|
||||
Accounts payable
|
|
$
|
11,159
|
|
|
$
|
19,106
|
|
Accrued liabilities
|
|
5,415
|
|
|
5,439
|
|
||
Current portion of long-term debt
|
|
4,194
|
|
|
4,194
|
|
||
Current portion of lease liabilities
|
|
3,412
|
|
|
—
|
|
||
Current portion of other liabilities
|
|
850
|
|
|
752
|
|
||
Total current liabilities
|
|
25,030
|
|
|
29,491
|
|
||
|
|
|
|
|
||||
Long-term debt
, net of current portion
|
|
94,191
|
|
|
98,288
|
|
||
Lease liabilities,
net of current portion
|
|
11,785
|
|
|
—
|
|
||
Other liabilities,
net of current portion
|
|
1,047
|
|
|
1,352
|
|
||
Deferred income taxes
|
|
16,623
|
|
|
15,676
|
|
||
Total liabilities
|
|
148,676
|
|
|
144,807
|
|
||
|
|
|
|
|
||||
EQUITY
|
|
|
|
|
||||
Common stock
‑authorized 40 million shares of $0.10 par value; issued 24.7 million and 24.6 million in 2019 and 2018 and outstanding 24.7 million and 24.6 million shares in 2019 and 2018, respectively
|
|
2,472
|
|
|
2,463
|
|
||
Additional paid-in capital
|
|
58,920
|
|
|
58,294
|
|
||
Common stock in treasury, at cost
|
|
(2
|
)
|
|
(8
|
)
|
||
Retained earnings
|
|
128,278
|
|
|
124,123
|
|
||
Total Trecora Resources Stockholders' Equity
|
|
189,668
|
|
|
184,872
|
|
||
Noncontrolling Interest
|
|
289
|
|
|
289
|
|
||
Total equity
|
|
189,957
|
|
|
185,161
|
|
||
|
|
|
|
|
||||
TOTAL LIABILITIES AND EQUITY
|
|
$
|
338,633
|
|
|
$
|
329,968
|
|
|
|
THREE MONTHS ENDED
JUNE 30, |
|
SIX MONTHS ENDED
JUNE 30, |
||||||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
(thousands of dollars, except per share amounts)
|
||||||||||||||
REVENUES
|
|
|
|
|
|
|
|
|
||||||||
Product sales
|
|
$
|
65,329
|
|
|
$
|
63,569
|
|
|
$
|
126,822
|
|
|
$
|
130,268
|
|
Processing fees
|
|
4,042
|
|
|
4,537
|
|
|
7,704
|
|
|
9,579
|
|
||||
|
|
69,371
|
|
|
68,106
|
|
|
134,526
|
|
|
139,847
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
OPERATING COSTS AND EXPENSES
|
|
|
|
|
|
|
|
|
||||||||
Cost of sales and processing
|
|
|
|
|
|
|
|
|
||||||||
(including depreciation and amortization of $4,128, $2,837, $8,357 and $5,667, respectively)
|
|
58,806
|
|
|
59,964
|
|
|
113,888
|
|
|
121,565
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
GROSS PROFIT
|
|
10,565
|
|
|
8,142
|
|
|
20,638
|
|
|
18,282
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
GENERAL AND ADMINISTRATIVE EXPENSES
|
|
|
|
|
|
|
|
|
||||||||
General and administrative
|
|
6,081
|
|
|
4,554
|
|
|
12,131
|
|
|
10,889
|
|
||||
Depreciation
|
|
208
|
|
|
191
|
|
|
421
|
|
|
387
|
|
||||
|
|
6,289
|
|
|
4,745
|
|
|
12,552
|
|
|
11,276
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
OPERATING INCOME
|
|
4,276
|
|
|
3,397
|
|
|
8,086
|
|
|
7,006
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
OTHER INCOME (EXPENSE)
|
|
|
|
|
|
|
|
|
||||||||
Interest income
|
|
—
|
|
|
14
|
|
|
5
|
|
|
21
|
|
||||
Interest expense
|
|
(1,401
|
)
|
|
(815
|
)
|
|
(2,900
|
)
|
|
(1,693
|
)
|
||||
Equity in (losses) earnings of AMAK
|
|
(91
|
)
|
|
228
|
|
|
(150
|
)
|
|
458
|
|
||||
Miscellaneous income (expense), net
|
|
284
|
|
|
(13
|
)
|
|
256
|
|
|
(39
|
)
|
||||
|
|
(1,208
|
)
|
|
(586
|
)
|
|
(2,789
|
)
|
|
(1,253
|
)
|
||||
|
|
|
|
|
|
|
|
|
||||||||
INCOME BEFORE INCOME TAXES
|
|
3,068
|
|
|
2,811
|
|
|
5,297
|
|
|
5,753
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
INCOME TAX EXPENSE
|
|
664
|
|
|
596
|
|
|
1,142
|
|
|
1,186
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
NET INCOME
|
|
2,404
|
|
|
2,215
|
|
|
4,155
|
|
|
4,567
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTEREST
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
NET INCOME ATTRIBUTABLE TO TRECORA RESOURCES
|
|
$
|
2,404
|
|
|
$
|
2,215
|
|
|
$
|
4,155
|
|
|
$
|
4,567
|
|
|
|
|
|
|
|
|
|
|
||||||||
Basic Earnings per Common Share
|
|
|
|
|
|
|
|
|
||||||||
Net income attributable to Trecora Resources (dollars)
|
|
$
|
0.10
|
|
|
$
|
0.09
|
|
|
$
|
0.17
|
|
|
$
|
0.19
|
|
|
|
|
|
|
|
|
|
|
||||||||
Basic weighted average number of common shares outstanding
|
|
24,696
|
|
|
24,370
|
|
|
24,675
|
|
|
24,354
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Diluted Earnings per Common Share
|
|
|
|
|
|
|
|
|
||||||||
Net income attributable to Trecora Resources (dollars)
|
|
$
|
0.10
|
|
|
$
|
0.09
|
|
|
$
|
0.17
|
|
|
$
|
0.18
|
|
|
|
|
|
|
|
|
|
|
||||||||
Diluted weighted average number of common shares outstanding
|
|
25,091
|
|
|
25,014
|
|
|
25,089
|
|
|
25,119
|
|
|
|
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)
|
||||||||||||||||||||||||||
March 31, 2019
|
|
24,687
|
|
|
$
|
2,469
|
|
|
$
|
58,565
|
|
|
$
|
(8
|
)
|
|
$
|
125,874
|
|
|
$
|
186,900
|
|
|
$
|
289
|
|
|
$
|
187,189
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Restricted Stock Units
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Issued to Directors
|
|
—
|
|
|
—
|
|
|
146
|
|
|
—
|
|
|
—
|
|
|
146
|
|
|
—
|
|
|
146
|
|
|||||||
Issued to Employees
|
|
—
|
|
|
—
|
|
|
209
|
|
|
—
|
|
|
—
|
|
|
209
|
|
|
—
|
|
|
209
|
|
|||||||
Common Stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Issued to Directors
|
|
10
|
|
|
1
|
|
|
—
|
|
|
6
|
|
|
—
|
|
|
7
|
|
|
—
|
|
|
7
|
|
|||||||
Issued to Employees
|
|
18
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|||||||
