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Basis of Presentation and Summary of Significant Accounting Policies (Tables)
9 Months Ended
Sep. 30, 2014
Basis of Presentation and Summary of Significant Accounting Policies  
Summary of net income attributable to Exterran common stockholders used in the calculation of basic and diluted income per common share

The following table summarizes net income attributable to Exterran common stockholders used in the calculation of basic and diluted income per common share (in thousands):

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

 

2014

 

2013

 

2014

 

2013

 

Income from continuing operations attributable to Exterran stockholders

 

$

16,047

 

$

25,856

 

$

24,524

 

$

52,986

 

Income from discontinued operations, net of tax

 

18,003

 

15,121

 

54,499

 

47,531

 

Less: Net income attributable to participating securities

 

(448

)

(754

)

(1,157

)

(2,793

)

Net income attributable to Exterran common stockholders

 

$

33,602

 

$

40,223

 

$

77,866

 

$

97,724

 

 

Schedule of potential shares of common stock that were included in computing diluted income attributable to Exterran common stockholders per common share

The following table shows the potential shares of common stock that were included in computing diluted income attributable to Exterran common stockholders per common share (in thousands):

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

 

2014

 

2013

 

2014

 

2013

 

Weighted average common shares outstanding including participating securities

 

67,347

 

65,780

 

66,820

 

66,218

 

Less: Weighted average participating securities outstanding

 

(915

)

(1,211

)

(959

)

(1,840

)

Weighted average common shares outstanding — used in basic income per common share

 

66,432

 

64,569

 

65,861

 

64,378

 

Net dilutive potential common shares issuable:

 

 

 

 

 

 

 

 

 

On exercise of options and vesting of restricted stock units

 

468

 

565

 

527

 

537

 

On settlement of employee stock purchase plan shares

 

 

2

 

 

2

 

On exercise of warrants

 

3,506

 

**

 

2,929

 

**

 

On conversion of 4.25% convertible senior notes due 2014

 

*

 

**

 

**

 

**

 

On conversion of 4.75% convertible senior notes due 2014

 

*

 

*

 

*

 

**

 

Weighted average common shares outstanding — used in diluted income per common share

 

70,406

 

65,136

 

69,317

 

64,917

 

 

 

*                  Not applicable as the debt instrument was not outstanding during the period.

**           Excluded from diluted income per common share as their inclusion would have been anti-dilutive.

Schedule of potential shares of common stock issuable, excluded from computation of diluted income attributable to Exterran common stockholders per common share

The following table shows the potential shares of common stock issuable that were excluded from computing diluted income attributable to Exterran common stockholders per common share as their inclusion would have been anti-dilutive (in thousands):

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

 

2014

 

2013

 

2014

 

2013

 

Net dilutive potential common shares issuable:

 

 

 

 

 

 

 

 

 

On exercise of options where exercise price is greater than average market value for the period

 

326

 

681

 

470

 

783

 

On exercise of options and vesting of restricted stock units

 

 

 

 

 

On settlement of employee stock purchase plan shares

 

 

 

 

 

On exercise of warrants

 

 

12,426

 

 

12,426

 

On conversion of 4.25% convertible senior notes due 2014

 

 

15,334

 

9,431

 

15,334

 

On conversion of 4.75% convertible senior notes due 2014

 

 

 

 

160

 

Net dilutive potential common shares issuable

 

326

 

28,441

 

9,901

 

28,703

 

 

Schedule of changes in accumulated other comprehensive income (loss) by component, net of tax, excluding noncontrolling interest

The following table presents the changes in accumulated other comprehensive income (loss) by component, net of tax, and excluding noncontrolling interest, during the nine months ended September 30, 2013 and 2014 (in thousands):

 

 

 

Derivatives
Cash Flow
Hedges

 

Foreign
Currency
Translation
Adjustment

 

Total

 

Accumulated other comprehensive income (loss), January 1, 2013

 

$

(2,984

)

$

26,893

 

$

23,909

 

Loss recognized in other comprehensive income (loss), net of tax

 

(633

)(1)

(3,640

)(3)

(4,273

)

Loss reclassified from accumulated other comprehensive income (loss), net of tax

 

1,643

 (2)

7,491

 (4)

9,134

 

Other comprehensive income attributable to Exterran stockholders

 

1,010

 

3,851

 

4,861

 

Accumulated other comprehensive income (loss), September 30, 2013

 

$

(1,974

)

$

30,744

 

$

28,770

 

