UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 8, 2010
REX AMERICAN RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware |
001-09097 |
31-1095548 |
(State or other jurisdiction of incorporation) |
(Commission File No.) |
(IRS Employer Identification No.) |
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2875 Needmore Road, Dayton, Ohio |
45414 |
(Address of principal executive offices) |
(Zip Code) |
Registrants telephone number, including area code: (937) 276-3931
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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o |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 2.02. |
Results of Operations and Financial Condition |
On December 8, 2010, REX American Resources Corporation issued a press release announcing financial results for the three month period ended October 31, 2010. The press release is furnished as Exhibit 99 to this report.
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Item 9.01. |
Financial Statements and Exhibits |
(c) Exhibits. The following exhibits are furnished with this report:
99 Press Release dated December 8, 2010
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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REX AMERICAN RESOURCES CORPORATION |
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Date: December 8, 2010 |
By: /s/ DOUGLAS L. BRUGGEMAN |
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Name: |
Douglas L. Bruggeman |
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Title: |
Vice President - Finance, |
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Chief Financial Officer |
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and Treasurer |
Exhibit 99
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News Announcement |
For Immediate Release |
REX AMERICAN RESOURCES Q3
DILUTED EPS RISE TO $0.44
FROM $0.24 ON 14% REVENUE INCREASE TO $70.3 MILLION
- Q3 10 Financial Growth
Reflects REXs Expanded Ethanol Production
Interests, Improved Volumes and Pricing -
- Repurchased 225,387 Shares in Q3 10 at Average Price of $14.88 -
Dayton, Ohio, (December 8, 2010) REX American Resources Corporation (NYSE: REX) today announced financial results for its fiscal 2010 third quarter (Q3 10) ended October 31, 2010.
REXs Q3 10 net sales and revenue rose 14% to $70.3 million from $61.7 million in Q3 09. The increase is attributable to the continued growth and improved performance of the Companys alternative energy segment, including ethanol volume and pricing increases related to year over year production efficiencies being achieved at One Earth Energy LLC (One Earth) which became fully operational in Q3 09. REX recognizes results from its ethanol interests on a quarterly calendar basis, and as a result, REXs Q3 10 includes ethanol results from July 1, 2010 through September 30, 2010. REXs Q3 10 results primarily reflect its interests in seven ethanol production facilities (alternative energy segment). REX consolidates the revenue and results of Levelland Hockley County Ethanol and One Earth Energy facilities in which it is the majority owner. The remaining five facilities are reported as equity in income of unconsolidated ethanol affiliates.
REXs Q3 10 income from continuing operations before income taxes and non-controlling interests rose 83% to $6.9 million from $3.8 million in Q3 09. Q3 10 pre-tax income from continuing operations benefited from $3.7 million of equity in income of unconsolidated ethanol affiliates compared with $1.2 million in Q3 09, an increase of over 200%. Q3 10 pre-tax income from continuing operations is inclusive of other income of $0.1 million while the comparable year ago quarter included $0.8 million of other income. In addition, Q3 10 pre-tax income from continuing operations reflects a $0.5 million loss on derivative financial instruments related to two interest rate swaps at One Earth compared to a $0.9 million loss in Q3 09.
In the quarter ended October 31, 2010, income from continuing operations net of taxes and inclusive of non-controlling interests rose 66% to $4.4 million, or $0.36 per diluted share, compared with $2.7 million, or $0.17 per diluted share, in Q3 09. Reflecting income and gains from discontinued operations totaling $0.7 million, or $0.08 per diluted share, REXs Q3 10 net income attributable to common shareholders rose 87% to $4.3 million, or $0.44 per diluted share. Net income attributable to common shareholders in Q3 09 of $2.3 million, or $0.24 per diluted share, included income and gains from discontinued operations totaling $0.6 million, or $0.07 per diluted share.