Net Income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,404
|
|
|
2,404
|
|
|
—
|
|
|
2,404
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
June 30, 2019
|
|
24,715
|
|
|
$
|
2,472
|
|
|
$
|
58,920
|
|
|
$
|
(2
|
)
|
|
$
|
128,278
|
|
|
$
|
189,668
|
|
|
$
|
289
|
|
|
$
|
189,957
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
March 31, 2018
|
|
24,311
|
|
|
$
|
2,451
|
|
|
$
|
56,422
|
|
|
$
|
(184
|
)
|
|
$
|
128,807
|
|
|
$
|
187,496
|
|
|
$
|
289
|
|
|
$
|
187,785
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Stock Options
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Issued to Directors
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Issued to Employees
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Cancellation of Issuance to Former Director
|
|
—
|
|
|
—
|
|
|
(680
|
)
|
|
—
|
|
|
—
|
|
|
(680
|
)
|
|
—
|
|
|
(680
|
)
|
|||||||
Restricted Stock Units
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Issued to Directors
|
|
—
|
|
|
—
|
|
|
82
|
|
|
—
|
|
|
—
|
|
|
82
|
|
|
—
|
|
|
82
|
|
|||||||
Issued to Employees
|
|
—
|
|
|
—
|
|
|
385
|
|
|
—
|
|
|
—
|
|
|
385
|
|
|
—
|
|
|
385
|
|
|||||||
Common Stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Issued to Directors
|
|
—
|
|
|
—
|
|
|
(15
|
)
|
|
13
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
|||||||
Issued to Employees
|
|
—
|
|
|
—
|
|
|
171
|
|
|
110
|
|
|
—
|
|
|
281
|
|
|
—
|
|
|
281
|
|
|||||||
Stock Exchange
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Warrants
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Net Income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,215
|
|
|
2,215
|
|
|
—
|
|
|
2,215
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
June 30, 2018
|
|
24,311
|
|
|
$
|
2,451
|
|
|
$
|
56,365
|
|
|
$
|
(61
|
)
|
|
$
|
131,022
|
|
|
$
|
189,777
|
|
|
$
|
289
|
|
|
$
|
190,066
|
|
|
|
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, 2019
|
|
24,626
|
|
|
$
|
2,463
|
|
|
$
|
58,294
|
|
|
$
|
(8
|
)
|
|
$
|
124,123
|
|
|
$
|
184,872
|
|
|
$
|
289
|
|
|
$
|
185,161
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Restricted Stock Units
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Issued to Directors
|
|
—
|
|
|
—
|
|
|
168
|
|
|
—
|
|
|
—
|
|
|
168
|
|
|
—
|
|
|
168
|
|
|||||||
Issued to Employees
|
|
—
|
|
|
—
|
|
|
458
|
|
|
—
|
|
|
—
|
|
|
458
|
|
|
—
|
|
|
458
|
|
|||||||
Common Stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Issued to Directors
|
|
10
|
|
|
1
|
|
|
—
|
|
|
6
|
|
|
—
|
|
|
7
|
|
|
—
|
|
|
7
|
|
|||||||
Issued to Employees
|
|
79
|
|
|
8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|
—
|
|
|
8
|
|
|||||||
Net Income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,155
|
|
|
4,155
|
|
|
—
|
|
|
4,155
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
June 30, 2019
|
|
24,715
|
|
|
$
|
2,472
|
|
|
$
|
58,920
|
|
|
$
|
(2
|
)
|
|
$
|
128,278
|
|
|
$
|
189,668
|
|
|
$
|
289
|
|
|
$
|
189,957
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
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
|
|
|||||||
Cancellation of Issuance to Former Director
|
|
—
|
|
|
—
|
|
|
(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
|
|
—
|
|
|
—
|
|
|
(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, |
||||||
|
|
2019
|
|
2018
|
||||
|
|
(thousands of dollars)
|
||||||
OPERATING ACTIVITIES
|
|
|
|
|
||||
Net Income
|
|
$
|
4,155
|
|
|
$
|
4,567
|
|
Adjustments to Reconcile Net Income
|
|
|
|
|
||||
To Net Cash Provided by Operating Activities:
|
|
|
|
|
||||
Depreciation and Amortization
|
|
7,880
|
|
|
4,941
|
|
||
Amortization of Intangible Assets
|
|
931
|
|
|
931
|
|
||
Stock-based Compensation
|
|
558
|
|
|
372
|
|
||
Deferred Income Taxes
|
|
947
|
|
|
1,073
|
|
||
Postretirement Obligation
|
|
(18
|
)
|
|
(809
|
)
|
||
Equity in Losses (Earnings) of AMAK
|
|
150
|
|
|
(458
|
)
|
||
Bad Debt Expense
|
|
—
|
|
|
128
|
|
||
Amortization of Loan Fees
|
|
91
|
|
|
161
|
|
||
Changes in Operating Assets and Liabilities:
|
|
|
|
|
||||
Increase in Trade Receivables
|
|
(3,393
|
)
|
|
(817
|
)
|
||
Increase in Insurance Receivables
|
|
—
|
|
|
(493
|
)
|
||
Decrease in Taxes Receivable
|
|
—
|
|
|
4,293
|
|
||
Decrease in Inventories
|
|
1,244
|
|
|
1,448
|
|
||
Decrease (Increase) in Prepaid Expenses and Other Assets
|
|
16
|
|
|
(901
|
)
|
||
Decrease in Accounts Payable and Accrued Liabilities
|
|
(6,767
|
)
|
|
(4,742
|
)
|
||
Decrease in Other Liabilities
|
|
54
|
|
|
104
|
|
||
Net Cash Provided by Operating Activities
|
|
5,848
|
|
|
9,798
|
|
||
|
|
|
|
|
||||
INVESTING ACTIVITIES
|
|
|
|
|
||||
Additions to Plant, Pipeline and Equipment
|
|
(4,286
|
)
|
|
(15,434
|
)
|
||
Proceeds from PEVM
|
|
30
|
|
|
—
|
|
||
Advances to AMAK, net
|
|
(26
|
)
|
|
(83
|
)
|
||
Proceeds from AMAK Share Repurchase
|
|
440
|
|
|
—
|
|
||
Net Cash Used in Investing Activities
|
|
(3,842
|
)
|
|
(15,517
|
)
|
||
|
|
|
|
|
||||
FINANCING ACTIVITIES
|
|
|
|
|
||||
Net Cash (Paid) Received Related to Stock-Based Compensation
|
|
(228
|
)
|
|
245
|
|
||
Additions to Long-Term Debt
|
|
2,000
|
|
|
16,000
|
|
||
Repayments of Long-Term Debt
|
|
(6,188
|
)
|
|
(10,167
|
)
|
||
Net Cash (Used in) Provided by Financing Activities
|
