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ý
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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90-0640593
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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Large accelerated filer
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ý
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Accelerated filer
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¨
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Non-accelerated filer
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¨
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Smaller reporting company
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¨
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Three Months Ended September 30,
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Nine Months Ended September 30,
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||||||||||||
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2013
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2012
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2013
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2012
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||||||||
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(Dollars and shares in millions, except per share amounts)
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||||||||||||||
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Revenues
|
|
|
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|
||||||||
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Sales and other operating revenue
|
|
$
|
389.9
|
|
|
$
|
480.1
|
|
|
$
|
1,245.0
|
|
|
$
|
1,421.4
|
|
|
Other income, net
|
|
0.6
|
|
|
0.4
|
|
|
3.1
|
|
|
1.3
|
|
||||
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Total revenues
|
|
390.5
|
|
|
480.5
|
|
|
1,248.1
|
|
|
1,422.7
|
|
||||
|
Costs and operating expenses
|
|
|
|
|
|
|
|
|
||||||||
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Cost of products sold and operating expenses
|
|
316.5
|
|
|
388.9
|
|
|
1,031.3
|
|
|
1,174.6
|
|
||||
|
Selling, general and administrative expenses
|
|
23.5
|
|
|
20.0
|
|
|
65.9
|
|
|
61.2
|
|
||||
|
Depreciation, depletion and amortization
|
|
23.2
|
|
|
18.9
|
|
|
70.5
|
|
|
57.5
|
|
||||
|
Total costs and operating expenses
|
|
363.2
|
|
|
427.8
|
|
|
1,167.7
|
|
|
1,293.3
|
|
||||
|
Operating income
|
|
27.3
|
|
|
52.7
|
|
|
80.4
|
|
|
129.4
|
|
||||
|
Interest expense, net
|
|
12.1
|
|
|
12.2
|
|
|
40.0
|
|
|
36.0
|
|
||||
|
Income before income tax expense and loss from equity method investment
|
|
15.2
|
|
|
40.5
|
|
|
40.4
|
|
|
93.4
|
|
||||
|
Income tax expense
|
|
0.6
|
|
|
7.6
|
|
|
6.5
|
|
|
19.9
|
|
||||
|
Loss from equity method investment
|
|
2.3
|
|
|
—
|
|
|
2.5
|
|
|
—
|
|
||||
|
Net income
|
|
12.3
|
|
|
32.9
|
|
|
31.4
|
|
|
73.5
|
|
||||
|
Less: Net income attributable to noncontrolling interests
|
|
6.1
|
|
|
1.3
|
|
|
17.4
|
|
|
2.3
|
|
||||
|
Net income attributable to SunCoke Energy, Inc.
|
|
$
|
6.2
|
|
|
$
|
31.6
|
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|
$
|
14.0
|
|
|
$
|
71.2
|
|
|
Earnings attributable to SunCoke Energy, Inc. per common share:
|
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|
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||||||||
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Basic
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$
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0.09
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$
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0.45
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$
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0.20
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$
|
1.02
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Diluted
|
|
$
|
0.09
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$
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0.45
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$
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0.20
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$
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1.01
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Weighted average common shares outstanding:
|
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||||||||
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Basic
|
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69.8
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70.0
|
|
|
69.9
|
|
|
70.0
|
|
||||
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Diluted
|
|
70.0
|
|
|
70.3
|
|
|
70.2
|
|
|
70.3
|
|
||||
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|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
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2013
|
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2012
|
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2013
|
|
2012
|
||||||||
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|
|
(Dollars in millions)
|
||||||||||||||
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Net income
|
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$
|
12.3
|
|
|
$
|
32.9
|
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$
|
31.4
|
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$
|
73.5
|
|
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Other comprehensive loss:
|
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|
||||||||
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Reclassifications of prior service benefit and actuarial loss amortization to earnings (net of related tax expense of $0.2 million and $0.9 million for the three and nine months ended September 30, 2013, respectively, and $0.3 million and $0.9 million for the three and nine months ended September 30, 2012, respectively)
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(0.5
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)
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(0.6
|
)
|
|
(1.5
|
)
|
|
(1.5
|
)
|
||||
|
Currency translation adjustment
|
|
(10.1
|
)
|
|
—
|
|
|
(13.5
|
)
|
|
(0.9
|
)
|
||||
|
Comprehensive income
|
|
1.7
|
|
|
32.3
|
|
|
16.4
|
|
|
71.1
|
|
||||
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Less: Comprehensive income attributable to noncontrolling interests
|
|
6.1
|
|
|
1.3
|
|
|
17.4
|
|
|
2.3
|
|
||||
|
Comprehensive income (loss) attributable to SunCoke Energy, Inc.
|
|
$
|
(4.4
|
)
|
|
$
|
31.0
|
|
|
$
|
(1.0
|
)
|
|
$
|
68.8
|
|
|
|
|
September 30,
2013 |
|
December 31,
2012 |
||||
|
|
|
(Unaudited)
|
|
|
||||
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|
|
(Dollars in millions, except
per share amounts)
|
||||||
|
Assets
|
|
|
|
|
||||
|
Cash and cash equivalents
|
|
$
|
268.8
|
|
|
$
|
239.2
|
|
|
Receivables
|
|
65.9
|
|
|
70.0
|
|
||
|
Inventories
|
|
134.5
|
|
|
160.1
|
|
||
|
Income tax receivable
|
|
3.7
|
|
|
—
|
|
||
|
Deferred income taxes
|
|
2.6
|
|
|
2.6
|
|
||
|
Total current assets
|
|
475.5
|
|
|
471.9
|
|
||
|
Investment in Brazil cokemaking operations
|
|
41.0
|
|
|
41.0
|
|
||
|
Equity method investment in VISA SunCoke Limited
|
|
52.5
|
|
|
—
|
|
||
|
Properties, plants and equipment, net
|
|
1,451.2
|
|
|
1,396.6
|
|
||
|
Lease and mineral rights, net
|
|
52.2
|
|
|
52.5
|
|
||
|
Goodwill
|
|
9.4
|
|
|
9.4
|
|
||
|
Deferred charges and other assets
|
|
40.9
|
|
|
39.6
|
|
||
|
Total assets
|
|
$
|
2,122.7
|
|
|
$
|
2,011.0
|
|
|
|
|
|
|
|
||||
|
Liabilities and Equity
|
|
|
|
|
||||
|
Accounts payable
|
|
$
|
125.8
|
|
|
$
|
132.9
|
|
|
Current portion of long-term debt
|
|
0.8
|
|
|
3.3
|
|
||
|
Accrued liabilities
|
|
60.9
|
|
|
91.2
|
|
||
|
Interest payable
|
|
7.8
|
|
|
15.7
|
|
||
|
Income taxes payable
|
|
—
|
|
|
3.9
|
|
||
|
Total current liabilities
|
|
195.3
|
|
|
247.0
|
|
||
|
Long-term debt
|
|
648.3
|
|
|
720.1
|
|
||
|
Obligation for black lung benefits
|
|
34.1
|
|
|
34.8
|
|
||
|
Retirement benefit liabilities
|
|
40.9
|
|
|
42.5
|
|
||
|
Deferred income taxes
|
|
362.4
|
|
|
361.5
|
|
||
|
Asset retirement obligations
|
|
16.7
|
|
|
13.5
|
|
||
|
Other deferred credits and liabilities
|
|
17.9
|
|
|
16.7
|
|
||
|
Total liabilities
|
|
1,315.6
|
|
|
1,436.1
|
|
||
|
|
|
|
|
|
||||
|
Equity
|
|
|
|
|
||||
|
Preferred stock, $0.01 par value. Authorized 50,000,000 shares; no issued and outstanding shares at September 30, 2013 and December 31, 2012
|
|
—
|
|
|
—
|
|
||
|
Common stock, $0.01 par value. Authorized 300,000,000 shares; issued and outstanding 69,524,424 and 69,988,728 shares at September 30, 2013 and December 31, 2012, respectively
|
|
0.7
|
|
|
0.7
|
|
||
|
Treasury stock, 1,255,355 shares at September 30, 2013 and 603,528 at December 31, 2012
|
|
(19.9
|
)
|
|
(9.4
|
)
|
||
|
Additional paid-in capital
|
|
443.4
|
|
|
436.9
|
|
||
|
Accumulated other comprehensive loss
|
|
(22.9
|
)
|
|
(7.9
|
)
|
||
|
Retained earnings
|
|
132.8
|
|
|
118.8
|
|
||
|
Total SunCoke Energy, Inc. stockholders’ equity
|
|
534.1
|
|
|
539.1
|
|
||
|
Noncontrolling interests
|
|
273.0
|
|
|
35.8
|
|
||
|
Total equity
|
|
807.1
|
|
|
574.9
|
|
||
|
Total liabilities and equity
|
|
$
|
2,122.7
|
|
|
$
|
2,011.0
|
|
|
|
|
Nine Months Ended September 30,
|
||||||
|
|
|
2013
|
|
2012
|
||||
|
|
|
(Dollars in millions)
|
||||||
|
Cash Flows from Operating Activities:
|
|
|
|
|
||||
|
Net income
|
|
$
|
31.4
|
|
|
$
|
73.5
|
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
||||
|
Depreciation, depletion and amortization
|
|
70.5
|
|
|
57.5
|
|
||
|
Deferred income tax expense
|
|
1.2
|
|
|
39.2
|
|
||
|
Payments in excess of expense for retirement plans
|
|
(1.6
|
)
|
|
(6.2
|
)
|
||
|
Share-based compensation expense
|
|
5.5
|
|
|
5.1
|
|
||
|
Loss from equity method investment
|
|
2.5
|
|
|
—
|
|
||
|
Changes in working capital pertaining to operating activities, net of acquisition:
|
|
|
|
|
||||
|
Receivables
|
|
4.1
|
|
|
(24.9
|
)
|
||
|
Inventories
|
|
28.3
|
|
|
27.0
|
|
||
|
Accounts payable
|
|
(7.1
|
)
|
|
(60.9
|
)
|
||
|
Accrued liabilities
|
|
(30.3
|
)
|
|
10.2
|
|
||
|
Interest payable
|
|
(7.9
|
)
|
|
(7.8
|
)
|
||
|
Income taxes
|
|
(7.3
|
)
|
|
(23.6
|
)
|
||
|
Other
|
|
(1.7
|
)
|
|
(11.3
|
)
|
||
|
Net cash provided by operating activities
|
|
87.6
|
|
|
77.8
|
|
||
|
|
|
|
|
|
||||
|
Cash Flows from Investing Activities:
|
|
|
|
|
||||
|
Capital expenditures
|
|
(95.6
|
)
|
|
(40.6
|
)
|
||
|
Acquisition of business
|
|
(28.6
|
)
|
|
—
|
|
||
|
Equity method investment in VISA SunCoke Limited
|
|
(67.7
|
)
|
|
—
|
|
||
|
Net cash used in investing activities
|
|
(191.9
|
)
|
|
(40.6
|
)
|
||
|
|
|
|
|
|
||||
|
Cash Flows from Financing Activities:
|
|
|
|
|
||||
|
Proceeds from issuance of common units of SunCoke Energy Partners, L.P., net of offering costs
|
|
237.8
|
|
|
—
|
|
||
|
Proceeds from issuance of long-term debt
|
|
150.0
|
|
|
—
|
|
||
|
Debt issuance costs
|
|
(6.9
|
)
|
|
—
|
|
||
|
Repayment of long-term debt