-more-
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REX Reports Q3 Results, 12/8/10 |
page 2 |
Per share results are based on 9,682,000 and 9,464,000 diluted weighted average shares outstanding for the Q3 10 and Q3 09 quarters, respectively.
REX repurchased 225,387 shares of its common stock in open market transactions in Q3 10 at an average price of $14.88. In October, REXs Board of Directors increased the Companys share repurchase authorization by an additional 500,000 shares. REX is presently authorized to repurchase up to 568,044 shares of common stock.
At October 31, 2010, REX had cash and cash equivalents of $87.6 million, $73.4 million of which was cash at the parent company and approximately $14.2 million of which was cash at consolidated ethanol production facilities. This compares with cash and cash equivalents of $100.4 million at January 31, 2010, comprised of $82.5 million of cash at the parent company and $17.9 million of cash at consolidated ethanol production facilities. The decrease in cash reflects fiscal 2010 share repurchases totaling $6.7 million and ethanol investments totaling $9.2 million in the fiscal year to date period.
Stuart Rose, Chairman and Chief Executive Officer commented, REXs Q3 financial growth reflects our expanded portfolio of ethanol production facilities including the acquisition on July 1 of a 48% equity ownership interest in NuGen Energy which operates a nameplate 100 million gallon, ethanol plant in Marion, South Dakota, and production efficiencies being achieved at One Earth Energy which was in the early stages of production in Q3 09. One Earth is a nameplate 100 million gallon ethanol plant in Gibson City, Illinois in which REX has a 74% interest. In addition to higher volumes, the increase in Q3 10 net sales and revenue reflects higher average ethanol and dried distiller grain prices, which more than offset a decline in wet distiller grain pricing. The increase in Q3 10 alternative energy segment profits reflects the higher net sales and revenue which more than offset increases in grain and natural gas prices.
While the growth of our alternative energy segment has been impressive, the elimination or reduction of ethanol industry tax incentives such as the VEETC, or blenders credit available to gasoline refiners and blenders, which is unless extended, set to expire on December 31, 2010, could impact demand and therefore our future operating performance.
Importantly, REX remains very well positioned from a balance sheet standpoint as we have $73.4 million of cash at the parent company level, in addition to significant real estate assets that we plan to monetize on an opportunistic basis. We look to deploy this capital in attractively valued renewable resource or industrial project opportunities as well as in the repurchase of additional shares at prices below book value as market opportunities permit.
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Real Estate Assets |
At October 31, 2010, REX had lease agreements, as landlord for all or parts of 15 former retail store locations (including six temporary seasonal leases). REX also has 19 former retail stores that were vacant at October 31, 2010 which it is marketing to lease or sell. In addition, one former distribution center is partially leased, partially occupied by the REX corporate office and partially vacant. The Q3 10 real estate revenue reflects rental income derived from these sites. |
-more-
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REX Reports Q3 Results, 12/8/10 |
page 3 |
REX exited its retail operations in fiscal 2009, and the retail operations results are classified as discontinued operations. Certain amounts differ from those previously reported as a result of retail operations and certain sold real estate assets being reclassified as discontinued operations.
The table below summarizes net sales and revenue from REXs alternative energy and real estate segments and income (loss) from continuing operations for the three- and nine-month periods ended October 31, 2010 and October 31, 2009.