|
(4,416
|
)
|
|
6,078
|
|
||
|
|
|
|
|
||||
NET (DECREASE) INCREASE IN CASH
|
|
(2,410
|
)
|
|
359
|
|
||
|
|
|
|
|
||||
CASH AT BEGINNING OF PERIOD
|
|
6,735
|
|
|
3,028
|
|
||
|
|
|
|
|
||||
CASH AT END OF PERIOD
|
|
$
|
4,325
|
|
|
$
|
3,387
|
|
|
|
|
|
|
||||
Supplemental disclosure of cash flow information:
|
|
|
||||||
Cash payments for interest
|
|
$
|
1,355
|
|
|
$
|
2,394
|
|
Cash payments for taxes, net of refunds
|
|
$
|
80
|
|
|
$
|
92
|
|
Supplemental disclosure of non-cash items:
|
|
|
|
|
||||
Capital expansion amortized to depreciation expense
|
|
$
|
244
|
|
|
$
|
210
|
|
Foreign taxes paid by AMAK
|
|
$
|
891
|
|
|
$
|
—
|
|
Stock exchange (Note 16)
|
|
$
|
—
|
|
|
$
|
130
|
|
(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. – Specialty Petrochemicals segment and parent of GSPL
|
(4)
|
GSPL – Gulf State Pipe Line Co, Inc. – Pipeline support for the Specialty Petrochemicals segment
|
(5)
|
TC – Trecora Chemical, Inc. – Specialty Waxes 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, 2019
|
|
|
December 31, 2018
|
|
||
|
|
(thousands of dollars)
|
||||||
Trade receivables
|
|
$
|
30,958
|
|
|
$
|
27,564
|
|
Less allowance for doubtful accounts
|
|
(440
|
)
|
|
(452
|
)
|
||
Trade receivables, net
|
|
$
|
30,518
|
|
|
$
|
27,112
|
|
|
|
June 30, 2019
|
|
|
December 31, 2018
|
|
||
|
|
(thousands of dollars)
|
||||||
Prepaid license
|
|
$
|
1,612
|
|
|
$
|
2,419
|
|
Spare parts
|
|
1,667
|
|
|
1,597
|
|
||
Other prepaid expenses and assets
|
|
672
|
|
|
648
|
|
||
Total prepaid expenses and other assets
|
|
$
|
3,951
|
|
|
$
|
4,664
|
|
|
|
June 30, 2019
|
|
|
December 31, 2018
|
|
||
|
|
(thousands of dollars)
|
||||||
Raw material
|
|
$
|
3,963
|
|
|
$
|
4,742
|
|
Work in process
|
|
244
|
|
|
173
|
|
||
Finished products
|
|
11,088
|
|
|
11,624
|
|
||
Total inventory
|
|
$
|
15,295
|
|
|
$
|
16,539
|
|
|
|
June 30, 2019
|
|
|
December 31, 2018
|
|
||
|
|
(thousands of dollars)
|
||||||
Platinum catalyst metal
|
|
$
|
1,580
|
|
|
$
|
1,612
|
|
Catalyst
|
|
3,974
|
|
|
3,131
|
|
||
Land
|
|
5,428
|
|
|
5,428
|
|
||
Plant, pipeline and equipment
|
|
257,986
|
|
|
253,905
|
|
||
Construction in progress
|
|
3,888
|
|
|
4,343
|
|
||
Total plant, pipeline and equipment
|
|
$
|
272,856
|
|
|
$
|
268,419
|
|
Less accumulated depreciation
|
|
(81,328
|
)
|
|
(73,762
|
)
|
||
Net plant, pipeline and equipment
|
|
$
|
191,528
|
|
|
$
|
194,657
|
|
|
|
June 30, 2019
|
||||||||||
|
|
Gross
|
|
Accumulated
Amortization
|
|
Net
|
||||||
Intangible assets subject to amortization (Definite-lived)
|
|
(thousands of dollars)
|
||||||||||
Customer relationships
|
|
$
|
16,852
|
|
|
$
|
(5,336
|
)
|
|
$
|
11,516
|
|
Non-compete agreements
|
|
94
|
|
|
(90
|
)
|
|
4
|
|
|||
Licenses and permits
|
|
1,471
|
|
|
(549
|
)
|
|
922
|
|
|||
Developed technology
|
|
6,131
|
|
|
(2,912
|
)
|
|
3,219
|
|
|||
|
|
24,548
|
|
|
(8,887
|
)
|
|
15,661
|
|
|||
Intangible assets not subject to amortization (Indefinite-lived)
|
|
|
|
|
|
|
||||||
Emissions allowance
|
|
197
|
|
|
—
|
|
|
197
|
|
|||
Trade name
|
|
2,158
|
|
|
—
|
|
|
2,158
|
|
|||
Total
|
|
$
|
26,903
|
|
|
$
|
(8,887
|
)
|
|
$
|
18,016
|
|
|
|
December 31, 2018
|
||||||||||
|
|
Gross
|
|
Accumulated
Amortization
|
|
Net
|
||||||
Intangible assets subject to amortization (Definite-lived)
|
|
(thousands of dollars)
|
||||||||||
Customer relationships
|
|
$
|
16,852
|
|
|
$
|
(4,775
|
)
|
|
$
|
12,077
|
|
Non-compete agreements
|
|
94
|
|
|
(80
|
)
|
|
14
|
|
|||
Licenses and permits
|
|
1,471
|
|
|
(495
|
)
|
|
976
|
|
|||
Developed technology
|
|
6,131
|
|
|
(2,606
|
)
|
|
3,525
|
|
|||
|
|
24,548
|
|
|
(7,956
|
)
|
|
16,592
|
|
|||
Intangible assets not subject to amortization (Indefinite-lived)
|
|
|
|
|
|
|
||||||
Emissions allowance
|
|
197
|
|
|
—
|
|
|
197
|
|
|||
Trade name
|
|
2,158
|
|
|
—
|
|
|
2,158
|
|
|||
Total
|
|
$
|
26,903
|
|
|
$
|
(7,956
|
)
|
|
$
|
18,947
|
|
|
|
Total
|
|
|
Remainder of 2019
|
|
|
2020
|
|
|
2021
|
|
|
2022
|
|
|
2023
|
|
|
2024
|
|
|
Thereafter
|
|
||||||||
|
|
(thousands of dollars)
|
||||||||||||||||||||||||||||||
Customer relationships
|
|
$
|
11,516
|
|
|
$
|
562
|
|
|
$
|
1,123
|
|
|
$
|
1,123
|
|
|
1,123
|
|
|
1,123
|
|
|
1,123
|
|
|
$
|
5,339
|
|
|||
Non-compete agreements
|
|
4
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Licenses and permits
|
|
922
|
|
|
53
|
|
|
106
|
|
|
101
|
|
|
86
|
|
|
86
|
|
|
86
|
|
|
404
|
|
||||||||
Developed technology
|
|
3,219
|
|
|
307
|
|
|
613
|
|
|
613
|
|
|
613
|
|
|
613
|
|
|
460
|
|
|
—
|
|
||||||||
Total future amortization expense
|
|
$
|
15,661
|
|
|
$
|
926
|
|
|
$
|
1,842
|
|
|
$
|
1,837
|
|
|
$
|
1,822
|
|
|
$
|
1,822
|
|
|
$
|
1,669
|
|
|
$
|
5,743
|
|
($ in thousands)
|
Classification on the Condensed Consolidated Balance Sheets
|
June 30, 2019
|
||
Assets:
|
|
|
||
Operating
|
Operating lease assets
|
$
|
15,197
|
|
Finance
|
Property, plant, and equipment
|
—
|
|
|
Total leased assets
|
|
$
|
15,197
|
|
|
|
|
||
Liabilities:
|
|
|
||
Current
|
|
|
||
Operating
|
Current portion of operating lease liabilities
|
$
|
3,412
|
|
Finance
|
Short-term debt and current portion of long-term debt
|
—
|
|
|
Noncurrent
|
|
|
||
Operating
|
Operating lease liabilities
|