|
|
(225.0
|
)
|
|
(2.5
|
)
|
||
|
Proceeds from exercise of stock options
|
|
0.9
|
|
|
4.7
|
|
||
|
Repurchase of common stock
|
|
(10.9
|
)
|
|
(9.1
|
)
|
||
|
Cash distribution to noncontrolling interest
|
|
(12.0
|
)
|
|
—
|
|
||
|
Net cash provided by (used in) financing activities
|
|
133.9
|
|
|
(6.9
|
)
|
||
|
Net increase in cash and cash equivalents
|
|
29.6
|
|
|
30.3
|
|
||
|
Cash and cash equivalents at beginning of period
|
|
239.2
|
|
|
127.5
|
|
||
|
Cash and cash equivalents at end of period
|
|
$
|
268.8
|
|
|
$
|
157.8
|
|
|
|
Common Stock
|
|
Treasury Stock
|
|
Additional
Paid-In
Capital
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Retained
Earnings
|
|
Total SunCoke
Energy, Inc. Equity
|
|
Noncontrolling
Interests
|
|
Total
Equity
|
||||||||||||||||||||||
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
||||||||||||||||||||||||||||||
|
|
(Dollars in millions)
|
||||||||||||||||||||||||||||||||||||
|
At December 31, 2011
|
70,012,702
|
|
|
$
|
0.7
|
|
|
—
|
|
|
$
|
—
|
|
|
$
|
511.3
|
|
|
$
|
(6.5
|
)
|
|
$
|
20.0
|
|
|
$
|
525.5
|
|
|
$
|
34.4
|
|
|
$
|
559.9
|
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
71.2
|
|
|
71.2
|
|
|
2.3
|
|
|
73.5
|
|
||||||||
|
Reclassifications of prior service benefit and actuarial loss amortization to earnings (net of related tax benefit of $0.6 million)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.5
|
)
|
|
—
|
|
|
(1.5
|
)
|
|
—
|
|
|
(1.5
|
)
|
||||||||
|
Currency translation adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.9
|
)
|
|
—
|
|
|
(0.9
|
)
|
|
—
|
|
|
(0.9
|
)
|
||||||||
|
Noncash distribution to Sunoco under Tax Sharing Agreement
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(88.2
|
)
|
|
—
|
|
|
—
|
|
|
(88.2
|
)
|
|
—
|
|
|
(88.2
|
)
|
||||||||
|
Share-based compensation expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.1
|
|
|
—
|
|
|
—
|
|
|
5.1
|
|
|
—
|
|
|
5.1
|
|
||||||||
|
Stock options exercised and RSUs vested
|
535,143
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.7
|
|
|
—
|
|
|
—
|
|
|
4.7
|
|
|
—
|
|
|
4.7
|
|
||||||||
|
Shares repurchased
|
(592,197
|
)
|
|
—
|
|
|
592,197
|
|
|
(9.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9.1
|
)
|
|
—
|
|
|
(9.1
|
)
|
||||||||
|
Shares issued to directors
|
10,140
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
||||||||
|
At September 30, 2012
|
69,965,788
|
|
|
$
|
0.7
|
|
|
592,197
|
|
|
$
|
(9.1
|
)
|
|
$
|
433.0
|
|
|
$
|
(8.9
|
)
|
|
$
|
91.2
|
|
|
$
|
506.9
|
|
|
$
|
36.7
|
|
|
$
|
543.6
|
|
|
At December 31, 2012
|
69,988,728
|
|
|
$
|
0.7
|
|
|
603,528
|
|
|
$
|
(9.4
|
)
|
|
$
|
436.9
|
|
|
$
|
(7.9
|
)
|
|
$
|
118.8
|
|
|
$
|
539.1
|
|
|
$
|
35.8
|
|
|
$
|
574.9
|
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14.0
|
|
|
14.0
|
|
|
17.4
|
|
|
31.4
|
|
||||||||
|
Reclassifications of prior service benefit and actuarial loss amortization to earnings (net of related tax benefit of $0.9 million)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.5
|
)
|
|
—
|
|
|
(1.5
|
)
|
|
—
|
|
|
(1.5
|
)
|
||||||||
|
Currency translation adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(13.5
|
)
|
|
—
|
|
|
(13.5
|
)
|
|
—
|
|
|
(13.5
|
)
|
||||||||
|
Net proceeds from issuance of SunCoke Energy Partners, L.P. units
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
231.8
|
|
|
231.8
|
|
||||||||
|
Cash distribution to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(12.0
|
)
|
|
(12.0
|
)
|
||||||||
|
Share-based compensation expense
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.5
|
|
|
—
|
|
|
—
|
|
|
5.5
|
|
|
—
|
|
|
5.5
|
|
||||||||
|
Stock options exercised and RSUs vested
|
163,859
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.3
|
|
|
—
|
|
|
—
|
|
|
1.3
|
|
|
—
|
|
|
1.3
|
|
||||||||
|
Shares repurchased
|
(651,827
|
)
|
|
—
|
|
|
651,827
|
|
|
(10.5
|
)
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
(10.9
|
)
|
|
—
|
|
|
(10.9
|
)
|
||||||||
|
Shares issued to directors
|
23,664
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
||||||||
|
At September 30, 2013
|
69,524,424
|
|
|
$
|
0.7
|
|
|
1,255,355
|
|
|
$
|
(19.9
|
)
|
|
$
|
443.4
|
|
|
$
|
(22.9
|
)
|
|
$
|
132.8
|
|
|
$
|
534.1
|
|
|
$
|
273.0
|
|
|
$
|
807.1
|
|
|
•
|
We were formed as a wholly-owned subsidiary of Sunoco in
2010
. On
July 18, 2011
(the “Separation Date”), Sunoco contributed the subsidiaries, assets and liabilities that were primarily related to its cokemaking and coal mining operations to us in exchange for shares of our common stock. As of such date, Sunoco owned
100 percent
of our common stock. On
July 26, 2011
, we completed an initial public offering (“IPO”) of
13,340,000
shares of our common stock, or
19.1 percent
of our outstanding common stock. Following the IPO, Sunoco continued to own
56,660,000
shares of our common stock, or
80.9 percent
of our outstanding common stock.
|
|
•
|
On the Distribution Date, Sunoco made a pro-rata, tax free distribution (the “Distribution”) of the remaining shares of our common stock that it owned in the form of a special stock dividend to Sunoco shareholders. Sunoco shareholders received
0.53046456
of a share of common stock for every share of Sunoco common stock held as of the close of business on
January 5, 2012
, the record date for the Distribution. After the Distribution, Sunoco ceased to own any shares of our common stock.
|
|
|
|
SunCoke Energy Partners, L.P.
|
|
SunCoke Energy Partners, L.P. Predecessor
|
||||
|
|
|
September 30, 2013
|
|
December 31, 2012
|
||||
|
|
|
(Unaudited)
|
|
|
||||
|
|
|
(Dollars in millions)
|
||||||
|
Assets
|
|
|
||||||
|
Cash
|
|
$
|
78.5
|
|
|
$
|
—
|
|
|
Receivables
|
|
26.0
|
|
|
27.4
|
|
||
|
Inventories
|
|
57.9
|
|
|
63.2
|
|
||
|
Total current assets
|
|
162.4
|
|
|
90.6
|
|
||
|
Properties, plants and equipment, net
|
|
792.5
|
|
|
768.7
|
|
||
|
Deferred income taxes
|
|
—
|
|
|
21.4
|
|
||
|
Deferred charges and other assets
|
|
7.9
|
|
|
4.8
|
|
||
|
Total assets
|
|
$
|
962.8
|
|
|
$
|
885.5
|
|
|
|
|
|
|
|
||||
|
Liabilities and Equity
|
|
|
|
|
||||
|
Accounts payable
|
|
41.5
|
|
|
41.5
|
|
||
|
Accrued liabilities
|
|
3.5
|
|
|
17.0
|
|
||
|
Interest payable
|
|
1.8
|
|
|
—
|
|
||
|
Payable to affiliate
|
|
0.7
|
|
|
—
|
|
||
|
Total current liabilities
|
|
47.5
|
|
|
58.5
|
|
||
|
Long-term debt
|
|
149.7
|
|
|
225.0
|
|
||
|
Deferred income taxes
|
|
1.7
|
|
|
—
|
|
||
|
Other deferred credits and liabilities
|
|
0.3
|
|
|
0.3
|
|
||
|
Total liabilities
|
|
199.2
|
|
|
283.8
|
|
||
|
Parent Net Equity
|
|
|
|
|
||||
|
Total equity
|
|
763.6
|
|
|
601.7
|
|
||
|
Total liabilities and parent net equity
|
|
$
|
962.8
|
|
|
$
|
885.5
|
|
|
•
|
With respect to any periods ending at or prior to the Distribution, SunCoke Energy is responsible for any U.S. federal income taxes and any U.S. state or local income taxes reportable on a consolidated, combined or unitary return, in each case, as would be applicable to SunCoke Energy as if it filed tax returns on a stand-alone basis. With respect to any periods beginning after the Distribution, SunCoke Energy is responsible for any U.S. federal, state or local income taxes of it or any of its subsidiaries.
|
|
•
|
Sunoco is responsible for any income taxes reportable on returns that include only Sunoco and its subsidiaries (excluding SunCoke Energy and its subsidiaries), and SunCoke Energy is responsible for any income taxes filed on returns that include only it and its subsidiaries.
|
|
•
|
Sunoco is responsible for any non-income taxes reportable on returns that include only Sunoco and its subsidiaries (excluding SunCoke Energy and its subsidiaries), and SunCoke Energy is responsible for any non-income taxes filed on returns that include only it and its subsidiaries.
|
|
|
|
September 30, 2013
|
|
December 31, 2012
|
||||
|
|
|
(Dollars in millions)
|
||||||
|
Coal
|
|
$
|
90.5
|
|
|
$
|
108.0
|
|
|
Coke
|
|
8.2
|
|
|
11.8
|
|
||
|
Materials, supplies and other
|
|
35.8
|
|
|
32.0
|
|
||
|
Consigned coke inventory
(1)
|
|
—
|
|
|
8.3
|
|
||
|
|
|
$
|
134.5
|
|
|
$
|
160.1
|
|
|
(1)
|
During
2011
, we estimated that Indiana Harbor would fall short of its
2011
annual minimum coke production requirements by approximately
122 thousand
tons. Accordingly, we entered into contracts to procure approximately
133 thousand
tons of coke from third parties. The Company then entered into an agreement to sell approximately
95 thousand
tons of this purchased coke to a customer on a consignment basis. During
2012
, the customer consumed
73 thousand
tons of consigned coke and the remaining
22 thousand
tons of consigned coke were consumed during the
first quarter of 2013
.
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
|
|
(Dollars in millions)
|
||||||||||||||
|
Interest cost on benefit obligations
|
|
0.3
|
|
|
0.4
|
|
|
1.0
|
|
|
1.1
|
|
||||
|
Expected return on plan assets
|
|
(0.6
|
)
|
|
(0.5
|
)
|
|
(1.8
|
)
|
|
(1.4
|
)
|
||||
|
Amortization of actuarial losses
|
|
0.3
|
|
|
0.2
|
|
|
0.8
|
|
|
0.7
|
|
||||
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
0.4
|
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
|
|
(Dollars in millions)
|
||||||||||||||
|
Service cost
|
|
$
|
0.1
|
|
|
$
|
0.1
|
|
|
$
|
0.2
|
|
|
$
|
0.2
|
|
|
Interest cost on benefit obligations
|
|
0.3
|
|
|
0.4
|
|
|
1.0
|
|
|
1.4
|
|
||||
|
Amortization of:
|
|
|
|
|
|
|
|
|
||||||||
|
Actuarial losses
|
|
0.4
|
|
|
0.4
|
|
|
1.1
|
|
|
1.1
|
|
||||
|
Prior service benefit
|
|
(1.4
|
)
|
|
(1.4
|
)
|
|
(4.3
|
)
|
|
(4.2
|
)
|
||||
|
|
|
$
|
(0.6
|
)
|
|
$
|
(0.5
|
)
|
|
$
|
(2.0
|
)
|
|
$
|
(1.5
|
)
|
|
|
|
September 30, 2013
|
|
December 31, 2012
|
||||
|
|
|
(Dollars in millions)
|
||||||
|
Accrued sales discounts
(1)
|
|
$
|
12.5
|
|
|
$
|
36.2
|
|
|
Accrued benefits
|
|
18.3
|
|
|
21.5
|
|
||
|
Other taxes payable
|
|
11.8
|
|
|
10.9
|
|
||
|
Other
|
|
18.3
|
|
|
22.6
|
|
||
|
Total
|
|
$
|
60.9
|
|
|
$
|
91.2
|
|
|
(1)
|
At
December 31, 2012
, we had
$12.4 million
accrued related to sales discounts to be paid to our customer at our Haverhill facility. During the
first quarter of 2013
, we settled this obligation for
$11.8 million
which resulted in a gain of
$0.6 million
. This gain is recorded in sales and other operating revenue on our Consolidated Statement of Income.
|
|
|
|
September 30, 2013
|
|
December 31, 2012
|
||||
|
|
|
(Dollars in millions)
|
||||||
|
Term loans, bearing interest at variable rates, due 2018, net of original issue discount of $1.0 million and $1.7 million at September 30, 2013 and December 31, 2012, respectively
(1)
|
|
$
|
99.1
|
|
|
$
|
323.4
|
|
|
7.625% senior notes, due 2019 (“Senior Notes”)
|
|
400.0
|
|
|
400.0
|
|
||
|
7.375% senior notes, due 2020 (“Partnership Notes”)
|
|
150.0
|
|
|
—
|
|
||
|
Total debt
|
|
$
|
649.1
|
|
|
$
|
723.4
|
|
|
Less: current portion of long-term debt
|
|
0.8
|
|
|
3.3
|
|
||
|
Total long-term debt
|
|
$
|
648.3
|
|
|
$
|
720.1
|
|
|
(1)
|
Borrowed under the Company's Credit Agreement on July 26, 2011, as amended ("Credit Agreement").