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($ in thousands) |
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Three Months |
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Nine Months |
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2010 |
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2009 |
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2010 |
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2009 |
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Net sales and revenue: |
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Alternative energy (1) |
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$ |
69,974 |
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$ |
61,368 |
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$ |
205,797 |
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$ |
92,296 |
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Real estate |
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369 |
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311 |
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941 |
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765 |
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Total net sales and revenues |
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$ |
70,343 |
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$ |
61,679 |
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$ |
206,738 |
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$ |
93,061 |
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Segment profit (loss): |
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Alternative energy segment profit (1) |
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$ |
7,929 |
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$ |
4,569 |
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$ |
18,599 |
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$ |
2,222 |
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Real estate segment (loss) |
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(392 |
) |
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(54 |
) |
|
(896 |
) |
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(11 |
) |
Corporate expense |
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(605 |
) |
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(740 |
) |
|
(2,099 |
) |
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(1,592 |
) |
Interest expense |
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(81 |
) |
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(60 |
) |
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(231 |
) |
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(192 |
) |
Investment income |
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86 |
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82 |
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355 |
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230 |
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Income from continuing operations before income taxes and noncontrolling interests |
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$ |
6,937 |
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$ |
3,797 |
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$ |
15,728 |
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$ |
657 |
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(1) |
Includes results attributable to non-controlling interests of approximately 44% for Levelland Hockley and 26% for One Earth. |
-more-
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REX Reports Q3 Results, 12/8/10 |
page 4 |
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Supplemental Data Related to REXs Alternative Energy Interests |
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REX American Resources Corporation |
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Entity |
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Nameplate |
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REXs |
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REXs |
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Debt |
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REX Effective |
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One Earth Energy, LLC |
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100M |
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$ |
50.8 |
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74 |
% |
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74.0M |
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Levelland Hockley County Ethanol,
LLC |
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40M |
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$ |
16.5 |
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56 |
% |
$ |
8.8 |
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22.4M |
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NuGen Energy, LLC |
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100M |
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$ |
9.2 |
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48 |
% |
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48.0M |
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Patriot Renewable Fuels, LLC |
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100M |
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$ |
16.0 |
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23 |
% |
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23.0M |
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Big River Resources, LLC |
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92M |
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10 |
% |
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9.2M |
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Big River Resources, LLC |
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100M |
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$ |
20.0 |
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10 |
% |
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10.0M |
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Big River United Energy, LLC |
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100M |
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5 |
% |
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5.0M |
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Total |
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632M |
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$ |
112.5 |
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n/a |
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$ |
8.8 |
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191.6M |
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(1) |
REX currently has a funding commitment of $0.3 million for Levelland Hockley as part of a $4 million line of credit. |
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(2) |