11,785
|
|
|
Finance
|
Long-term debt
|
—
|
|
|
Total lease liabilities
|
|
$
|
15,197
|
|
($ in thousands)
|
Three Months Ended
June 30, 2019 |
|
Six Months Ended
June 30, 2019 |
||||
Cash paid for amounts included in the measurement of lease liabilities:
|
|
|
|
||||
Operating cash flows used for operating leases
|
$
|
1,127
|
|
|
$
|
2,260
|
|
Operating cash flows used for finance leases
|
—
|
|
|
—
|
|
||
Financing cash flows used for finance leases
|
—
|
|
|
—
|
|
||
Right-of-use assets obtained in exchange for lease obligations:
|
|
|
|
||||
Operating leases
|
$
|
25
|
|
|
$
|
138
|
|
Finance leases
|
—
|
|
|
—
|
|
|
June 30, 2019
|
|
Weighted-average remaining lease term (in years):
|
|
|
Operating leases
|
4.8
|
|
Finance leases
|
0.0
|
|
Weighted-average discount rate:
|
|
|
Operating leases
|
4.5
|
%
|
Finance leases
|
—
|
%
|
($ in thousands)
|
Operating Leases
|
Finance Leases
|
||||
2020
|
$
|
4,010
|
|
$
|
—
|
|
2021
|
3,576
|
|
—
|
|
||
2022
|
3,480
|
|
—
|
|
||
2023
|
2,806
|
|
—
|
|
||
2024
|
1,460
|
|
—
|
|
||
Thereafter
|
1,549
|
|
—
|
|
||
Total lease payments
|
$
|
16,881
|
|
$
|
—
|
|
Less: Interest
|
1,684
|
|
—
|
|
||
Total lease obligations
|
$
|
15,197
|
|
$
|
—
|
|
|
|
June 30, 2019
|
|
|
December 31, 2018
|
|
||
|
|
(thousands of dollars)
|
||||||
Accrued state taxes
|
|
262
|
|
|
210
|
|
||
Accrued property taxes
|
|
1,720
|
|
|
—
|
|
||
Accrued payroll
|
|
981
|
|
|
936
|
|
||
Accrued interest
|
|
32
|
|
|
31
|
|
||
Accrued officer compensation
|
|
650
|
|
|
—
|
|
||
Accrued restructuring & severance
|
|
37
|
|
|
1,221
|
|
||
Accrued foreign taxes
|
|
—
|
|
|
802
|
|
||
Other
|
|
1,733
|
|
|
2,239
|
|
||
Total
|
|
$
|
5,415
|
|
|
$
|
5,439
|
|
|
June 30, 2019
|
|
December 31, 2018
|
||
|
(thousands of dollars)
|
||||
Revolving Facility
|
16,000
|
|
|
18,000
|
|
Term Loan Facility
|
83,125
|
|
|
85,312
|
|
Loan fees
|
(740
|
)
|
|
(830
|
)
|
Total long-term debt
|
98,385
|
|
|
102,482
|
|
|
|
|
|
||
Less current portion including loan fees
|
4,194
|
|
|
4,194
|
|
|
|
|
|
||
Total long-term debt, less current portion including loan fees
|
94,191
|
|
|
98,288
|
|
|
Stock Options and Warrants
|
|
|
Weighted
Average
Exercise
Price
Per Share
|
|
|
Weighted
Average
Remaining
Contractual
Life
|
|
Intrinsic
Value
(in thousands)
|
|
|
Outstanding at January 1, 2019
|
745,830
|
|
|
10.33
|
|
|
|
|
|||
Granted
|
—
|
|
|
—
|
|
|
|
|
|
||
Exercised
|
(85,000
|
)
|
|
7.71
|
|
|
|
|
|||
Forfeited
|
(108,830
|
)
|
|
8.80
|
|
|
|
|
|
||
Outstanding at June 30, 2019
|
552,000
|
|
|
11.04
|
|
3.8
|
|
$
|
—
|
|
|
Expected to vest
|
—
|
|
|
|
|
|
|
$
|
—
|
|
|
Exercisable at June 30, 2019
|
552,000
|
|
|
11.04
|
|
3.8
|
|
$
|
—
|
|
|
Shares of Restricted
Stock Units
|
|
|
Weighted Average Grant Date Price per Share
|
Outstanding at January 1, 2019
|
405,675
|
|
|
11.27
|
Granted
|
190,615
|
|
|
9.22
|
Forfeited
|
(64,463
|
)
|
|
12.13
|
Vested
|
(136,568
|
)
|
|
11.86
|
Outstanding at June 30, 2019
|
395,259
|
|
|
9.77
|
Expected to vest
|
395,259
|
|
|
|
|
|
Three Months Ended
June 30, 2019 |
|
Three Months Ended
June 30, 2018 |
||||||||||||||||||
|
|
Income
|
|
|
Shares
|
|
|
Per Share
Amount
|
|
|
Income
|
|
|
Shares
|
|
|
Per Share
Amount
|
|
||||
Basic Net Income per Share:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net Income Attributable to Trecora Resources
|
|
$
|
2,404
|
|
|
24,696
|
|
|
$
|
0.10
|
|
|
$
|
2,215
|
|
|
24,370
|
|
|
$
|
0.09
|
|
Unvested restricted stock units
|
|
|
|
395
|
|
|
|
|
|
|
349
|
|
|
|
||||||||
Dilutive stock options outstanding
|
|
|
|
—
|
|
|
|
|
|
|
295
|
|
|
|
||||||||
Diluted Net Income per Share:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net Income Attributable to Trecora Resources
|
|
$
|
2,404
|
|
|
25,091
|
|
|
$
|
0.10
|
|
|
$
|
2,215
|
|
|
25,014
|
|
|
$
|
0.09
|
|
|
|
Six Months Ended
June 30, 2019 |
|
Six Months Ended
June 30, 2018 |
||||||||||||||||||
|
|
Income
|
|
|
Shares
|
|
|
Per Share
Amount
|
|
|
Income
|
|
|
Shares
|
|
|
Per Share
Amount
|
|
||||
Basic Net Income per Share:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net Income Attributable to Trecora Resources
|
|
$
|
4,155
|
|
|
24,675
|
|
|
$
|
0.17
|
|
|
$
|
4,567
|
|
|
24,354
|
|
|
$
|
0.19
|
|
Unvested restricted stock units
|
|
|
|
414
|
|
|
|
|
|
|
376
|
|
|
|
||||||||
Dilutive stock options outstanding
|
|
|
|
—
|
|
|
|
|
|
|
389
|
|
|
|
||||||||
Diluted Net Income per Share:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net Income Attributable to Trecora Resources
|
|
$
|
4,155
|
|
|
25,089
|
|
|
$
|
0.17
|
|
|
$
|
4,567
|
|
|
25,119
|
|
|
$
|
0.18
|
|
|
Three Months Ended June 30, 2019
|
||||||||||||||||||
|
Specialty Petrochemicals
|
|
|
Specialty Waxes
|
|
|
Corporate
|
|
|
Eliminations
|
|
|
Consolidated
|
|
|||||
|
(in thousands)
|
||||||||||||||||||
Product sales
|
$
|
58,584
|
|
|
$
|
6,745
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
65,329
|
|
Processing fees
|
1,527
|
|
|
2,515
|
|
|
—
|
|
|
—
|
|
|
4,042
|
|
|||||
Total revenues
|
60,111
|
|
|
9,260
|
|
|
—
|
|
|
—
|
|
|
69,371
|
|
|||||
Operating profit (loss) before depreciation and amortization
|
10,028
|
|
|
766
|
|
|
(2,182
|
)
|
|
—
|
|
|
8,612
|
|
|||||
Operating profit (loss)
|
7,104
|