|
|
|
|
Nine months ended September 30,
|
||
|
|
|
2013
|
||
|
Risk free interest rate
|
|
0.93
|
%
|
|
|
Expected term
|
|
5 years
|
|
|
|
Volatility
|
|
44
|
%
|
|
|
Dividend yield
|
|
—
|
%
|
|
|
Weighted-average exercise price
|
|
$
|
16.55
|
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||
|
|
|
(Shares in millions)
|
||||||||||
|
Weighted-average number of common shares outstanding-basic
|
|
69.8
|
|
|
70.0
|
|
|
69.9
|
|
|
70.0
|
|
|
Add: Effect of dilutive share-based compensation awards
|
|
0.2
|
|
|
0.3
|
|
|
0.3
|
|
|
0.3
|
|
|
Weighted-average number of shares-diluted
|
|
70.0
|
|
|
70.3
|
|
|
70.2
|
|
|
70.3
|
|
|
|
|
Nine Months Ended September 30,
|
||||||
|
|
|
2013
|
|
2012
|
||||
|
|
|
(Dollars in millions)
|
||||||
|
Interest paid
|
|
$
|
36.2
|
|
|
$
|
40.7
|
|
|
Income taxes paid
|
|
$
|
12.6
|
|
|
$
|
3.9
|
|
|
|
Defined Benefit Plans
|
|
Currency Translation Adjustments
|
|
Total
|
||||||
|
|
(Dollars in millions)
|
||||||||||
|
At December 31, 2012
|
$
|
(6.6
|
)
|
|
$
|
(1.3
|
)
|
|
$
|
(7.9
|
)
|
|
Other comprehensive loss before reclassifications
|
—
|
|
|
(13.5
|
)
|
|
(13.5
|
)
|
|||
|
Amounts reclassified from accumulated other comprehensive loss
|
(1.5
|
)
|
|
—
|
|
|
(1.5
|
)
|
|||
|
Net current period other comprehensive loss
|
(1.5
|
)
|
|
(13.5
|
)
|
|
(15.0
|
)
|
|||
|
At September 30, 2013
|
$
|
(8.1
|
)
|
|
$
|
(14.8
|
)
|
|
$
|
(22.9
|
)
|
|
|
|
Three Months Ended September 30, 2013
|
|
Nine Months Ended September 30, 2013
|
||||
|
|
|
(Dollars in millions)
|
||||||
|
Amortization of defined benefit plan items to net income:
|
|
|
|
|
||||
|
Prior service benefit
|
|
$
|
1.4
|
|
|
$
|
4.3
|
|
|
Actuarial loss
|
|
(0.7
|
)
|
|
(1.9
|
)
|
||
|
Total before taxes
|
|
0.7
|
|
|
2.4
|
|
||
|
Income tax expense
|
|
(0.2
|
)
|
|
(0.9
|
)
|
||
|
Total, net of tax
|
|
$
|
0.5
|
|
|
$
|
1.5
|
|
|
•
|
Level 1 – inputs to the valuation methodology are quoted prices (unadjusted) for an identical asset or liability in an active market.
|
|
•
|
Level 2 – inputs to the valuation methodology include quoted prices for a similar asset or liability in an active market or model-derived valuations in which all significant inputs are observable for substantially the full term of the asset or liability.
|
|
•
|
Level 3 – inputs to the valuation methodology are unobservable and significant to the fair value measurement of the asset or liability.
|
|
|
|
Three Months Ended September 30, 2013
|
||||||||||||||||||||||||||
|
|
|
(Dollars in millions)
|
||||||||||||||||||||||||||
|
|
|
Domestic Coke
|
|
Brazil
Coke |
|
India Coke
|
|
Coal Mining
|
|
Coal Logistics
|
|
Corporate
and Other |
|
Consolidated
|
||||||||||||||
|
Sales and other operating revenue
|
|
$
|
364.8
|
|
|
$
|
8.2
|
|
|
$
|
—
|
|
|
$
|
16.8
|
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
389.9
|
|
|
Intersegment sales
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
35.7
|
|
|
$
|
1.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Adjusted EBITDA
|
|
$
|
64.3
|
|
|
$
|
1.5
|
|
|
$
|
(2.1
|
)
|
|
$
|
(2.6
|
)
|
|
$
|
0.7
|
|
|
$
|
(11.1
|
)
|
|
$
|
50.7
|
|
|
Loss from equity method investment
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2.3
|
|
|
Depreciation, depletion and amortization
|
|
$
|
16.8
|
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
5.6
|
|
|
$
|
0.2
|
|
|
$
|
0.5
|
|
|
$
|
23.2
|
|
|
Capital expenditures
|
|
$
|
29.5
|
|
|
$
|
(0.2
|
)
|
|
$
|
—
|
|
|
$
|
4.0
|
|
|
$
|
—
|
|
|
$
|
0.9
|
|
|
$
|
34.2
|
|
|
Total segment assets
|
|
$
|
1,525.8
|
|
|
$
|
51.6
|
|
|
$
|
52.8
|
|
|
$
|
176.0
|
|
|
$
|
30.0
|
|
|
$
|
286.5
|
|
|
$
|
2,122.7
|
|
|
|
|
Three Months Ended September 30, 2012
|
||||||||||||||||||
|
|
|
(Dollars in millions)
|
||||||||||||||||||
|
|
|
Domestic Coke
|
|
Brazil
Coke |
|
Coal
Mining |
|
Corporate
and Other |
|
Consolidated
|
||||||||||
|
Sales and other operating revenue
|
|
$
|
462.9
|
|
|
$
|
8.3
|
|
|
$
|
8.9
|
|
|
$
|
—
|
|
|
$
|
480.1
|
|
|
Intersegment sales
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
56.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Adjusted EBITDA
|
|
$
|
69.8
|
|
|
$
|
0.9
|
|
|
$
|
10.7
|
|
|
$
|
(7.7
|
)
|
|
$
|
73.7
|
|
|
Depreciation, depletion and amortization
|
|
$
|
14.1
|
|
|
$
|
—
|
|
|
$
|
4.2
|
|
|
$
|
0.6
|
|
|
$
|
18.9
|
|
|
Capital expenditures
|
|
$
|
10.9
|
|
|
$
|
0.3
|
|
|
$
|
7.7
|
|
|
$
|
1.0
|
|
|
$
|
19.9
|
|
|
Total segment assets
|
|
$
|
1,533.7
|
|
|
$
|
52.8
|
|
|
$
|
190.1
|
|
|
$
|
183.8
|
|
|
$
|
1,960.4
|
|
|
|
|
Nine Months Ended September 30, 2013
|
||||||||||||||||||||||||||
|
|
|
(Dollars in millions)
|
||||||||||||||||||||||||||
|
|
|
Domestic Coke
|
|
Brazil
Coke
|
|
India Coke
|
|
Coal
Mining
|
|
Coal Logistics
|
|
Corporate
and Other
|
|
Consolidated
|
||||||||||||||
|
Sales and other operating revenue
|
|
$
|
1,168.8
|
|
|
$
|
25.9
|
|
|
$
|
—
|
|
|
$
|
50.2
|
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
1,245.0
|
|
|
Intersegment sales
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
100.8
|
|
|
$
|
1.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Adjusted EBITDA
|
|
$
|
186.7
|
|
|
$
|
4.7
|
|
|
$
|
(1.3
|
)
|
|
$
|
(9.8
|
)
|
|
$
|
0.7
|
|
|
$
|
(25.6
|
)
|
|
$
|
155.4
|
|
|
Loss from equity method investment
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2.5
|
|
|
Depreciation, depletion and amortization
|
|
$
|
52.4
|
|
|
$
|
0.3
|
|
|
$
|
—
|
|
|
$
|
15.9
|
|
|
$
|
0.2
|
|
|
$
|
1.7
|
|
|
$
|
70.5
|
|
|
Capital expenditures
|
|
$
|
77.8
|
|
|
$
|
0.6
|
|
|
$
|
—
|
|
|
$
|
14.3
|
|
|
$
|
—
|
|
|
$
|
2.9
|
|
|
$
|
95.6
|
|
|
Total segment assets
|
|
$
|
1,525.8
|
|
|
$
|
51.6
|
|
|
$
|
52.8
|
|
|
$
|
176.0
|
|
|
$
|
30.0
|
|
|
$
|
286.5
|
|
|
$
|
2,122.7
|
|
|
|
|
Nine Months Ended September 30, 2012
|
||||||||||||||||||
|
|
|
(Dollars in millions)
|
||||||||||||||||||
|
|
|
Domestic Coke
|
|
Brazil
Coke
|
|
Coal
Mining |
|
Corporate
and Other
|
|
Consolidated
|
||||||||||
|
Sales and other operating revenue
|
|
$
|
1,356.6
|
|
|
$
|
27.3
|
|
|
$
|
37.5
|
|
|
$
|
—
|
|
|
$
|
1,421.4
|
|
|
Intersegment sales
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
152.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Adjusted EBITDA
|
|
$
|
187.0
|
|
|
$
|
1.7
|
|
|
$
|
27.4
|
|
|
$
|
(20.1
|
)
|
|
$
|
196.0
|
|
|
Depreciation, depletion and amortization
|
|
$
|
43.0
|
|
|
$
|
0.2
|
|
|
$
|
12.6
|
|
|
$
|
1.7
|
|
|
$
|
57.5
|
|
|
Capital expenditures
|
|
$
|
20.6
|
|
|
$
|
1.2
|
|
|
$
|
16.7
|
|
|
$
|
2.1
|
|
|
$
|
40.6
|
|
|
Total segment assets
|
|
$
|
1,533.7
|
|
|
$
|
52.8
|
|
|
$
|
190.1
|
|
|
$
|
183.8
|
|
|
$
|
1,960.4
|
|
|
•
|
does not reflect our cash expenditures, or future requirements, for capital expenditures or contractual commitments;
|
|
•
|
does not reflect changes in, or cash requirement for, working capital needs;
|
|
•
|
does not reflect our interest expense, or the cash requirements necessary to service interest on or principal payments of our debt;
|
|
•
|
does not reflect certain other non-cash income and expenses;
|
|
•
|
excludes income taxes that may represent a reduction in available cash; and
|
|
•
|
includes net income (loss) attributable to noncontrolling interests.
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
|
|
(Dollars in millions)
|
||||||||||||||
|
Adjusted EBITDA attributable to SunCoke Energy, Inc.
|
|
$
|
40.8
|
|
|
$
|
72.6
|
|
|
$
|
126.4
|
|
|
$
|
194.5
|
|
|
Add: Adjusted EBITDA attributable to noncontrolling interests
(1)
|
|
9.9
|
|
|
1.1
|
|
|
29.0
|
|
|
1.5
|
|
||||
|
Adjusted EBITDA
|
|
50.7
|
|
|
73.7
|
|
|
155.4
|
|
|
196.0
|
|
||||
|
Subtract:
|
|
|
|
|
|
|
|
|
||||||||
|
Adjustments to unconsolidated affiliate earnings
|
|
0.3
|
|
|
—
|
|
|
1.3
|
|
|
—
|
|
||||
|
Depreciation, depletion and amortization
|
|
23.2
|
|
|
18.9
|
|
|
70.5
|
|
|
57.5
|
|
||||
|
Interest expense, net
|
|
12.1
|
|
|
12.2
|
|
|
40.0
|
|
|
36.0
|
|
||||
|
Income tax expense
|
|
0.6
|
|
|
7.6
|
|
|
6.5
|
|
|
19.9
|
|
||||
|
Sales discounts provided to customers due to sharing of nonconventional fuel tax credits
|
|
2.2
|
|
|
2.1
|
|
|
5.7
|
|
|
9.1
|
|
||||
|
Net income
|
|
$
|
12.3
|
|
|
$
|
32.9
|
|
|
$
|
31.4
|
|
|
$
|
73.5
|
|
|
(1)
|
Reflects net income attributable to noncontrolling interest adjusted for the noncontrolling interest share of interest, taxes, depreciation and amortization.