REX acquired its interest in NuGen effective 7/1/10 and has committed to fund up to an additional $6.5 million based upon the future profitability of NuGen. |
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(3) |
REX has a 10% ownership interest in Big River Resources, LLC which owns 100% of the West Burlington and Galva plants and acquired a 50.5% interest in the Dyersville plant in August 2009. |
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The following table summarizes select data related to the Companys alternative energy interests: |
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($ in millions) |
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Three Months Ended |
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Nine Months Ended |
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2010 |
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2009 |
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2010 |
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2009 |
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Sales of Products: |
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Alternative Energy Segment |
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Ethanol |
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$ |
58.4 |
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83 |
% |
$ |
51.3 |
|
84 |
% |
$ |
171.7 |
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83 |
% |
$ |
75.1 |
|
81 |
% |
Dried distiller grains |
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9.6 |
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14 |
% |
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7.7 |
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12 |
% |
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28.1 |
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14 |
% |
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10.9 |
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12 |
% |
Wet distiller grains |
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1.9 |
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3 |
% |
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2.3 |
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4 |
% |
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5.6 |
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3 |
% |
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5.9 |
|
6 |
% |
Other |
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0.1 |
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% |
|
0.1 |
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% |
|
0.4 |
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% |
|
0.4 |
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1 |
% |
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TOTAL ALTERNATIVE ENERGY SALES |
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$ |
70.0 |
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100 |
% |
$ |
61.4 |
|
100 |
% |
$ |
205.8 |
|
100 |
% |
$ |
92.3 |
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100 |
% |
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-more-
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REX Reports Q3 Results, 12/8/10 |
page 5 |
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The following table summarizes selected operating data from Levelland Hockley and One Earth, the Companys consolidated ethanol production facilities: |
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Three Months |
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Nine Months |
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2010 |
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2009 |
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2010 |
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2009 |
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Average selling price per gallon of ethanol |
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$ |
1.71 |
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$ |
1.59 |
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$ |
1.67 |
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$ |
1.59 |
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Average selling price per ton of dried distiller grains |
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$ |
118.88 |
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$ |
100.94 |
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$ |
117.30 |
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$ |
113.39 |
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Average selling price per ton of wet distiller grains |
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$ |
36.53 |
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$ |
43.67 |
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$ |
33.63 |
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$ |
48.04 |
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Average cost per bushel of grain |
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$ |
3.81 |
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$ |
3.63 |
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$ |
3.70 |
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$ |
3.61 |
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Average cost of natural gas (per mmbtu) |
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$ |
4.81 |
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$ |
3.63 |
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$ |
5.00 |
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$ |
4.17 |
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Segment Balance Sheet Data
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October 31, 2010 |
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January 31, 2010 |
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Assets: |
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Alternative energy |
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$ |
314,730 |
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$ |
302,228 |
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Real estate |
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25,220 |
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31,796 |
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Corporate |
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95,067 |
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|
117,481 |
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Total assets |
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$ |
435,017 |
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$ |
451,505 |
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About REX American Resources Corporation |
REX American Resources has interests in seven ethanol production facilities representing ownership of approximately 191 million gallons per year of annual nameplate capacity. The total annual nameplate capacity of ethanol production facilities in which REX has ownership interests is approximately 632 million gallons per year. Further information about REX is available at www.rexamerican.com |