|
|
(633
|
)
|
|
(2,195
|
)
|
|
—
|
|
|
4,276
|
|
|||||
Profit (loss) before taxes
|
6,375
|
|
|
(1,013
|
)
|
|
(2,294
|
)
|
|
—
|
|
|
3,068
|
|
|||||
Depreciation and amortization
|
2,925
|
|
|
1,399
|
|
|
12
|
|
|
—
|
|
|
4,336
|
|
|||||
Capital expenditures
|
1,461
|
|
|
426
|
|
|
—
|
|
|
—
|
|
|
1,887
|
|
|
Three Months Ended June 30, 2018
|
|||||||||||||||||
|
Specialty Petrochemicals
|
|
|
Specialty Waxes
|
|
|
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
|
|
|
Six Months Ended June 30, 2019
|
||||||||||||||||||
|
Specialty Petrochemicals
|
|
|
Specialty Waxes
|
|
|
Corporate
|
|
|
Eliminations
|
|
|
Consolidated
|
|
|||||
|
(in thousands)
|
||||||||||||||||||
Product sales
|
$
|
114,074
|
|
|
$
|
12,748
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
126,822
|
|
Processing fees
|
2,910
|
|
|
4,794
|
|
|
—
|
|
|
—
|
|
|
7,704
|
|
|||||
Total revenues
|
116,984
|
|
|
17,542
|
|
|
—
|
|
|
—
|
|
|
134,526
|
|
|||||
Operating profit (loss) before depreciation and amortization
|
21,435
|
|
|
(83
|
)
|
|
(4,487
|
)
|
|
—
|
|
|
16,865
|
|
|||||
Operating profit (loss)
|
15,437
|
|
|
(2,830
|
)
|
|
(4,521
|
)
|
|
—
|
|
|
8,086
|
|
|||||
Profit (loss) before taxes
|
13,510
|
|
|
(3,552
|
)
|
|
(4,661
|
)
|
|
—
|
|
|
5,297
|
|
|||||
Depreciation and amortization
|
5,999
|
|
|
2,747
|
|
|
32
|
|
|
—
|
|
|
8,778
|
|
|||||
Capital expenditures
|
2,839
|
|
|
935
|
|
|
—
|
|
|
—
|
|
|
3,774
|
|
|
Six Months Ended June 30, 2018
|
|||||||||||||||||
|
Specialty Petrochemicals
|
|
|
Specialty Waxes
|
|
|
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
|
|
|
June 30, 2019
|
||||||||||||||||||
|
Specialty Petrochemicals
|
|
|
Specialty Waxes
|
|
|
Corporate
|
|
|
Eliminations
|
|
|
Consolidated
|
|
|||||
|
(in thousands)
|
||||||||||||||||||
Trade receivables, product sales
|
$
|
23,465
|
|
|
$
|
4,097
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
27,562
|
|
Trade receivables, processing fees
|
1,042
|
|
|
1,914
|
|
|
—
|
|
|
—
|
|
|
2,956
|
|
|||||
Goodwill and intangible assets, net
|
—
|
|
|
39,814
|
|
|
—
|
|
|
—
|
|
|
39,814
|
|
|||||
Total assets
|
299,103
|
|
|
114,409
|
|
|
91,247
|
|
|
(166,126
|
)
|
|
338,633
|
|
|
December 31, 2018
|
||||||||||||||||||
|
Specialty Petrochemicals
|
|
|
Specialty Waxes
|
|
|
Corporate
|
|
|
Eliminations
|
|
|
Consolidated
|
|
|||||
|
(in thousands)
|
||||||||||||||||||
Trade receivables, product sales
|
$
|
21,915
|
|
|
$
|
3,173
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
25,088
|
|
Trade receivables, processing fees
|
633
|
|
|
1,391
|
|
|
—
|
|
|
—
|
|
|
2,024
|
|
|||||
Goodwill and intangible assets, net
|
—
|
|
|
40,745
|
|
|
—
|
|
|
—
|
|
|
40,745
|
|
|||||
Total assets
|
284,367
|
|
|
115,366
|
|
|
91,474
|
|
|
(161,239
|
)
|
|
329,968
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
||||
|
|
(thousands of dollars)
|
|
(thousands of dollars)
|
||||||||||||
Sales
|
|
$
|
20,566
|
|
|
$
|
19,494
|
|
|
$
|
41,230
|
|
|
$
|
33,581
|
|
Cost of sales
|
|
18,162
|
|
|
16,555
|
|
|
36,732
|
|
|
29,061
|
|
||||
Gross profit
|
|
2,404
|
|
|
2,939
|
|
|
4,498
|
|
|
4,520
|
|
||||
Selling, general, and administrative
|
|
2,807
|
|
|
2,892
|
|
|
5,545
|
|
|
4,415
|
|
||||
Operating (loss) income
|
|
(403
|
)
|
|
47
|
|
|
(1,047
|
)
|
|
105
|
|
||||
Other (expense) income
|
|
(75
|
)
|
|
15
|
|
|
353
|
|
|
34
|
|
||||
Finance and interest expense
|
|
(448
|
)
|
|
(388
|
)
|
|
(893
|
)
|
|
(785
|
)
|
||||
Loss before Zakat and income taxes
|
|
(926
|
)
|
|
(326
|
)
|
|
(1,587
|
)
|
|
(646
|
)
|
||||
Zakat and income taxes
|
|
366
|
|
|
—
|
|
|
888
|
|
|
—
|
|
||||
Net Loss
|
|
$
|
(1,292
|
)
|
|
$
|
(326
|
)
|
|
$
|
(2,475
|
)
|
|
$
|
(646
|
)
|
|
|
June 30,
|
|
|
December 31,
|
|
||
|
|
2019
|
|
|
2018
|
|
||
|
|
(thousands of dollars)
|
||||||
Current assets
|
|
$
|
35,658
|
|
|
$
|
44,093
|
|
Noncurrent assets
|
|
197,093
|
|
|
212,291
|
|
||
Total assets
|
|
$
|
232,751
|
|
|
$
|
256,384
|
|
|
|
|
|
|
||||
Current liabilities
|
|
$
|
19,201
|
|
|
$
|
17,160
|
|
Long term liabilities
|
|
74,111
|
|
|
77,366
|
|
||
Stockholders' equity
|
|
139,439
|
|
|
161,858
|
|
||
|
|
$
|
232,751
|
|
|
$
|
256,384
|
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
|
2019
|
|
|
2018
|
|
|
2019
|
|
|
2018
|
|
||||
|
|
(thousands of dollars)
|
|
(thousands of dollars)
|
||||||||||||
AMAK Net Loss
|
|
$
|
(1,292
|
)
|
|
$
|
(326
|
)
|
|
$
|
(2,475
|
)
|
|
$
|
(646
|
)
|
Percentage of Ownership
|
|
33.29
|
%
|
|
33.41
|
%
|
|
33.29
|
%
|
|
33.41
|
%
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Company's share of loss reported by AMAK
|
|
$
|
(429
|
)
|
|
$
|
(109
|
)
|
|
$
|
(824
|
)
|
|
$
|
(216
|
)
|
Amortization of difference between Company's investment in AMAK and Company's share of net assets of AMAK
|
|
337
|
|
|
337
|
|
|
674
|
|
|
674
|
|
||||
Equity in (losses) earnings of AMAK
|
|
$
|
(91
|
)
|
|
$
|
228
|
|
|
$
|
(150
|
)
|
|
$
|
458
|
|
|
Three Months Ended
June 30, 2019 |
||||||||||||||
|
Specialty Petrochemicals
|
|
Specialty Waxes
|
|
Corporate
|
|
Consolidated
|
||||||||
|
(in thousands)
|
||||||||||||||
Net Income (Loss)
|
$
|
4,666
|
|
|
$
|
(1,013
|
)
|
|
$
|
(1,249
|
)
|
|
$
|
2,404
|
|
Interest
|
1,053
|
|
|
347
|
|
|
1
|
|
|
1,401
|
|