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
|
|
(Dollars in millions)
|
||||||||||||||
|
Coke sales
|
|
$
|
348.3
|
|
|
$
|
447.0
|
|
|
$
|
1,120.0
|
|
|
$
|
1,309.3
|
|
|
Steam and electricity sales
|
|
16.6
|
|
|
16.0
|
|
|
49.0
|
|
|
47.5
|
|
||||
|
Operating and licensing fees
|
|
8.2
|
|
|
8.4
|
|
|
25.9
|
|
|
27.4
|
|
||||
|
Metallurgical coal sales
|
|
16.7
|
|
|
8.7
|
|
|
50.0
|
|
|
37.2
|
|
||||
|
Coal logistics
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
||||
|
Sales and other operating revenue
|
|
$
|
389.9
|
|
|
$
|
480.1
|
|
|
$
|
1,245.0
|
|
|
$
|
1,421.4
|
|
|
•
|
a sale or other disposition of the Guarantor Subsidiary or of all or substantially all of its assets:
|
|
•
|
a sale of a majority of the Capital Stock of a Guarantor Subsidiary to a third party, after which the Guarantor Subsidiary is no longer a "Restricted Subsidiary" in accordance with the indenture governing the Notes
|
|
•
|
the liquidation or dissolution of a Guarantor Subsidiary so long as no "Default" or "Event of Default," as defined under the indenture governing the Notes, has occurred as a result thereof
|
|
•
|
the designation of a Guarantor Subsidiary as an "unrestricted subsidiary" in accordance with the indenture governing the Notes
|
|
•
|
the requirements for defeasance or discharge of the indentures governing the Notes having been satisfied.
|
|
•
|
the release, other than the discharge through payments by a Guarantor Subsidiary, from its guarantee under the Credit Agreement or other indebtedness that resulted in the obligation of the Guarantor Subsidiary under the indenture governing the Notes
|
|
|
|
Issuer
|
|
Guarantor
Subsidiaries
|
|
Non-
Guarantor
Subsidiaries
|
|
Combining
and
Consolidating
Adjustments
|
|
Total
|
||||||||||
|
|
|
|
||||||||||||||||||
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Sales and other operating revenue
|
|
$
|
—
|
|
|
$
|
131.1
|
|
|
$
|
258.8
|
|
|
$
|
—
|
|
|
$
|
389.9
|
|
|
Equity in earnings of subsidiaries
|
|
14.4
|
|
|
25.7
|
|
|
—
|
|
|
(40.1
|
)
|
|
—
|
|
|||||
|
Other income, net
|
|
—
|
|
|
0.6
|
|
|
—
|
|
|
—
|
|
|
0.6
|
|
|||||
|
Total revenues
|
|
14.4
|
|
|
157.4
|
|
|
258.8
|
|
|
(40.1
|
)
|
|
390.5
|
|
|||||
|
Costs and operating expenses
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Cost of products sold and operating expenses
|
|
—
|
|
|
107.1
|
|
|
209.4
|
|
|
—
|
|
|
316.5
|
|
|||||
|
Selling, general and administrative expenses
|
|
3.1
|
|
|
11.6
|
|
|
8.8
|
|
|
—
|
|
|
23.5
|
|
|||||
|
Depreciation, depletion and amortization
|
|
—
|
|
|
10.8
|
|
|
12.4
|
|
|
—
|
|
|
23.2
|
|
|||||
|
Total costs and operating expenses
|
|
3.1
|
|
|
129.5
|
|
|
230.6
|
|
|
—
|
|
|
363.2
|
|
|||||
|
Operating income
|
|
11.3
|
|
|
27.9
|
|
|
28.2
|
|
|
(40.1
|
)
|
|
27.3
|
|
|||||
|
Interest income—affiliate
|
|
—
|
|
|
(1.9
|
)
|
|
—
|
|
|
1.9
|
|
|
—
|
|
|||||
|
Interest cost—affiliate
|
|
—
|
|
|
—
|
|
|
1.9
|
|
|
(1.9
|
)
|
|
—
|
|
|||||
|
Interest expense (income), net
|
|
9.5
|
|
|
3.4
|
|
|
(0.8
|
)
|
|
—
|
|
|
12.1
|
|
|||||
|
Total financing expense, net
|
|
9.5
|
|
|
1.5
|
|
|
1.1
|
|
|
—
|
|
|
12.1
|
|
|||||
|
Income before income tax expense and loss from equity method investment
|
|
1.8
|
|
|
26.4
|
|
|
27.1
|
|
|
(40.1
|
)
|
|
15.2
|
|
|||||
|
Income tax (benefit) expense
|
|
(4.4
|
)
|
|
5.9
|
|
|
(0.9
|
)
|
|
—
|
|
|
0.6
|
|
|||||
|
Loss from equity method investment
|
|
|
|
|
|
|
|
2.3
|
|
|
|
|
|
2.3
|
|
|||||
|
Net income
|
|
6.2
|
|
|
20.5
|
|
|
25.7
|
|
|
(40.1
|
)
|
|
12.3
|
|
|||||
|
Less: Net income attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
6.1
|
|
|
—
|
|
|
6.1
|
|
|||||
|
Net income attributable to SunCoke Energy, Inc.
|
|
$
|
6.2
|
|
|
$
|
20.5
|
|
|
$
|
19.6
|
|
|
$
|
(40.1
|
)
|
|
$
|
6.2
|
|
|
Comprehensive income
|
|
$
|
(4.4
|
)
|
|
$
|
20.3
|
|
|
$
|
15.4
|
|
|
$
|
(29.6
|
)
|
|
$
|
1.7
|
|
|
Less: Comprehensive income attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
6.1
|
|
|
—
|
|
|
6.1
|
|
|||||
|
Comprehensive income attributable to SunCoke Energy, Inc.
|
|
$
|
(4.4
|
)
|
|
$
|
20.3
|
|
|
$
|
9.3
|
|
|
$
|
(29.6
|
)
|
|
$
|
(4.4
|
)
|
|
|
|
Issuer
|
|
Guarantor
Subsidiaries
|
|
Non-
Guarantor
Subsidiaries
|
|
Combining
and
Consolidating
Adjustments
|
|
Total
|
||||||||||
|
|
|
|
||||||||||||||||||
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Sales and other operating revenue
|
|
$
|
—
|
|
|
$
|
153.7
|
|
|
$
|
326.4
|
|
|
$
|
—
|
|
|
$
|
480.1
|
|
|
Equity in earnings of subsidiaries
|
|
41.6
|
|
|
26.0
|
|
|
—
|
|
|
(67.6
|
)
|
|
—
|
|
|||||
|
Other income, net
|
|
—
|
|
|
0.4
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|||||
|
Total revenues
|
|
41.6
|
|
|
180.1
|
|
|
326.4
|
|
|
(67.6
|
)
|
|
480.5
|
|
|||||
|
Costs and operating expenses
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Cost of products sold and operating expenses
|
|
—
|
|
|
112.6
|
|
|
276.3
|
|
|
—
|
|
|
388.9
|
|
|||||
|
Selling, general and administrative expenses
|
|
2.5
|
|
|
11.8
|
|
|
5.7
|
|
|
—
|
|
|
20.0
|
|
|||||
|
Depreciation, depletion, and amortization
|
|
—
|
|
|
9.3
|
|
|
9.6
|
|
|
—
|
|
|
18.9
|
|
|||||
|
Total costs and operating expenses
|
|
2.5
|
|
|
133.7
|
|
|
291.6
|
|
|
—
|
|
|
427.8
|
|
|||||
|
Operating income
|
|
39.1
|
|
|
46.4
|
|
|
34.8
|
|
|
(67.6
|
)
|
|
52.7
|
|
|||||
|
Interest income—affiliate
|
|
—
|
|
|
(1.9
|
)
|
|
—
|
|
|
1.9
|
|
|
—
|
|
|||||
|
Interest expense—affiliate
|
|
—
|
|
|
—
|
|
|
1.9
|
|
|
(1.9
|
)
|
|
—
|
|
|||||
|
Interest expense (income), net
|
|
12.1
|
|
|
(1.8
|
)
|
|
1.9
|
|
|
—
|
|
|
12.2
|
|
|||||
|
Total financing expense (income), net
|
|
12.1
|
|
|
(3.7
|
)
|
|
3.8
|
|
|
—
|
|
|
12.2
|
|
|||||
|
Income before income tax expense
|
|
27.0
|
|
|
50.1
|
|
|
31.0
|
|
|
(67.6
|
)
|
|
40.5
|
|
|||||
|
Income tax (benefit) expense
|
|
(4.6
|
)
|
|
4.7
|
|
|
7.5
|
|
|
—
|
|
|
7.6
|
|
|||||
|
Net income
|
|
31.6
|
|
|
45.4
|
|
|
23.5
|
|
|
(67.6
|
)
|
|
32.9
|
|
|||||
|
Less: Net income attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
1.3
|
|
|
—
|
|
|
1.3
|
|
|||||
|
Net income attributable to SunCoke Energy, Inc.
|
|
$
|
31.6
|
|
|
$
|
45.4
|
|
|
$
|
22.2
|
|
|
$
|
(67.6
|
)
|
|
$
|
31.6
|
|
|
Comprehensive income
|
|
$
|
31.0
|
|
|
$
|
44.8
|
|
|
$
|
23.5
|
|
|
$
|
(67.0
|
)
|
|
$
|
32.3
|
|
|
Less: Comprehensive income attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
1.3
|
|
|
—
|
|
|
1.3
|
|
|||||
|
Comprehensive income attributable to SunCoke Energy, Inc.
|
|
$
|
31.0
|
|
|
$
|
44.8
|
|
|
$
|
22.2
|
|
|
$
|
(67.0
|
)
|
|
$
|
31.0
|
|
|
|
|
Issuer
|
|
Guarantor
Subsidiaries
|
|
Non-
Guarantor
Subsidiaries
|
|
Combining
and
Consolidating
Adjustments
|
|
Total
|
||||||||||
|
|
|
|
||||||||||||||||||
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Sales and other operating revenue
|
|
$
|
—
|
|
|
$
|
400.9
|
|
|
$
|
844.1
|
|
|
$
|
—
|
|
|
$
|
1,245.0
|
|
|
Equity in earnings of subsidiaries
|
|
42.0
|
|
|
64.2
|
|
|
—
|
|
|
(106.2
|
)
|
|
—
|
|
|||||
|
Other income, net
|
|
—
|
|
|
3.0
|
|
|
0.1
|
|
|
—
|
|
|
3.1
|
|
|||||
|
Total revenues
|
|
42.0
|
|
|
468.1
|
|
|
844.2
|
|
|
(106.2
|
)
|
|
1,248.1
|
|
|||||
|
Costs and operating expenses
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Cost of products sold and operating expenses
|
|
—
|
|
|
333.5
|
|
|
697.8
|
|
|
—
|
|
|
1,031.3
|
|
|||||
|
Selling, general and administrative expenses
|
|
8.6
|
|
|
36.2
|
|
|
21.1
|
|
|
—
|
|
|
65.9
|
|
|||||
|
Depreciation, depletion and amortization
|
|
—
|
|
|
31.4
|
|
|
39.1
|
|
|
—
|
|
|
70.5
|
|
|||||
|
Total costs and operating expenses
|
|
8.6
|
|
|
401.1
|
|
|
758.0
|
|
|
—
|
|
|
1,167.7
|
|
|||||
|
Operating income
|
|
33.4
|
|
|
67.0
|
|
|
86.2
|
|
|
(106.2
|
)
|
|
80.4
|
|
|||||
|
Interest income—affiliate
|
|
—
|
|
|
(5.5
|
)
|
|
—
|
|
|
5.5
|
|
|
—
|
|
|||||
|
Interest cost—affiliate
|
|
—
|
|
|
—
|
|
|
5.5
|
|
|
(5.5
|
)
|
|
—
|
|
|||||
|
Interest expense (income), net
|
|
28.6
|
|
|
(0.5
|
)
|
|
11.9
|
|
|
—
|
|
|
40.0
|
|
|||||
|
Total financing expense, net
|
|
28.6
|
|
|
(6.0
|
)
|
|
17.4
|
|
|
—
|
|
|
40.0
|
|
|||||
|
Income before income tax expense and loss from equity method investment
|
|
4.8
|
|
|
73.0
|
|
|
68.8
|
|
|
(106.2
|
)
|
|
40.4
|
|
|||||
|
Income tax (benefit) expense
|
|
(9.2
|
)
|
|
15.8
|
|
|
(0.1
|
)
|
|
—
|
|
|
6.5
|
|
|||||
|
Loss from equity method investment
|
|
—
|
|
|
—
|
|
|
2.5
|
|
|
—
|
|
|
2.5
|
|
|||||
|
Net income
|
|
14.0
|
|
|
57.2
|
|
|
66.4
|
|
|
(106.2
|
)
|
|
31.4
|
|
|||||
|
Less: Net income attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
17.4
|
|
|
—
|
|
|
17.4
|
|
|||||
|
Net income attributable to SunCoke Energy, Inc.