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This news announcement contains or may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by use of forward-looking terminology such as may, expect, believe, estimate, anticipate or continue or the negative thereof or other variations thereon or comparable terminology. Readers are cautioned that there are risks and uncertainties that could cause actual events or results to differ materially from those referred to in such forward-looking statements. These risks and uncertainties include the risk factors set forth from time to time in the Companys filings with the Securities and Exchange Commission and include among other things: the impact of legislative changes, the price volatility and availability of corn, sorghum, dried distiller grains, ethanol, gasoline and natural gas, ethanol plants operating efficiently and according to forecasts and projections, changes in the national or regional economies, weather, the effects of terrorism or acts of war, changes in real estate market conditions and the impact of Internal Revenue Service audits. The Company does not intend to update publicly any forward-looking statements except as required by law. |
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For further information contact: |
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Douglas Bruggeman |
Joseph Jaffoni/David Collins |
Chief Financial Officer |
Jaffoni & Collins |
937/276-3931 |
212/835-8500 |
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rex@jcir.com |
-tables follow-
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REX Reports Q3 Results, 12/8/10 |
page 6 |
REX AMERICAN RESOURCES CORPORATION AND
SUBSIDIARIES
Consolidated Condensed Statements of Operations
(in thousands, except per share amounts)
Unaudited
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Three Months |
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Nine Months |
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2010 |
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2009 |
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2010 |
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2009 |
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Net sales and revenue |
|
$ |
70,343 |
|
$ |
61,679 |
|
$ |
206,738 |
|
$ |
93,061 |
|
Cost of sales |
|
|
63,538 |
|
|
55,880 |
|
|
186,516 |
|
|
86,179 |
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|
|
|
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|
|
|
|
|
|
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|
Gross profit |
|
|
6,805 |
|
|
5,799 |
|
|
20,222 |
|
|
6,882 |
|
Selling, general and administrative expenses |
|
|
(1,929 |
) |
|
(1,540 |
) |
|
(5,923 |
) |
|
(3,701 |
) |
Interest income |
|
|
121 |
|
|
92 |
|
|
408 |
|
|
356 |
|
Interest expense |
|
|
(1,375 |
) |
|
(1,642 |
) |
|
(4,135 |
) |
|
(3,116 |
) |
Loss on early termination of debt |
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|
|
|
|
|
|
|
(48 |
) |
|
(113 |
) |
Equity in income of unconsolidated ethanol affiliates |
|
|
3,694 |
|
|
1,221 |
|
|
7,625 |
|
|
1,144 |
|
Other income |
|
|
116 |
|
|
766 |
|
|
117 |
|
|
766 |
|
Losses on derivative financial instruments, net |
|
|
(495 |
) |
|
(899 |
) |
|
(2,538 |
) |
|
(1,561 |
) |
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|
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|
|
|
|
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|
|
|
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|
Income from continuing operations before provision for income taxes and discontinued operations |
|
|
6,937 |
|
|
3,797 |
|
|
15,728 |
|
|
657 |
|
Provision for income taxes |
|
|
(2,538 |
) |
|
(1,140 |
) |
|
(5,730 |
) |
|
(348 |
) |
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|
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|
|
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|
Income from continuing operations including noncontrolling interests |
|
|
4,399 |
|
|
2,657 |
|
|
9,998 |
|
|
309 |
|
Income from discontinued operations, net of tax |
|
|
546 |
|
|
628 |
|
|
1,593 |
|
|
1,144 |
|
Gain on disposal of discontinued operations, net of tax |
|
|
156 |
|
|
|
|
|
209 |
|
|
123 |
|
|
|
|
|
|
|
|
|
|
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|
Net income including noncontrolling interests |
|
|
5,101 |
|
|
3,285 |
|
|
11,800 |
|
|
1,576 |
|
Net income attributable to noncontrolling interests |
|
|
(851 |
) |
|
(1,012 |
) |
|
(2,128 |
) |
|
(195 |
) |
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|
|
Net income attributable to REX common shareholders |
|
$ |
4,250 |
|
$ |
2,273 |
|
$ |
9,672 |
|
$ |
1,381 |
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Weighted average shares outstanding basic |
|
|
9,541 |
|
|
9,161 |
|
|
9,723 |
|
|
9,229 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic income per share from continuing operations attributable to REX common shareholders |
|
$ |
0.37 |
|
$ |
0.18 |
|
$ |
0.81 |
|
$ |
0.01 |
|
Basic income per share from discontinued operations attributable to REX common shareholders |
|
|
0.06 |
|
|
0.07 |
|
|
0.16 |
|
|
0.13 |
|
Basic income per share on disposal of discontinued operations attributable to REX common shareholders |
|
|
0.02 |
|
|
|
|
|
0.02 |
|
|
0.01 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic net income per share attributable to REX common shareholders |
|
$ |
0.45 |
|
$ |
0.25 |
|
$ |
0.99 |
|
$ |
0.15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding diluted |
|
|
9,682 |
|
|
9,464 |
|
|
9,900 |
|
|
9,478 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted income per share from continuing operations attributable to REX common shareholders |
|
$ |
0.36 |
|
$ |
0.17 |
|
$ |
0.80 |
|
$ |
0.01 |
|
Diluted income per share from discontinued operations attributable to REX common shareholders |
|
|
0.06 |
|
|
0.07 |
|
|
0.16 |
|
|
0.13 |
|
Diluted income per share on disposal of discontinued operations attributable to REX common shareholders |
|
|
0.02 |
|
|
|
|
|
0.02 |
|
|
0.01 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted net income per share attributable to REX common shareholders |
|
$ |
0.44 |
|
$ |
0.24 |
|
$ |
0.98 |
|
$ |
0.15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts attributable to REX common shareholders: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations, net of tax |
|
$ |
3,548 |
|
$ |
1,645 |
|
$ |
7,870 |
|
$ |
114 |
|
Income from discontinued operations, net of tax |
|
|
702 |
|
|
628 |
|
|
1,802 |
|
|
1,267 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
4,250 |
|
$ |
2,273 |
|
$ |
9,672 |
|
$ |
1,381 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Certain amounts differ from those previously reported as a result of retail operations and certain sold real estate assets being reclassified as discontinued operations.