||||
Taxes
|
1,209
|
|
|
—
|
|
|
(545
|
)
|
|
664
|
|
||||
Depreciation and amortization
|
172
|
|
|
24
|
|
|
12
|
|
|
208
|
|
||||
Depreciation and amortization in cost of sales
|
2,753
|
|
|
1,375
|
|
|
—
|
|
|
4,128
|
|
||||
EBITDA
|
9,853
|
|
|
733
|
|
|
(1,781
|
)
|
|
8,805
|
|
||||
Share-based compensation
|
—
|
|
|
—
|
|
|
345
|
|
|
345
|
|
||||
Equity in losses of AMAK
|
—
|
|
|
—
|
|
|
91
|
|
|
91
|
|
||||
Adjusted EBITDA
|
$
|
9,853
|
|
|
$
|
733
|
|
|
$
|
(1,345
|
)
|
|
$
|
9,241
|
|
|
|
|
|
|
|
|
|
||||||||
Net Income (Loss)
|
$
|
4,666
|
|
|
$
|
(1,013
|
)
|
|
$
|
(1,249
|
)
|
|
$
|
2,404
|
|
Equity in losses of AMAK
|
—
|
|
|
—
|
|
|
91
|
|
|
91
|
|
||||
Taxes at statutory rate
|
—
|
|
|
—
|
|
|
(19
|
)
|
|
(19
|
)
|
||||
Tax effected equity in losses
|
—
|
|
|
—
|
|
|
72
|
|
|
72
|
|
||||
Adjusted Net Income (Loss)
|
$
|
4,666
|
|
|
$
|
(1,013
|
)
|
|
$
|
(1,177
|
)
|
|
$
|
2,476
|
|
|
Three Months Ended
June 30, 2018 |
||||||||||
|
Specialty Petrochemicals
|
|
Specialty Waxes
|
|
Corporate
|
|
Consolidated
|
||||
|
(in thousands)
|
||||||||||
Net Income
|
2,928
|
|
|
(506
|
)
|
|
(207
|
)
|
|
2,215
|
|
Interest
|
612
|
|
|
281
|
|
|
(78
|
)
|
|
815
|
|
Taxes
|
930
|
|
|
—
|
|
|
(334
|
)
|
|
596
|
|
Depreciation and amortization
|
161
|
|
|
22
|
|
|
8
|
|
|
191
|
|
Depreciation and amortization in cost of sales
|
1,494
|
|
|
1,343
|
|
|
—
|
|
|
2,837
|
|
EBITDA
|
6,125
|
|
|
1,140
|
|
|
(611
|
)
|
|
6,654
|
|
Share-based compensation
|
—
|
|
|
—
|
|
|
(220
|
)
|
|
(220
|
)
|
Equity in earnings of AMAK
|
—
|
|
|
—
|
|
|
(228
|
)
|
|
(228
|
)
|
Adjusted EBITDA
|
6,125
|
|
|
1,140
|
|
|
(1,059
|
)
|
|
6,206
|
|
|
|
|
|
|
|
|
|
||||
Net Income
|
2,928
|
|
|
(506
|
)
|
|
(207
|
)
|
|
2,215
|
|
Equity in earnings of AMAK
|
—
|
|
|
—
|
|
|
(228
|
)
|
|
(228
|
)
|
Taxes at statutory rate
|
—
|
|
|
—
|
|
|
48
|
|
|
48
|
|
Tax effected equity in earnings
|
—
|
|
|
—
|
|
|
(180
|
)
|
|
(180
|
)
|
Adjusted Net Income (Loss)
|
2,928
|
|
|
(506
|
)
|
|
(387
|
)
|
|
2,035
|
|
|
Six Months Ended
June 30, 2019 |
||||||||||
|
Specialty Petrochemicals
|
|
Specialty Waxes
|
|
Corporate
|
|
Consolidated
|
||||
|
(in thousands)
|
||||||||||
Net Income (Loss)
|
10,808
|
|
|
(3,552
|
)
|
|
(3,101
|
)
|
|
4,155
|
|
Interest
|
2,248
|
|
|
651
|
|
|
1
|
|
|
2,900
|
|
Taxes
|
2,203
|
|
|
—
|
|
|
(1,061
|
)
|
|
1,142
|
|
Depreciation and amortization
|
341
|
|
|
48
|
|
|
32
|
|
|
421
|
|
Depreciation and amortization in cost of sales
|
5,658
|
|
|
2,699
|
|
|
—
|
|
|
8,357
|
|
EBITDA
|
21,258
|
|
|
(154
|
)
|
|
(4,129
|
)
|
|
16,975
|
|
Share-based compensation
|
—
|
|
|
—
|
|
|
558
|
|
|
558
|
|
Equity in losses of AMAK
|
—
|
|
|
—
|
|
|
150
|
|
|
150
|
|
Adjusted EBITDA
|
21,258
|
|
|
(154
|
)
|
|
(3,421
|
)
|
|
17,683
|
|
|
|
|
|
|
|
|
|
||||
Net Income
|
10,808
|
|
|
(3,552
|
)
|
|
(3,101
|
)
|
|
4,155
|
|
Equity in losses of AMAK
|
—
|
|
|
—
|
|
|
150
|
|
|
150
|
|
Taxes at statutory rate
|
—
|
|
|
—
|
|
|
(32
|
)
|
|
(32
|
)
|
Tax effected equity in losses
|
—
|
|
|
—
|
|
|
118
|
|
|
118
|
|
Adjusted Net Income (Loss)
|
10,808
|
|
|
(3,552
|
)
|
|
(2,983
|
)
|
|
4,273
|
|
|
Six Months Ended
June 30, 2018 |
||||||||||
|
Specialty Petrochemicals
|
|
Specialty Waxes
|
|
Corporate
|
|
Consolidated
|
||||
|
(in thousands)
|
||||||||||
Net Income (Loss)
|
7,898
|
|
|
(1,687
|
)
|
|
(1,644
|
)
|
|
4,567
|
|
Interest
|
1,233
|
|
|
537
|
|
|
(77
|
)
|
|
1,693
|
|
Taxes
|
2,015
|
|
|
—
|
|
|
(829
|
)
|
|
1,186
|
|
Depreciation and amortization
|
327
|
|
|
44
|
|
|
16
|
|
|
387
|
|
Depreciation and amortization in cost of sales
|
3,042
|
|
|
2,625
|
|
|
—
|
|
|
5,667
|
|
EBITDA
|
14,515
|
|
|
1,519
|
|
|
(2,534
|
)
|
|
13,500
|
|
Share-based compensation
|
—
|
|
|
—
|
|
|
372
|
|
|
372
|
|
Equity in earnings of AMAK
|
—
|
|
|
—
|
|
|
(458
|
)
|
|
(458
|
)
|
Adjusted EBITDA
|
14,515
|
|
|
1,519
|
|
|
(2,620
|
)
|
|
13,414
|
|
|
|
|
|
|
|
|
|
||||
Net Income (Loss)
|
7,898
|
|
|
(1,687
|
)
|
|
(1,644
|
)
|
|
4,567
|
|
Equity in earnings of AMAK
|
—
|
|
|
—
|
|
|
(458
|
)
|
|
(458
|
)
|
Taxes at statutory rate
|
—
|
|
|
—
|
|
|
96
|
|
|
96
|
|
Tax effected equity in earnings
|
—
|
|
|
—
|
|
|
(362
|
)
|
|
(362
|
)
|
Adjusted Net Income (Loss)
|
7,898
|
|
|
(1,687
|
)
|
|
(2,006
|
)
|
|
4,205
|
|
|
June 30, 2019
|
|
|
December 31, 2018
|
|
|
June 30, 2018
|
|
Days sales outstanding in accounts receivable
|
41.1
|
|
|
34.4
|
|
|
34.3
|
|
Days sales outstanding in inventory
|
20.6
|
|
|
21.0
|
|
|
22.0
|
|
Days sales outstanding in accounts payable
|
15.0
|
|
|
24.2
|
|
|
15.4
|
|
Days of working capital
|
46.6
|
|
|
31.1
|
|
|
40.8
|
|
|
|
Six Months Ended
June 30, |
||||||
|
|
2019
|
|
|
2018
|
|
||
Net cash provided by (used in)
|
|
(thousands of dollars)
|
||||||
Operating activities
|
|
$
|
5,848
|
|
|
$
|
9,798
|
|
Investing activities
|
|
(3,842
|
)
|
|
(15,517
|
)
|
||
Financing activities
|
|
(4,416
|
)
|
|
6,078
|
|
||
(Decrease) Increase in cash
|
|
$
|
(2,410
|
)
|
|
$
|
359
|
|
Cash
|
|
$
|
4,325
|
|
|
$
|
3,387
|
|
•
|
Depreciation and amortization was
$7.9 million
in the first
six
months of 2019,
$2.9 million
higher than the
$4.9 million
in the corresponding period of 2018. This was due to the completion of major capital projects.