|
|
$
|
14.0
|
|
|
$
|
57.2
|
|
|
$
|
49.0
|
|
|
$
|
(106.2
|
)
|
|
$
|
14.0
|
|
|
Comprehensive income
|
|
$
|
(1.0
|
)
|
|
$
|
55.9
|
|
|
$
|
52.7
|
|
|
$
|
(91.2
|
)
|
|
$
|
16.4
|
|
|
Less: Comprehensive income attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
17.4
|
|
|
—
|
|
|
17.4
|
|
|||||
|
Comprehensive income attributable to SunCoke Energy, Inc.
|
|
$
|
(1.0
|
)
|
|
$
|
55.9
|
|
|
$
|
35.3
|
|
|
$
|
(91.2
|
)
|
|
$
|
(1.0
|
)
|
|
|
|
Issuer
|
|
Guarantor
Subsidiaries
|
|
Non-
Guarantor
Subsidiaries
|
|
Combining
and
Consolidating
Adjustments
|
|
Total
|
||||||||||
|
|
|
|
||||||||||||||||||
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Sales and other operating revenue
|
|
$
|
—
|
|
|
$
|
463.2
|
|
|
$
|
958.2
|
|
|
$
|
—
|
|
|
$
|
1,421.4
|
|
|
Equity in earnings of subsidiaries
|
|
104.2
|
|
|
61.1
|
|
|
—
|
|
|
(165.3
|
)
|
|
—
|
|
|||||
|
Other income, net
|
|
—
|
|
|
1.3
|
|
|
—
|
|
|
—
|
|
|
1.3
|
|
|||||
|
Total revenues
|
|
104.2
|
|
|
525.6
|
|
|
958.2
|
|
|
(165.3
|
)
|
|
1,422.7
|
|
|||||
|
Costs and operating expenses
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Cost of products sold and operating expenses
|
|
—
|
|
|
343.0
|
|
|
831.6
|
|
|
—
|
|
|
1,174.6
|
|
|||||
|
Selling, general and administrative expenses
|
|
8.0
|
|
|
33.1
|
|
|
20.1
|
|
|
—
|
|
|
61.2
|
|
|||||
|
Depreciation, depletion, and amortization
|
|
—
|
|
|
27.8
|
|
|
29.7
|
|
|
—
|
|
|
57.5
|
|
|||||
|
Total costs and operating expenses
|
|
8.0
|
|
|
403.9
|
|
|
881.4
|
|
|
—
|
|
|
1,293.3
|
|
|||||
|
Operating income
|
|
96.2
|
|
|
121.7
|
|
|
76.8
|
|
|
(165.3
|
)
|
|
129.4
|
|
|||||
|
Interest income—affiliate
|
|
—
|
|
|
(5.5
|
)
|
|
—
|
|
|
5.5
|
|
|
—
|
|
|||||
|
Interest expense—affiliate
|
|
—
|
|
|
—
|
|
|
5.5
|
|
|
(5.5
|
)
|
|
—
|
|
|||||
|
Interest expense (income), net
|
|
36.2
|
|
|
(5.5
|
)
|
|
5.3
|
|
|
|
|
|
36.0
|
|
|||||
|
Total financing expense (income), net
|
|
36.2
|
|
|
(11.0
|
)
|
|
10.8
|
|
|
—
|
|
|
36.0
|
|
|||||
|
Income before income tax expense
|
|
60.0
|
|
|
132.7
|
|
|
66.0
|
|
|
(165.3
|
)
|
|
93.4
|
|
|||||
|
Income tax (benefit) expense
|
|
(11.2
|
)
|
|
12.8
|
|
|
18.3
|
|
|
—
|
|
|
19.9
|
|
|||||
|
Net income
|
|
71.2
|
|
|
119.9
|
|
|
47.7
|
|
|
(165.3
|
)
|
|
73.5
|
|
|||||
|
Less: Net income attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
2.3
|
|
|
—
|
|
|
2.3
|
|
|||||
|
Net income attributable to SunCoke Energy, Inc.
|
|
$
|
71.2
|
|
|
$
|
119.9
|
|
|
$
|
45.4
|
|
|
$
|
(165.3
|
)
|
|
$
|
71.2
|
|
|
Comprehensive income
|
|
$
|
68.8
|
|
|
$
|
118.4
|
|
|
$
|
46.8
|
|
|
$
|
(162.9
|
)
|
|
$
|
71.1
|
|
|
Less: Comprehensive income attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
2.3
|
|
|
—
|
|
|
2.3
|
|
|||||
|
Comprehensive income attributable to SunCoke Energy, Inc.
|
|
$
|
68.8
|
|
|
$
|
118.4
|
|
|
$
|
44.5
|
|
|
$
|
(162.9
|
)
|
|
$
|
68.8
|
|
|
|
|
Issuer
|
|
Guarantor
Subsidiaries
|
|
Non-
Guarantor
Subsidiaries
|
|
Combining
and
Consolidating
Adjustments
|
|
Total
|
||||||||||
|
|
|
|
||||||||||||||||||
|
Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Cash and cash equivalents
|
|
$
|
—
|
|
|
$
|
188.9
|
|
|
$
|
79.9
|
|
|
$
|
—
|
|
|
$
|
268.8
|
|
|
Receivables
|
|
0.1
|
|
|
32.8
|
|
|
33.0
|
|
|
—
|
|
|
65.9
|
|
|||||
|
Inventories
|
|
—
|
|
|
44.8
|
|
|
89.7
|
|
|
—
|
|
|
134.5
|
|
|||||
|
Deferred income taxes
|
|
—
|
|
|
2.6
|
|
|
—
|
|
|
—
|
|
|
2.6
|
|
|||||
|
Advances from affiliate
|
|
50.3
|
|
|
22.8
|
|
|
—
|
|
|
(73.1
|
)
|
|
—
|
|
|||||
|
Interest receivable from affiliate
|
|
—
|
|
|
5.5
|
|
|
—
|
|
|
(5.5
|
)
|
|
—
|
|
|||||
|
Income taxes receivable
|
|
30.8
|
|
|
—
|
|
|
10.9
|
|
|
(38.0
|
)
|
|
3.7
|
|
|||||
|
Total current assets
|
|
81.2
|
|
|
297.4
|
|
|
213.5
|
|
|
(116.6
|
)
|
|
475.5
|
|
|||||
|
Notes receivable from affiliate
|
|
—
|
|
|
89.0
|
|
|
300.0
|
|
|
(389.0
|
)
|
|
—
|
|
|||||
|
Investment in Brazil cokemaking operations
|
|
—
|
|
|
—
|
|
|
41.0
|
|
|
—
|
|
|
41.0
|
|
|||||
|
Equity method investment
|
|
—
|
|
|
—
|
|
|
52.5
|
|
|
—
|
|
|
52.5
|
|
|||||
|
Properties, plants and equipment, net
|
|
—
|
|
|
500.5
|
|
|
950.7
|
|
|
—
|
|
|
1,451.2
|
|
|||||
|
Lease and mineral rights, net
|
|
—
|
|
|
52.2
|
|
|
—
|
|
|
—
|
|
|
52.2
|
|
|||||
|
Goodwill
|
|
—
|
|
|
9.4
|
|
|
—
|
|
|
—
|
|
|
9.4
|
|
|||||
|
Deferred income taxes
|
|
7.3
|
|
|
—
|
|
|
—
|
|
|
(7.3
|
)
|
|
—
|
|
|||||
|
Deferred charges and other assets
|
|
12.2
|
|
|
17.5
|
|
|
11.2
|
|
|
—
|
|
|
40.9
|
|
|||||
|
Investment in subsidiaries
|
|
940.4
|
|
|
756.5
|
|
|
—
|
|
|
(1,696.9
|
)
|
|
—
|
|
|||||
|
Total assets
|
|
$
|
1,041.1
|
|
|
$
|
1,722.5
|
|
|
$
|
1,568.9
|
|
|
$
|
(2,209.8
|
)
|
|
$
|
2,122.7
|
|
|
Liabilities and Equity
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Advances from affiliate
|
|
$
|
—
|
|
|
$
|
50.3
|
|
|
$
|
22.8
|
|
|
$
|
(73.1
|
)
|
|
$
|
—
|
|
|
Accounts payable
|
|
—
|
|
|
41.6
|
|
|
84.2
|
|
|
—
|
|
|
125.8
|
|
|||||
|
Current portion of long term debt
|
|
0.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.8
|
|
|||||
|
Accrued liabilities
|
|
0.5
|
|
|
46.1
|
|
|
14.3
|
|
|
—
|
|
|
60.9
|
|
|||||
|
Interest payable
|
|
6.0
|
|
|
—
|
|
|
1.8
|
|
|
—
|
|
|
7.8
|
|
|||||
|
Interest payable to affiliate
|
|
—
|
|
|
—
|
|
|
5.5
|
|
|
(5.5
|
)
|
|
—
|
|
|||||
|
Income taxes payable
|
|
—
|
|
|
38.0
|
|
|
—
|
|
|
(38.0
|
)
|
|
—
|
|
|||||
|
Total current liabilities
|
|
7.3
|
|
|
176.0
|
|
|
128.6
|
|
|
(116.6
|
)
|
|
195.3
|
|
|||||
|
Long term debt
|
|
498.6
|
|
|
—
|
|
|
149.7
|
|
|
—
|
|
|
648.3
|
|
|||||
|
Payable to affiliate
|
|
—
|
|
|
300.0
|
|
|
89.0
|
|
|
(389.0
|
)
|
|
—
|
|
|||||
|
Obligation for black lung benefits
|
|
—
|
|
|
34.1
|
|
|
—
|
|
|
—
|
|
|
34.1
|
|
|||||
|
Retirement benefit liabilities
|
|
—
|
|
|
40.9
|
|
|
—
|
|
|
—
|
|
|
40.9
|
|
|||||
|
Deferred income taxes
|
|
—
|
|
|
368.8
|
|
|
0.9
|
|
|
(7.3
|
)
|
|
362.4
|
|
|||||
|
Asset retirement obligations
|
|
—
|
|
|
14.4
|
|
|
2.3
|
|
|
—
|
|
|
16.7
|
|
|||||
|
Other deferred credits and liabilities
|
|
1.1
|
|
|
16.4
|
|
|
0.4
|
|
|
—
|
|
|
17.9
|
|
|||||
|
Total liabilities
|
|
507.0
|
|
|
950.6
|
|
|
370.9
|
|
|
(512.9
|
)
|
|
1,315.6
|
|
|||||
|
Equity
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Preferred stock, $0.01 par value. Authorized 50,000,000 shares; no issued and outstanding shares at September 30, 2013 and December 31, 2012
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
Common stock, $0.01 par value. Authorized 300,000,000 shares; issued and outstanding 69,524,424 shares at September 30, 2013
|
|
0.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.7
|
|
|||||
|
Treasury Stock, 1,255,356 shares at September 30, 2013
|
|
(19.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(19.9
|
)
|
|||||
|
Additional paid-in capital
|
|
443.4
|
|
|
385.7
|
|
|
857.3
|
|
|
(1,243.0
|
)
|
|
443.4
|
|
|||||
|
Accumulated other comprehensive income
|
|
(22.9
|
)
|
|
(8.0
|
)
|
|
(14.9
|
)
|
|
22.9
|
|
|
(22.9
|
)
|
|||||
|
Retained earnings
|
|
132.8
|
|
|
394.2
|
|
|
82.6
|
|
|
(476.8
|
)
|
|
132.8
|
|
|||||
|
Total SunCoke Energy, Inc. stockholders’ equity