- balance sheet follows -
|
|
REX Reports Q3 Results, 12/8/10 |
page 7 |
REX AMERICAN RESOURCES
CORPORATION AND SUBSIDIARIES
Consolidated Condensed Balance Sheets
(in thousands) Unaudited
|
|
|
|
|
|
|
|
|
|
October 31, |
|
January 31, |
|
||
|
|
|
|
|
|
||
Assets |
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
87,563 |
|
$ |
100,398 |
|
Accounts receivable, net |
|
|
12,242 |
|
|
9,123 |
|
Inventory, net |
|
|
10,546 |
|
|
8,698 |
|
Refundable income taxes |
|
|
7,442 |
|
|
12,813 |
|
Prepaid expenses and other |
|
|
3,846 |
|
|
2,691 |
|
Deferred taxes, net |
|
|
5,000 |
|
|
6,375 |
|
|
|
|
|
|
|
|
|
Total current assets |
|
|
126,639 |
|
|
140,098 |
|
Property and equipment, net |
|
|
231,101 |
|
|
246,874 |
|
Other assets |
|
|
7,035 |
|
|
8,880 |
|
Deferred taxes, net |
|
|
4,282 |
|
|
8,468 |
|
Equity method investments |
|
|
64,360 |
|
|
44,071 |
|
Investments in debt instruments |
|
|
|
|
|
1,014 |
|
Restricted investments and deposits |
|
|
1,600 |
|
|
2,100 |
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
435,017 |
|
$ |
451,505 |
|
|
|
|
|
|
|
|
|
Liabilities and equity: |
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
Current portion of long-term debt and capital lease obligations, alternative energy |
|
$ |
13,160 |
|
$ |
12,935 |
|
Current portion of long-term debt, other |
|
|
336 |
|
|
371 |
|
Accounts payable, trade |
|
|
7,060 |
|
|
6,976 |
|
Deferred income |
|
|
4,804 |
|
|
7,818 |
|
Accrued restructuring charges |
|
|
444 |
|
|
511 |
|
Accrued real estate taxes |
|
|
1,526 |
|
|
2,968 |
|
Derivative financial instruments |
|
|
2,101 |
|
|
1,829 |
|
Other current liabilities |
|
|
6,360 |
|
|
5,442 |
|
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
35,791 |
|
|
38,850 |
|
|
|
|
|
|
|
|
|
Long-term liabilities: |
|
|
|
|
|
|
|
Long-term debt and capital lease obligations, alternative energy |
|
|
103,167 |
|
|
124,093 |
|
Long-term debt, other |
|
|
2,011 |
|
|
2,596 |
|
Deferred income |
|
|
3,125 |
|
|
6,396 |
|
Derivative financial instruments |
|
|
4,482 |
|
|
4,055 |
|
Other |
|
|
4,822 |
|
|
419 |
|
|
|
|
|
|
|
|
|
Total long-term liabilities |
|
|
117,607 |
|
|
137,559 |
|
|
|
|
|
|
|
|
|
Equity: |
|
|
|
|
|
|
|
REX shareholders equity: |
|
|
|
|
|
|
|
Common stock |
|
|
299 |
|
|
299 |
|
Paid-in capital |
|
|
142,270 |
|
|
141,698 |
|
Retained earnings |
|
|
300,656 |
|
|
290,984 |
|
Treasury stock |
|
|
(192,207 |
) |
|
(186,407 |
) |
Accumulated other comprehensive income, net of tax |
|
|
|
|
|
49 |
|
|
|
|
|
|
|
|
|
Total REX shareholders equity |
|
|
251,018 |
|
|
246,623 |
|
Noncontrolling interests |
|
|
30,601 |
|
|
28,473 |
|
|
|
|
|
|
|
|
|
Total equity |
|
|
281,619 |
|
|
275,096 |
|
|
|
|
|
|
|
|
|
Total liabilities and equity |
|
$ |
435,017 |
|
$ |
451,505 |
|
|
|
|
|
|
|
|
|
# # #