|
•
|
Trade receivables increased approximately
$3.4 million
. This was due to an increase in revenues in the second quarter 2019 of
$4.2 million
, or nearly
6.5%
, as compared with the first quarter 2019. Revenues in the second quarter 2018 declined
$3.1 million
from the first quarter 2018.
|
•
|
In the second quarter 2019, we did not have a change in taxes receivable. In the second quarter 2018, we collected outstanding taxes receivable of
$4.3 million
related to prior periods and R&D credits.
|
•
|
Accounts payable and accrued liabilities decreased
$6.8 million
primarily due to payment for the Advanced Reformer unit catalyst replacement which was completed in December 2018, severance payments and payment for supplemental wax feed.
|
|
|
Three Months Ended June 30,
|
|||||||||||||
|
|
2019
|
|
|
2018
|
|
|
Change
|
|
|
% Change
|
|
|||
|
|
(thousands of dollars)
|
|||||||||||||
Specialty Petrochemicals Product Sales
|
|
$
|
58,584
|
|
|
$
|
56,135
|
|
|
$
|
2,449
|
|
|
4.4
|
%
|
Processing
|
|
1,527
|
|
|
1,685
|
|
|
(158
|
)
|
|
(9.4
|
)%
|
|||
Gross Revenue
|
|
$
|
60,111
|
|
|
$
|
57,820
|
|
|
$
|
2,291
|
|
|
4.0
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Volume of Sales (gallons)
|
|
|
|
|
|
|
|
|
|||||||
Specialty Petrochemicals Products
|
|
21,447
|
|
|
19,733
|
|
|
1,714
|
|
|
8.7
|
%
|
|||
Prime Product Sales
|
|
17,732
|
|
|
16,092
|
|
|
1,640
|
|
|
10.2
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Cost of Sales
|
|
$
|
50,049
|
|
|
$
|
50,738
|
|
|
(689
|
)
|
|
(1.4
|
)%
|
|
Gross Margin
|
|
16.7
|
%
|
|
12.2
|
%
|
|
|
|
4.5
|
%
|
||||
Total Operating Expense*
|
|
18,455
|
|
|
17,081
|
|
|
1,374
|
|
|
8.0
|
%
|
|||
Natural Gas Expense*
|
|
1,253
|
|
|
1,328
|
|
|
(75
|
)
|
|
(5.6
|
)%
|
|||
Operating Labor Costs*
|
|
3,596
|
|
|
4,755
|
|
|
(1,159
|
)
|
|
(24.4
|
)%
|
|||
Transportation Costs*
|
|
7,360
|
|
|
7,082
|
|
|
278
|
|
|
3.9
|
%
|
|||
General & Administrative Expense
|
|
2,816
|
|
|
2,480
|
|
|
336
|
|
|
13.5
|
%
|
|||
Depreciation and Amortization**
|
|
2,925
|
|
|
1,655
|
|
|
1,270
|
|
|
76.7
|
%
|
|||
Capital Expenditures
|
|
1,461
|
|
|
3,529
|
|
|
(2,068
|
)
|
|
(58.6
|
)%
|
|
|
Three Months Ended June 30,
|
|||||||||||||
|
|
2019
|
|
|
2018
|
|
|
Change
|
|
|
% Change
|
|
|||
|
|
(thousands of dollars)
|
|||||||||||||
Product Sales
|
|
$
|
6,745
|
|
|
$
|
7,434
|
|
|
$
|
(689
|
)
|
|
(9.3
|
)%
|
Processing
|
|
2,515
|
|
|
2,852
|
|
|
(337
|
)
|
|
(11.8
|
)%
|
|||
Gross Revenue
|
|
$
|
9,260
|
|
|
$
|
10,286
|
|
|
$
|
(1,026
|
)
|
|
(10.0
|
)%
|
|
|
|
|
|
|
|
|
|
|||||||
Volume of specialty wax sales (thousand pounds)
|
|
9,955
|
|
|
10,544
|
|
|
(589
|
)
|
|
(5.6
|
)%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Cost of Sales
|
|
$
|
8,757
|
|
|
$
|
9,225
|
|
|
$
|
(468
|
)
|
|
(5.1
|
)%
|
Gross Margin
|
|
5.4
|
%
|
|
10.3
|
%
|
|
|
|
(4.9
|
)%
|
||||
General & Administrative Expense
|
|
1,083
|
|
|
1,239
|
|
|
(156
|
)
|
|
(12.6
|
)%
|
|||
Depreciation and Amortization*
|
|
1,399
|
|
|
1,365
|
|
|
34
|
|
|
2.5
|
%
|
|||
Capital Expenditures
|
|
$
|
426
|
|
|
$
|
877
|
|
|
$
|
(451
|
)
|
|
(51.4
|
)%
|
|
|
Three Months Ended June 30,
|
|||||||||||||
|
|
2019
|
|
|
2018
|
|
|
Change
|
|
|
% Change
|
|
|||
|
|
(thousands of dollars)
|
|
|
|||||||||||
General & Administrative Expense
|
|
$
|
2,182
|
|
|
$
|
834
|
|
|
$
|
1,348
|
|
|
161.6
|
%
|
Equity in (losses) earnings of AMAK
|
|
(91
|
)
|
|
228
|
|
|
(319
|
)
|
|
(139.9
|
)%
|
|
|
Three Months Ended
June 30, |
||||||
|
|
2019
|
|
2018
|
||||
|
|
(thousands of dollars)
|
||||||
Sales
|
|
$
|
20,566
|
|
|
$
|
19,494
|
|
Cost of sales
|
|
18,162
|
|
|
16,555
|
|
||
Gross profit
|
|
2,404
|
|
|
2,939
|
|
||
Selling, general, and administrative
|
|
2,807
|
|
|
2,892
|
|
||
Operating (loss) income
|
|
(403
|
)
|
|
47
|
|
||
Other (expense) income
|
|
(75
|
)
|
|
15
|
|
||
Finance and interest expense
|
|
(448
|
)
|
|
(388
|
)
|
||
Loss before Zakat and income taxes
|
|
(926
|
)
|
|
(326
|
)
|
||
Zakat and income taxes
|
|
366
|
|
|
—
|
|
||
Net Loss
|
|
$
|
(1,292
|
)
|
|
$
|
(326
|
)
|
|
|
|
|
|
||||
Finance and interest expense
|
|
448
|
|
|
388
|
|
||
Depreciation and amortization
|
|
7,746
|
|
|
8,281
|
|
||
Zakat and income taxes
|
|
366
|
|
|
—
|
|
||
EBITDA
|
|
$
|
7,268
|
|
|
$
|
8,343
|
|
|
|
Six Months Ended June 30,
|
|||||||||||||
|
|
2019
|
|
|
2018
|
|
|
Change
|
|
|
% Change
|
|
|||
|
|
(thousands of dollars)
|
|||||||||||||
Specialty Petrochemicals Product Sales
|
|
114,074
|
|
|
116,420
|
|
|
$
|
(2,346
|
)
|
|
(2.0
|
)%
|
||
Processing
|
|
2,910
|
|
|
3,713
|
|
|
(803
|
)
|
|
(21.6
|
)%
|
|||
Gross Revenue
|
|
$
|
116,984
|
|
|
$
|
120,133
|
|
|
$
|
(3,149
|
)
|
|
(2.6
|
)%
|
|
|
|
|
|
|
|
|
|
|||||||
Volume of Sales (gallons)
|
|
|
|
|
|
|
|
|
|||||||
Specialty Petrochemicals Products
|
|
43,915
|
|
|
43,022
|
|
|
893
|
|
|
2.1
|
%
|
|||
Prime Product Sales
|
|
35,370
|
|
|
33,742
|
|
|
1,628
|
|
|
4.8
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Cost of Sales