|
|
534.1
|
|
|
771.9
|
|
|
925.0
|
|
|
(1,696.9
|
)
|
|
534.1
|
|
|||||
|
Noncontrolling interests
|
|
—
|
|
|
—
|
|
|
273.0
|
|
|
—
|
|
|
273.0
|
|
|||||
|
Total equity
|
|
534.1
|
|
|
771.9
|
|
|
1,198.0
|
|
|
(1,696.9
|
)
|
|
807.1
|
|
|||||
|
Total liabilities and equity
|
|
$
|
1,041.1
|
|
|
$
|
1,722.5
|
|
|
$
|
1,568.9
|
|
|
$
|
(2,209.8
|
)
|
|
$
|
2,122.7
|
|
|
|
|
Issuer
|
|
Guarantor
Subsidiaries
|
|
Non-
Guarantor
Subsidiaries
|
|
Combining
and
Consolidating
Adjustments
|
|
Total
|
||||||||||
|
|
|
|
||||||||||||||||||
|
Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Cash and cash equivalents
|
|
$
|
—
|
|
|
$
|
206.9
|
|
|
$
|
32.3
|
|
|
$
|
—
|
|
|
$
|
239.2
|
|
|
Receivables
|
|
—
|
|
|
28.3
|
|
|
41.7
|
|
|
—
|
|
|
70.0
|
|
|||||
|
Inventories
|
|
—
|
|
|
57.2
|
|
|
102.9
|
|
|
—
|
|
|
160.1
|
|
|||||
|
Deferred income taxes
|
|
—
|
|
|
2.0
|
|
|
0.6
|
|
|
—
|
|
|
2.6
|
|
|||||
|
Income taxes receivable
|
|
16.1
|
|
|
—
|
|
|
0.4
|
|
|
(16.5
|
)
|
|
—
|
|
|||||
|
Advances from affiliate
|
|
65.8
|
|
|
—
|
|
|
70.5
|
|
|
(136.3
|
)
|
|
—
|
|
|||||
|
Total current assets
|
|
81.9
|
|
|
294.4
|
|
|
248.4
|
|
|
(152.8
|
)
|
|
471.9
|
|
|||||
|
Notes receivable from affiliate
|
|
—
|
|
|
89.0
|
|
|
300.0
|
|
|
(389.0
|
)
|
|
—
|
|
|||||
|
Investment in Brazil cokemaking operations
|
|
—
|
|
|
—
|
|
|
41.0
|
|
|
—
|
|
|
41.0
|
|
|||||
|
Properties, plants and equipment, net
|
|
—
|
|
|
508.5
|
|
|
888.1
|
|
|
—
|
|
|
1,396.6
|
|
|||||
|
Lease and mineral rights, net
|
|
—
|
|
|
52.5
|
|
|
—
|
|
|
—
|
|
|
52.5
|
|
|||||
|
Goodwill
|
|
—
|
|
|
9.4
|
|
|
—
|
|
|
—
|
|
|
9.4
|
|
|||||
|
Deferred charges and other assets
|
|
23.0
|
|
|
13.2
|
|
|
3.4
|
|
|
—
|
|
|
39.6
|
|
|||||
|
Investment in subsidiaries
|
|
1,173.4
|
|
|
992.7
|
|
|
—
|
|
|
(2,166.1
|
)
|
|
—
|
|
|||||
|
Total assets
|
|
$
|
1,278.3
|
|
|
$
|
1,959.7
|
|
|
$
|
1,480.9
|
|
|
$
|
(2,707.9
|
)
|
|
$
|
2,011.0
|
|
|
Liabilities and Equity
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Advances from affiliate
|
|
$
|
—
|
|
|
$
|
136.3
|
|
|
$
|
—
|
|
|
$
|
(136.3
|
)
|
|
$
|
—
|
|
|
Accounts payable
|
|
0.5
|
|
|
49.0
|
|
|
83.4
|
|
|
—
|
|
|
132.9
|
|
|||||
|
Current portion of long term debt
|
|
3.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3.3
|
|
|||||
|
Accrued liabilities
|
|
0.6
|
|
|
60.7
|
|
|
29.9
|
|
|
—
|
|
|
91.2
|
|
|||||
|
Interest payable
|
|
15.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15.7
|
|
|||||
|
Income taxes payable
|
|
—
|
|
|
20.4
|
|
|
—
|
|
|
(16.5
|
)
|
|
3.9
|
|
|||||
|
Total current liabilities
|
|
20.1
|
|
|
266.4
|
|
|
113.3
|
|
|
(152.8
|
)
|
|
247.0
|
|
|||||
|
Long term debt
|
|
720.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
720.1
|
|
|||||
|
Payable to affiliate
|
|
—
|
|
|
300.0
|
|
|
89.0
|
|
|
(389.0
|
)
|
|
—
|
|
|||||
|
Obligation for black lung benefits
|
|
—
|
|
|
34.8
|
|
|
—
|
|
|
—
|
|
|
34.8
|
|
|||||
|
Retirement benefit liabilities
|
|
—
|
|
|
42.4
|
|
|
0.1
|
|
|
—
|
|
|
42.5
|
|
|||||
|
Deferred income taxes
|
|
(1.9
|
)
|
|
180.0
|
|
|
183.4
|
|
|
—
|
|
|
361.5
|
|
|||||
|
Asset retirement obligations
|
|
—
|
|
|
11.3
|
|
|
2.2
|
|
|
—
|
|
|
13.5
|
|
|||||
|
Other deferred credits and liabilities
|
|
0.9
|
|
|
15.5
|
|
|
0.3
|
|
|
—
|
|
|
16.7
|
|
|||||
|
Total liabilities
|
|
739.2
|
|
|
850.4
|
|
|
388.3
|
|
|
(541.8
|
)
|
|
1,436.1
|
|
|||||
|
Equity
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Preferred stock, $0.01 par value. Authorized 50,000,000 shares; no issued and outstanding shares at December 31, 2012
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
Common stock, $0.01 par value. Authorized 300,000,000 shares; issued and outstanding 69,988,728 shares at December 31, 2012
|
|
0.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.7
|
|
|||||
|
Treasury stock, 603,528 shares at December 31, 2012
|
|
(9.4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9.4
|
)
|
|||||
|
Additional paid-in capital
|
|
436.9
|
|
|
778.9
|
|
|
938.4
|
|
|
(1,717.3
|
)
|
|
436.9
|
|
|||||
|
Accumulated other comprehensive income
|
|
(7.9
|
)
|
|
(6.7
|
)
|
|
(1.2
|
)
|
|
7.9
|
|
|
(7.9
|
)
|
|||||
|
Retained earnings
|
|
118.8
|
|
|
337.1
|
|
|
119.6
|
|
|
(456.7
|
)
|
|
118.8
|
|
|||||
|
Total SunCoke Energy, Inc. stockholders’ equity
|
|
539.1
|
|
|
1,109.3
|
|
|
1,056.8
|
|
|
(2,166.1
|
)
|
|
539.1
|
|
|||||
|
Noncontrolling interests
|
|
—
|
|
|
—
|
|
|
35.8
|
|
|
—
|
|
|
35.8
|
|
|||||
|
Total equity
|
|
539.1
|
|
|
1,109.3
|
|
|
1,092.6
|
|
|
(2,166.1
|
)
|
|
574.9
|
|
|||||
|
Total liabilities and equity
|
|
$
|
1,278.3
|
|
|
$
|
1,959.7
|
|
|
$
|
1,480.9
|
|
|
$
|
(2,707.9
|
)
|
|
$
|
2,011.0
|
|
|
|
|
Issuer
|
|
Guarantor
Subsidiaries
|
|
Non-
Guarantor
Subsidiaries
|
|
Combining
and
Consolidating
Adjustments
|
|
Total
|
||||||||||
|
|
|
|
||||||||||||||||||
|
Cash Flows from Operating Activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Net income
|
|
$
|
14.0
|
|
|
$
|
57.2
|
|
|
$
|
66.4
|
|
|
$
|
(106.2
|
)
|
|
$
|
31.4
|
|
|
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Depreciation, depletion and amortization
|
|
—
|
|
|
31.4
|
|
|
39.1
|
|
|
—
|
|
|
70.5
|
|
|||||
|
Deferred income tax expense
|
|
—
|
|
|
1.2
|
|
|
—
|
|
|
—
|
|
|
1.2
|
|
|||||
|
Payments in excess of expense for retirement plans
|
|
—
|
|
|
(1.5
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
(1.6
|
)
|
|||||
|
Share-based compensation expense
|
|
5.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.5
|
|
|||||
|
Equity in earnings of subsidiaries
|
|
(42.0
|
)
|
|
(64.2
|
)
|
|
—
|
|
|
106.2
|
|
|
—
|
|
|||||
|
Loss from equity method investment
|
|
—
|
|
|
—
|
|
|
2.5
|
|
|
—
|
|
|
2.5
|
|
|||||
|
Changes in working capital pertaining to operating activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Receivables
|
|
(0.1
|
)
|
|
(4.5
|
)
|
|
8.7
|
|
|
—
|
|
|
4.1
|
|
|||||
|
Inventories
|
|
—
|
|
|
12.4
|
|
|
15.9
|
|
|
—
|
|
|
28.3
|
|
|||||
|
Accounts payable
|
|
(0.5
|
)
|
|
(7.4
|
)
|
|
0.8
|
|
|
—
|
|
|
(7.1
|
)
|
|||||
|
Accrued liabilities
|
|
(0.1
|
)
|
|
(14.6
|
)
|
|
(15.6
|
)
|
|
—
|
|
|
(30.3
|
)
|
|||||
|
Interest payable
|
|
(9.7
|
)
|
|
(5.5
|
)
|
|
7.3
|
|
|
—
|
|
|
(7.9
|
)
|
|||||
|
Income taxes payable
|
|
(14.4
|
)
|
|
17.6
|
|
|
(10.5
|
)
|
|
—
|
|
|
(7.3
|
)
|
|||||
|
Other
|
|
8.4
|
|
|
(1.3
|
)
|
|
(8.8
|
)
|
|
—
|
|
|
(1.7
|
)
|
|||||
|
Net cash (used in) provided by operating activities
|
|
(38.9
|
)
|
|
20.8
|
|
|
105.7
|
|
|
—
|
|
|
87.6
|
|
|||||
|
Cash Flows from Investing Activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Capital expenditures
|
|
—
|
|
|
(20.4
|
)
|
|
(75.2
|
)
|
|
—
|
|
|
(95.6
|
)
|
|||||
|
Aquisition of business
|
|
—
|
|
|
—
|
|
|
(28.6
|
)
|
|
—
|
|
|
(28.6
|
)
|
|||||
|
Equity method investment
|
|
—
|
|
|
—
|
|
|
(67.7
|
)
|
|
—
|
|
|
(67.7
|
)
|
|||||
|
Net cash used in investing activities
|
|
—
|
|
|
(20.4
|
)
|
|
(171.5
|
)
|
|
—
|
|
|
(191.9
|
)
|
|||||
|
Cash Flows from Financing Activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Proceeds from issuance of common units or SunCoke Energy Partners, L.P.