 

 

 

 

 

 

 

 

Accumulated other comprehensive income (loss), January 1, 2014

 

$

(1,346

)

$

31,424

 

$

30,078

 

Loss recognized in other comprehensive income (loss), net of tax

 

(439

)(5)

(6,519

)(7)

(6,958

)

Loss reclassified from accumulated other comprehensive income (loss), net of tax

 

1,243

 (6)

 

1,243

 

Other comprehensive income (loss) attributable to Exterran stockholders

 

804

 

(6,519

)

(5,715

)

Accumulated other comprehensive income (loss), September 30, 2014

 

$

(542

)

$

24,905

 

$

24,363

 

 

 

(1)     During the three months ended September 30, 2013, we recognized a loss of $0.9 million and a tax benefit of $0.3 million, in other comprehensive income (loss), net of tax, related to changes in the fair value of derivative financial instruments. During the nine months ended September 30, 2013, we recognized a loss of $0.8 million and a tax benefit of $0.2 million, in other comprehensive income (loss), net of tax, related to changes in the fair value of derivative financial instruments.

 

(2)     During the three months ended September 30, 2013, we reclassified a $0.8 million loss to interest expense and a tax benefit of $0.3 million to provision for income taxes in our condensed consolidated statements of operations from accumulated other comprehensive income (loss). During the nine months ended September 30, 2013, we reclassified a $2.5 million loss to interest expense and a tax benefit of $0.9 million to provision for income taxes in our condensed consolidated statements of operations from accumulated other comprehensive income (loss).

 

(3)     During the three and nine months ended September 30, 2013, we recognized a gain of $2.5 million and a loss of $3.6 million, respectively, in other comprehensive income (loss), net of tax, related to changes in foreign currency translation adjustment.

 

(4)     During the three months ended September 30, 2013, we reclassified a loss of $5.1 million related to foreign currency translation adjustment to income from discontinued operations, net of tax, in our condensed consolidated statement of operations. During the nine months ended September 30, 2013, we reclassified losses of $5.1 million and $2.4 million related to foreign currency translation adjustments to income from discontinued operations, net of tax, and long-lived asset impairment, respectively, in our condensed consolidated statements of operations. These amounts represent cumulative foreign currency translation adjustments associated with our contract operations and aftermarket services businesses in Canada (“Canadian Operations”) and a United Kingdom entity that previously had been recognized in accumulated other comprehensive income (loss). See Note 2 for further discussion of the sale of our Canadian Operations. Additionally, as discussed in Note 10, we sold the entity that owned our fabrication facility in the United Kingdom in July 2013 and, we recognized an impairment during the nine months ended September 30, 2013 based on the net transaction value set forth in our agreement to sell this entity.

 

(5)     During the three months ended September 30, 2014, we recognized a gain of $0.3 million and a tax provision of $0.1 million, in other comprehensive income (loss), net of tax, related to changes in the fair value of derivative financial instruments. During the nine months ended September 30, 2014, we recognized a loss of $0.7 million and a tax benefit of $0.3 million, in other comprehensive income (loss), net of tax, related to changes in the fair value of derivative financial instruments.

 

(6)     During the three months ended September 30, 2014, we reclassified a $0.7 million loss to interest expense and a tax benefit of $0.3 million to provision for income taxes in our condensed consolidated statements of operations from accumulated other comprehensive income (loss). During the nine months ended September 30, 2014, we reclassified a $1.9 million loss to interest expense and a tax benefit of $0.7 million to provision for income taxes in our condensed consolidated statements of operations from accumulated other comprehensive income (loss).

 

(7)     During the three and nine months ended September 30, 2014, we recognized a loss of $6.3 million and $6.5 million, respectively, in other comprehensive income (loss), net of tax, related to changes in foreign currency translation adjustment.

Summary of carrying amount and fair value of debt

The following table summarizes the carrying amount and fair value of our debt as of September 30, 2014 and December 31, 2013 (in thousands):

 

 

 

September 30, 2014

 

December 31, 2013

 

 

 

Carrying
Amount

 

Fair Value

 

Carrying
Amount

 

Fair Value

 

Fixed rate debt

 

$

1,041,233

 

$

1,049,000

 

$

1,040,155

 

$

1,070,000

 

Floating rate debt

 

916,500

 

917,000

 

462,000

 

462,000

 

Total debt

 

$

1,957,733

 

$

1,966,000

 

$

1,502,155

 

$

1,532,000