|
|
95,915
|
|
|
103,387
|
|
|
(7,472
|
)
|
|
(7.2
|
)%
|
|||
Gross Margin
|
|
18.0
|
%
|
|
13.9
|
%
|
|
|
|
4.1
|
%
|
||||
Total Operating Expense*
|
|
36,735
|
|
|
32,924
|
|
|
3,811
|
|
|
11.6
|
%
|
|||
Natural Gas Expense*
|
|
2,636
|
|
|
2,576
|
|
|
60
|
|
|
2.3
|
%
|
|||
Operating Labor Costs*
|
|
7,299
|
|
|
8,514
|
|
|
(1,215
|
)
|
|
(14.3
|
)%
|
|||
Transportation Costs*
|
|
14,408
|
|
|
14,402
|
|
|
6
|
|
|
—
|
%
|
|||
General & Administrative Expense
|
|
5,291
|
|
|
5,300
|
|
|
(9
|
)
|
|
(0.2
|
)%
|
|||
Depreciation and Amortization**
|
|
5,999
|
|
|
3,369
|
|
|
2,630
|
|
|
78.1
|
%
|
|||
Capital Expenditures
|
|
2,839
|
|
|
13,812
|
|
|
(10,973
|
)
|
|
(79.4
|
)%
|
|
|
Six Months Ended June 30,
|
|||||||||||||
|
|
2019
|
|
|
2018
|
|
|
Change
|
|
|
% Change
|
|
|||
|
|
(thousands of dollars)
|
|||||||||||||
Product Sales
|
|
$
|
12,748
|
|
|
$
|
13,817
|
|
|
$
|
(1,069
|
)
|
|
(7.7
|
)%
|
Processing
|
|
4,794
|
|
|
6,064
|
|
|
(1,270
|
)
|
|
(20.9
|
)%
|
|||
Gross Revenue
|
|
$
|
17,542
|
|
|
$
|
19,881
|
|
|
$
|
(2,339
|
)
|
|
(11.8
|
)%
|
|
|
|
|
|
|
|
|
|
|||||||
Volume of specialty wax sales (thousand pounds)
|
|
17,837
|
|
|
20,085
|
|
|
(2,248
|
)
|
|
(11.2
|
)%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Cost of Sales
|
|
$
|
17,973
|
|
|
$
|
18,344
|
|
|
$
|
(371
|
)
|
|
(2.0
|
)%
|
Gross Margin
|
|
(2.5
|
)%
|
|
7.7
|
%
|
|
|
|
(10.2
|
)%
|
||||
General & Administrative Expense
|
|
2,352
|
|
|
2,607
|
|
|
(255
|
)
|
|
(9.8
|
)%
|
|||
Depreciation and Amortization*
|
|
2,747
|
|
|
2,669
|
|
|
78
|
|
|
2.9
|
%
|
|||
Capital Expenditures
|
|
$
|
935
|
|
|
$
|
1,622
|
|
|
$
|
(687
|
)
|
|
(42.4
|
)%
|
|
|
Six Months Ended June 30,
|
|||||||||||||
|
|
2019
|
|
|
2018
|
|
|
Change
|
|
|
% Change
|
|
|||
|
|
(thousands of dollars)
|
|
|
|||||||||||
General & Administrative Expense
|
|
$
|
4,487
|
|
|
$
|
2,982
|
|
|
$
|
1,505
|
|
|
50.5
|
%
|
Equity in (losses) earnings of AMAK
|
|
(150
|
)
|
|
458
|
|
|
(608
|
)
|
|
(132.8
|
)%
|
|
|
Six Months Ended
June 30, 2019 |
||||||
|
|
2019
|
|
2018
|
||||
|
|
(thousands of dollars)
|
||||||
Sales
|
|
$
|
41,230
|
|
|
$
|
33,581
|
|
Cost of sales
|
|
36,732
|
|
|
29,061
|
|
||
Gross profit
|
|
4,498
|
|
|
4,520
|
|
||
Selling, general, and administrative
|
|
5,545
|
|
|
4,415
|
|
||
Operating income (loss)
|
|
(1,047
|
)
|
|
105
|
|
||
Other income
|
|
353
|
|
|
34
|
|
||
Finance and interest expense
|
|
(893
|
)
|
|
(785
|
)
|
||
Loss before Zakat and income taxes
|
|
(1,587
|
)
|
|
(646
|
)
|
||
Zakat and income taxes
|
|
888
|
|
|
—
|
|
||
Net Loss
|
|
$
|
(2,475
|
)
|
|
$
|
(646
|
)
|
|
|
|
|
|
||||
Finance and interest expense
|
|
893
|
|
|
785
|
|
||
Depreciation and amortization
|
|
15,070
|
|
|
15,982
|
|
||
Zakat and income taxes
|
|
888
|
|
|
—
|
|
||
EBITDA
|
|
$
|
14,376
|
|
|
$
|
16,121
|
|
(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, 2019
, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
|
Period
|
(a)
Total Number of Shares (or Units) Purchased
(1)
|
|
|
(b)
Average Price Paid Per Share (or Unit)
(1)
|
|
|
(c)
Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs
|
|
|
(d)
Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs
|
|
|
April 1, 2019 - April 30, 2019
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
—
|
|
May 1, 2019 - May 31, 2019
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
June 1, 2019 - June 30, 2019
|
2,107
|
|
|
9.81
|
|
|
—
|
|
|
—
|
|
|
Total
|
2,107
|
|
|
$
|
9.81
|
|
|
—
|
|
|
—
|
|
(1)
Represents shares of our common stock withheld for satisfaction of tax liabilities of a holder of restricted shares. The value of such shares was calculated based on the closing price of our common stock on the New York Stock Exchange on the date when the withholding was made.
|
Exhibit
Number
|
Description
|
10.1*+
|
|
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
|
|
TRECORA RESOURCES
|
|
|
|
|
Dated: August 8, 2019
|
By:
|
/s/ Sami Ahmad
|
|
|
Sami Ahmad
|
|
|
Principal Financial Officer and Duly Authorized Officer
|
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 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 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 officer 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 the 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.
|
Date: August 8, 2019
|
/s/ Patrick Quarles
|
|
Patrick Quarles
|
|
President and Chief Executive Officer
|
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 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 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 officer 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 the 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.
|
Date: August 8, 2019
|
/s/ Sami Ahmad
|
|
Sami Ahmad
|
|
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; 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, as amended; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|