|
|
—
|
|
|
—
|
|
|
237.8
|
|
|
—
|
|
|
237.8
|
|
|||||
|
Proceeds from issuance of long-term debt
|
|
—
|
|
|
—
|
|
|
150.0
|
|
|
—
|
|
|
150.0
|
|
|||||
|
Debt issuance costs
|
|
(1.6
|
)
|
|
—
|
|
|
(5.3
|
)
|
|
—
|
|
|
(6.9
|
)
|
|||||
|
Repayment of long-term debt
|
|
—
|
|
|
—
|
|
|
(225.0
|
)
|
|
—
|
|
|
(225.0
|
)
|
|||||
|
Proceeds from exercise of stock options
|
|
0.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.9
|
|
|||||
|
Repurchase of common stock
|
|
(10.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10.9
|
)
|
|||||
|
Cash distributions to noncontrolling interests in cokemaking operations
|
|
—
|
|
|
—
|
|
|
(12.0
|
)
|
|
—
|
|
|
(12.0
|
)
|
|||||
|
Net increase (decrease) in advances from affiliate
|
|
50.5
|
|
|
(18.4
|
)
|
|
(32.1
|
)
|
|
—
|
|
|
—
|
|
|||||
|
Net cash provided by (used in) financing activities
|
|
38.9
|
|
|
(18.4
|
)
|
|
113.4
|
|
|
—
|
|
|
133.9
|
|
|||||
|
Net (decrease) increase in cash and cash equivalents
|
|
—
|
|
|
(18.0
|
)
|
|
47.6
|
|
|
—
|
|
|
29.6
|
|
|||||
|
Cash and cash equivalents at beginning of period
|
|
—
|
|
|
206.9
|
|
|
32.3
|
|
|
—
|
|
|
239.2
|
|
|||||
|
Cash and cash equivalents at end of period
|
|
$
|
—
|
|
|
$
|
188.9
|
|
|
$
|
79.9
|
|
|
$
|
—
|
|
|
$
|
268.8
|
|
|
|
|
Issuer
|
|
Guarantor
Subsidiaries
|
|
Non-
Guarantor
Subsidiaries
|
|
Combining
and
Consolidating
Adjustments
|
|
Total
|
||||||||||
|
|
|
|
||||||||||||||||||
|
Cash Flows from Operating Activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Net income
|
|
$
|
71.2
|
|
|
$
|
119.9
|
|
|
$
|
47.7
|
|
|
$
|
(165.3
|
)
|
|
$
|
73.5
|
|
|
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Depreciation, depletion and amortization
|
|
—
|
|
|
27.8
|
|
|
29.7
|
|
|
—
|
|
|
57.5
|
|
|||||
|
Deferred income tax (benefit) expense
|
|
—
|
|
|
30.1
|
|
|
9.1
|
|
|
—
|
|
|
39.2
|
|
|||||
|
Payments less than expense for retirement plans
|
|
—
|
|
|
(6.2
|
)
|
|
—
|
|
|
—
|
|
|
(6.2
|
)
|
|||||
|
Share-based compensation expense
|
|
5.1
|
|
|
—
|
|
|
—
|
|
|
|
|
|
5.1
|
|
|||||
|
Equity in earnings of subsidiaries
|
|
(104.2
|
)
|
|
(61.1
|
)
|
|
—
|
|
|
165.3
|
|
|
—
|
|
|||||
|
Changes in working capital pertaining to operating activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Receivables
|
|
—
|
|
|
(14.8
|
)
|
|
(10.1
|
)
|
|
—
|
|
|
(24.9
|
)
|
|||||
|
Inventories
|
|
—
|
|
|
19.5
|
|
|
7.5
|
|
|
—
|
|
|
27.0
|
|
|||||
|
Accounts payable
|
|
1.0
|
|
|
(34.9
|
)
|
|
(27.0
|
)
|
|
—
|
|
|
(60.9
|
)
|
|||||
|
Accrued liabilities
|
|
—
|
|
|
6.8
|
|
|
3.4
|
|
|
—
|
|
|
10.2
|
|
|||||
|
Interest payable
|
|
(7.8
|
)
|
|
(2.2
|
)
|
|
2.2
|
|
|
—
|
|
|
(7.8
|
)
|
|||||
|
Income taxes payable
|
|
(10.4
|
)
|
|
(9.7
|
)
|
|
(3.5
|
)
|
|
—
|
|
|
(23.6
|
)
|
|||||
|
Other
|
|
(2.6
|
)
|
|
(12.7
|
)
|
|
4.0
|
|
|
—
|
|
|
(11.3
|
)
|
|||||
|
Net cash (used in) provided by operating activities
|
|
(47.7
|
)
|
|
62.5
|
|
|
63.0
|
|
|
—
|
|
|
77.8
|
|
|||||
|
Cash Flows from Investing Activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Capital expenditures
|
|
—
|
|
|
(20.2
|
)
|
|
(20.4
|
)
|
|
—
|
|
|
(40.6
|
)
|
|||||
|
Net cash used in investing activities
|
|
—
|
|
|
(20.2
|
)
|
|
(20.4
|
)
|
|
—
|
|
|
(40.6
|
)
|
|||||
|
Cash Flows from Financing Activities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Repayment of long-term debt
|
|
(2.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.5
|
)
|
|||||
|
Proceeds from exercise of stock options
|
|
4.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.7
|
|
|||||
|
Repurchase of common stock
|
|
(9.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9.1
|
)
|
|||||
|
Net increase (decrease) in advances from affiliate
|
|
54.6
|
|
|
(26.5
|
)
|
|
(28.1
|
)
|
|
—
|
|
|
—
|
|
|||||
|
Net cash provided by (used in) financing activities
|
|
47.7
|
|
|
(26.5
|
)
|
|
(28.1
|
)
|
|
—
|
|
|
(6.9
|
)
|
|||||
|
Net (decrease) increase in cash and cash equivalents
|
|
—
|
|
|
15.8
|
|
|
14.5
|
|
|
—
|
|
|
30.3
|
|
|||||
|
Cash and cash equivalents at beginning of period
|
|
—
|
|
|
109.4
|
|
|
18.1
|
|
|
—
|
|
|
127.5
|
|
|||||
|
Cash and cash equivalents at end of period
|
|
$
|
—
|
|
|
$
|
125.2
|
|
|
$
|
32.6
|
|
|
$
|
—
|
|
|
$
|
157.8
|
|
|
Facility
|
|
Location
|
|
Customer
|
|
Year of
Start Up
|
|
Contract
Expiration
|
|
Number of
Coke Ovens
|
|
Cokemaking
Capacity
(thousands of tons)
|
|
Use of Waste Heat
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Owned and Operated:
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
Jewell
|
Vansant, Virginia
|
|
ArcelorMittal
|
|
1962
|
|
2020
|
|
142
|
|
720
|
|
Partially used for thermal coal drying
|
|
|
Indiana Harbor
|
East Chicago, Indiana
|
|
ArcelorMittal
|
|
1998
|
|
2023
|
|
268
|
|
1,220
|
|
Heat for power generation
|
|
|
Haverhill Phase I
|
Franklin Furnace, Ohio
|
|
ArcelorMittal
|
|
2005
|
|
2020
|
|
100
|
|
550
|
|
Process steam
|
|
|
Phase II
|
Franklin Furnace, Ohio
|
|
AK Steel
|
|
2008
|
|
2022
|
|
100
|
|
550
|
|
Power generation
|
|
|
Granite City
|
Granite City, Illinois
|
|
U.S. Steel
|
|
2009
|
|
2025
|
|
120
|
|
650
|
|
Steam for power generation
|
|
|
Middletown
(1)
|
Middletown, Ohio
|
|
AK Steel
|
|
2011
|
|
2032
|
|
100
|
|
550
|
|
Power generation
|
|
|
|
|
|
|
|
|
|
|
|
830
|
|
4,240
|
|
|
|
|
Operated:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vitória
|
Vitória, Brazil
|
|
ArcelorMittal
|
|
2007
|
|
2023
|
|
320
|
|
1,700
|
|
Steam for power generation
|
|
|
|
|
|
|
|
|
|
|
|
1,150
|
|
5,940
|
|
|
|
|
Equity Method Investment:
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
VISA Suncoke
(2)
|
Odisha, India
|
|
Various
|
|
2013
|
|
NA
|
|
88
|
|
440
|
|
Steam for power generation
|
|
|
Total
|
|
|
|
|
|
|
|
|
1,238
|
|
6,380
|
|
|
|
|
(1)
|
Cokemaking capacity represents stated capacity for production of blast furnace coke. The Middletown coke sales agreement provides for coke sales on a “run of oven” basis, which include both blast furnace coke and small coke. Middletown capacity on a “run of oven” basis is
578 thousand
tons per year.
|
|
(2)
|
Cokemaking capacity respresents 100 percent of VISA SunCoke, our 49 percent joint venture with VISA Steel.
|
|
•
|
We were formed as a wholly-owned subsidiary of Sunoco in
2010
. On
July 18, 2011
(the “Separation Date”), Sunoco contributed the subsidiaries, assets and liabilities that were primarily related to its cokemaking and coal mining operations to us in exchange for shares of our common stock. As of such date, Sunoco owned
100 percent
of our common stock. On
July 26, 2011
, we completed an initial public offering (“IPO”) of
13,340,000
shares of our common stock, or
19.1 percent
of our outstanding common stock. Following the IPO, Sunoco continued to own
56,660,000
shares of our common stock, or
80.9 percent
of our outstanding common stock.
|
|
•
|
On the Distribution Date, Sunoco made a pro-rata, tax free distribution (the “Distribution”) of the remaining shares of our common stock that it owned in the form of a special stock dividend to Sunoco shareholders. Sunoco shareholders received
0.53046456
of a share of common stock for every share of Sunoco common stock held as of the close of business on
January 5, 2012
, the record date for the Distribution. After the Distribution, Sunoco ceased to own any shares of our common stock.
|
|
•
|
Formation of a Master Limited Partnership.
On
January 24, 2013
, we completed the initial public offering of a master limited partnership (“the Partnership”) through the sale of
13,500,000
common units of limited partner interests in the Partnership in exchange for
$231.8 million
of net proceeds (the "Partnership offering"). Upon the closing of the Partnership offering, we own the general partner of the Partnership, which consists of a
2.0 percent
|
|
•
|
International growth strategy
. On
March 18, 2013
, we completed the transaction to form a joint venture with VISA Steel in India. VISA SunCoke is comprised of a
440 thousand
ton heat recovery cokemaking facility and the facility's associated steam generation units in Odisha, India. We invested
$67.7 million
to acquire a
49 percent
interest in VISA SunCoke, with VISA Steel holding the remaining
51 percent
. The investment is accounted for under the equity method under which investments are initially recorded at cost. We recognize our share of earnings in VISA SunCoke on a one-month lag. VISA SunCoke will sell approximately one-third of its production to VISA Steel with the remainder being sold on the spot market. The Company continues to pursue additional investment opportunities to grow our international footprint in India.
|
|
•
|
Coal handling transactions.
On August 30, 2013, the Partnership completed its acquisition of the assets and business operations of Lakeshore Coal Handling Corporation ("Lakeshore"), now called SunCoke Lake Terminal LLC ("Lake Terminal") for $28.6 million. Prior to the acquisition, the entity that owns SunCoke's Indiana Harbor cokemaking operations was a customer of Lakeshore and held the purchase rights to Lakeshore. Concurrent with the closing of the transaction, the Partnership paid $1.8 million to DTE Energy Company, the third party investor owning a 15 percent interest in the entity that owns Indiana Harbor in consideration for assigning its share of the Lake Terminal buyout rights to the Partnership. The Partnership recognized this payment in selling, general, and administrative expenses on the Consolidated Statement of Income during the period. We expect Adjusted EBITDA of approximately $1.3 million from Lake Terminal during the balance of 2013.
|
|
•
|
ArcelorMittal contract extension.
Effective October 1, 2013, the Company entered into a 10-year extension of its existing Indiana Harbor coke sales agreement to provide 1.22 million tons of coke annually to ArcelorMittal. Key provisions of the extension agreement are substantially similar to the existing agreement, including continuing the pass-through of coal costs, reimbursement of operating and maintenance expenses subject to certain metrics, and an increased fixed fee per ton of coke produced to recognize the approximately $85 million in new capital being deployed to refurbish and upgrade the Company’s Indiana Harbor cokemaking facility. We expect an increase in Adjusted EBITDA of approximately $4 million in the balance of 2013 related to the change in terms.
|
|
•
|
AK Steel Middletown outage.
We cooperated with AK Steel on its projected second half of 2013 coke needs after a blast furnace outage at their Middletown plant in the second quarter of 2013. Specifically, due to this outage, we agreed to manage production at our Haverhill cokemaking facility to be consistent with annual contract maximums and to temporarily scale back coke production at our Middletown facility to name plate capacity levels in the second half of 2013. In addition, we plan to provide AK Steel extended payment terms on December 2013 coke production of 50 thousand tons, resulting in a shift of approximately
$20 million
in expected operating cash flow from 2013 to early 2014. The scale back in production had an estimated $0.9 million effect on Adjusted EBITDA during the third quarter of 2013, and we expect a $0.6 million effect on Adjusted EBITDA in the fourth quarter 2013.
|
|
•
|
Revenues decreased
18.7 percent
in the
three months ended September 30, 2013
to
$390.5 million
primarily due to the pass-through of lower coal prices in our cokemaking business and an approximate
$46
per ton decline in average coal sales price partly offset by higher coal sales volume.
|
|
•
|
Net income attributable to stockholders decreased
$25.4 million
for the
three months ended September 30, 2013
, to
$6.2 million
, or
$0.09
per share, compared with the
three months ended September 30, 2012
. This decrease is due to the following items:
|
|
◦
|
weakness in our Coal Mining segment;
|
|
◦
|
increased income attributable to noncontrolling interest due to the creation of the Partnership;
|
|
◦
|
higher depreciation related to capital expenditures as well as accelerated depreciation taken on certain assets at our Indiana Harbor facility due to a change in their estimated useful lives as a major refurbishment is underway; and
|
|
◦
|
increased corporate expenses reflecting higher legal expenses and higher incentive stock compensation and public company costs associated with the Partnership.
|
|
•
|
Adjusted EBITDA was
$50.7 million
in the
three months ended September 30, 2013
compared to
$73.7 million
in the same period prior year, a decrease of
$23.0 million
. This decrease was driven primarily by weakness in our Coal Mining segment.
|
|
•
|
Middletown Cokemaking Operations.
We commenced operations at our Middletown, Ohio cokemaking facility in
October 2011
and reached full production during the
first
quarter of
2012
. In the
nine months ended September 30, 2013
, the Middletown cokemaking facility produced
463 thousand
tons of coke and contributed
$198.9 million
and
$58.3 million
to revenues and Adjusted EBITDA, respectively. This compares to production of
449 thousand
tons of coke and contributions of
$217.2 million
and
$42.3 million
to revenues and Adjusted EBITDA, respectively, in the
nine months ended September 30, 2012
. Middletown revenue and Adjusted EBITDA for the nine months ended September 30, 2013 benefited from increased operating cost recovery of
$4.9 million
due to the change from a fixed operating fee per ton to a budgeted amount per ton based on the expected full recovery of operational and maintenance costs. Middletown Adjusted EBITDA for the nine months ended September 30, 2012 included higher costs and lower than expected coal-to-coke yield performance of
$7.0 million
, of which
$4.0 million
related to start up activities.
|
|
•
|
Interest Expense, net.
In connection with the closing of the Partnership offering in the first quarter of
2013
, the Partnership repaid
$225.0 million
of our seven-year term loan ("Term Loan") and we entered into an amendment to our credit agreement ("Credit Agreement"). The weighted average interest rate for borrowings outstanding under the Term Loan during 2013 and
2012
was
4.07 percent
. In conjunction with the repayment, we incurred a charge of approximately
$2.9 million
representing the write-off of unamortized debt issuance costs and original issue discount related to the portion of the Term Loan that was extinguished.
|
|
•
|
Indiana Harbor Cokemaking Operations.
In the fourth quarter of 2011, we clarified the interpretation of certain contract and billing items with our customer. In the nine months ended September 30, 2012, the Company recorded a $2.8 million charge for a reduction in coke inventory in conjunction with work performed to address the contract and billing issues.
|
|
•
|
Income Taxes.
During the nine months ended September 30, 2013, we recorded a benefit of
$1.7 million
in provision-to-return adjustments as well as recorded a charge of $0.4 million associated with local income taxes due for our Middletown operations. We also recorded tax expense of
$1.4 million
for an adjustment to our valuation allowance associated with deferred tax assets related to state and local taxes. Additionally, as part of provisions of our tax sharing agreement with Sunoco, we recognized
$1.7 million
of income tax expense to settle potential obligations. We will continue to monitor obligations under the provisions of the tax sharing agreement with Sunoco and will record adjustments as an income tax expense with a corresponding payable due to Sunoco. Prior to
December 31, 2012
, amounts due to Sunoco were reflected as a reduction to SunCoke Energy's equity accounts. We previously estimated our effective tax rate for
2013
to be between
7 percent
and
14 percent
. As a result of these items, we estimate our full-year effective tax rate to be in the range of
14 percent
to
20 percent
.
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30
|
||||||||||||
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
|
|
(Dollars in millions)
|
||||||||||||||
|
Revenues
|
|
|
|
|
|
|
|
|
||||||||
|
Sales and other operating revenue
|
|
$
|
389.9
|
|
|
$
|
480.1
|
|
|
$
|
1,245.0
|
|
|
$
|
1,421.4
|
|
|
Other income, net
|
|
0.6
|
|
|
0.4
|
|
|
3.1
|
|
|
1.3
|
|
||||
|
Total revenues
|
|
390.5
|
|
|
480.5
|
|
|
1,248.1
|
|
|
1,422.7
|
|
||||
|
Costs and operating expenses
|
|
|
|
|
|
|
|
|
|
|||||||
|
Cost of products sold and operating expenses
|
|
316.5
|
|
|
388.9
|
|
|
1,031.3
|
|
|
1,174.6
|
|
||||
|
Selling, general and administrative expenses
|
|
23.5
|
|
|
20.0
|
|
|
65.9
|
|
|
61.2
|
|
||||
|
Depreciation, depletion and amortization
|
|
23.2
|
|
|
18.9
|
|
|
70.5
|
|
|
57.5
|
|
||||
|
Total costs and operating expenses
|
|
363.2
|
|
|
427.8
|
|
|
1,167.7
|
|
|
1,293.3
|
|
||||
|
Operating income
|
|
27.3
|
|
|
52.7
|
|
|
80.4
|
|
|
129.4
|
|
||||
|
Interest expense, net
|
|
12.1
|
|
|
12.2
|
|
|
40.0
|
|
|
36.0
|
|
||||
|
Income before income tax expense and loss from equity method investment
|
|
15.2
|
|
|
40.5
|
|
|
40.4
|
|
|
93.4
|
|
||||
|
Income tax expense
|
|
0.6
|
|
|
7.6
|
|
|
6.5
|
|
|
19.9
|
|
||||
|
Loss from equity method investment
|
|
2.3
|
|
|
—
|
|
|
2.5
|
|
|
—
|
|
||||
|
Net income
|
|
12.3
|
|
|
32.9
|
|
|
31.4
|
|
|
73.5
|
|
||||
|
Less: Net income attributable to noncontrolling interests
|
|
6.1
|
|
|
1.3
|
|
|
17.4
|
|
|
2.3
|
|
||||
|
Net income attributable to SunCoke Energy, Inc.
|
|
$
|
6.2
|
|
|
$
|
31.6
|
|
|
$
|
14.0
|
|
|
$
|
71.2
|
|
|
•
|
Domestic Coke consists of our Jewell, Indiana Harbor, Haverhill, Granite City and Middletown cokemaking and heat recovery operations located in Vansant, Virginia, East Chicago, Indiana, Franklin Furnace, Ohio, Granite City, Illinois, and Middletown, Ohio, respectively.
|
|
•
|
Brazil Coke consists of our operations in Vitória, Brazil, where we operate a cokemaking facility for a Brazilian subsidiary of ArcelorMittal;
|
|
•
|
India Coke consists of our cokemaking joint venture with Visa Steel in Odisha, India.
|
|
•
|
Coal Mining consists of our metallurgical coal mining activities conducted in Virginia and West Virginia.
|
|
•
|
Coal Logistics consists of our coal handling and blending services in East Chicago, Indiana and will include KRT which closed on October 1, 2013.
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
|
|
(Dollars in millions)
|
||||||||||||||
|
Sales and other operating revenues:
|
|
|
|
|
|
|
|
|
||||||||
|
Domestic Coke
|
|
$
|
364.8
|
|
|
$
|
462.9
|
|
|
$
|
1,168.8
|
|
|
$
|
1,356.6
|
|
|
Brazil Coke
|
|
8.2
|
|
|
8.3
|
|
|
25.9
|
|
|
27.3
|
|
||||
|
Coal Mining
|
|
16.8
|
|
|
8.9
|
|
|
50.2
|
|
|
37.5
|
|
||||
|
Coal Mining intersegment sales
|
|
35.7
|
|
|
56.2
|
|
|
100.8
|
|
|
152.5
|
|
||||
|
Coal Logistics
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
||||
|
Coal Logistics intersegment sales
|
|
1.0
|
|
|
—
|
|
|
1.0
|
|
|
—
|
|
||||
|
Elimination of intersegment sales
|
|
(36.7
|
)
|
|
(56.2
|
)
|
|
(101.8
|
)
|
|
(152.5
|
)
|
||||
|
Total
|
|
$
|
389.9
|
|
|
$
|
480.1
|
|
|
$
|
1,245.0
|
|
|
$
|
1,421.4
|
|
|
Adjusted EBITDA
(1)
:
|
|
|
|
|
|
|
|
|
||||||||
|
Domestic Coke
|
|
$
|
64.3
|
|
|
$
|
69.8
|
|
|
$
|
186.7
|
|
|
$
|
187.0
|
|
|
Brazil Coke
|
|
1.5
|
|
|
0.9
|
|
|
4.7
|
|
|
1.7
|
|
||||
|
India Coke
|
|
(2.1
|
)
|
|
—
|
|
|
(1.3
|
)
|
|
—
|
|
||||
|
Coal Mining
|
|
(2.6
|
)
|
|
10.7
|
|
|
(9.8
|
)
|
|
27.4
|
|
||||
|
Coal Logistics
|
|
0.7
|
|
|
—
|
|
|
0.7
|
|
|
—
|
|
||||
|
Corporate and Other
|
|
(11.1
|
)
|
|
(7.7
|
)
|
|
(25.6
|
)
|
|
(20.1
|
)
|
||||
|
Total
|
|
$
|
50.7
|
|
|
$
|
73.7
|
|
|
$
|
155.4
|
|
|
$
|
196.0
|
|
|
Coke Operating Data:
|
|
|
|
|
|
|
|
|
||||||||
|
Domestic Coke capacity utilization (%)
|
|
101
|
|
|
103
|
|
|
101
|
|
|
103
|
|
||||
|
Domestic Coke production volumes (thousands of tons)
(2)
|
|
1,081
|
|
|
1,097
|
|
|
3,213
|
|
|
3,260
|
|
||||
|
Domestic Coke sales volumes (thousands of tons)
|
|
1,084
|
|
|
1,116
|
|
|
3,216
|
|
|
3,268
|
|
||||
|
Domestic Coke Adjusted EBITDA per ton
(3)
|
|
$
|
59.32
|
|
|
$
|
62.54
|
|
|
$
|
58.05
|
|
|
$
|
57.22
|
|
|
Brazilian Coke production—operated facility (thousands of tons)
|
|
221
|
|
|
310
|
|
|
654
|
|
|
970
|
|
||||
|
Indian Coke sales (thousands of ton)
(4)
|
|
97
|
|
|
—
|
|
|
149
|
|
|
—
|
|
||||
|
Coal Operating Data
(5)
:
|
|
|
|
|
|
|
|
|
||||||||
|
Coal sales volumes (thousands of tons):
|
|
|
|
|
|
|
|
|
||||||||
|
Internal use
|
|
302
|
|
|
322
|
|
|
860
|
|
|
862
|
|
||||
|
Third parties
|
|
131
|
|
|
70
|
|
|
403
|
|
|
268
|
|
||||
|
Total
|
|
433
|
|
|
392
|
|
|
1,263
|
|
|
1,130
|
|
||||
|
Coal production (thousands of tons)
|
|
351
|
|
|
349
|
|
|
1,067
|
|
|
1,125
|
|
||||
|
Purchased coal (thousands of tons)
|
|
110
|
|
|
10
|
|
|
219
|
|
|
33
|
|
||||
|
Coal sales price per ton (excludes transportation costs)
(6)
|
|
$
|
119.64
|
|
|
$
|
165.17
|
|
|
$
|
118.12
|
|
|
$
|
167.71
|
|
|
Coal cash production cost per ton
(7)
|
|
$
|
122.80
|
|
|
$
|
142.56
|
|
|
$
|
122.23
|
|
|
$
|
143.12
|
|
|
Purchased coal cost per ton
(8)
|
|
$
|
109.52
|
|
|
$
|
106.12
|
|
|
$
|
108.43
|
|
|
$
|
88.09
|
|
|
Total coal production cost per ton
(9)
|
|
$
|
135.61
|
|
|
$
|
145.42
|
|
|
$
|
134.13
|
|
|
$
|
150.52
|
|
|
(1)
|
See definition of Adjusted EBITDA and reconciliation to GAAP at the end of this Item.
|
|
(2)
|
Excludes
22 thousand
tons of consigned coke sales in the
three and nine months ended September 30, 2013
, and
15 thousand
and
42 thousand
tons of consigned coke sales in the
three and nine months ended September 30, 2012
, respectively.
|
|
(3)
|
Reflects Domestic Coke Adjusted EBITDA divided by Domestic Coke sales volumes.
|
|
(4)
|
Represents
100%
of VISA SunCoke sales volumes.
|
|
(5)
|
Includes production from Company and contract-operated mines.
|
|
(6)
|
Includes sales to affiliates.
|
|
(7)
|
Mining and preparation costs, excluding depreciation, depletion and amortization, divided by coal production volume. Prior periods have been restated for a change in allocation methodology which resulted in additional costs being allocated to purchased coal.
|
|
(8)
|
Costs of purchased raw coal divided by purchased coal volume. Prior periods have been restated for a change in allocation methodology which resulted in additional costs being allocated to purchased coal.
|
|
(9)
|
Cost of mining and preparation costs, purchased raw coal costs, and depreciation, depletion and amortization divided by coal sales volume. Depreciation, depletion and amortization per ton were
$12.93
and
$10.94
for the
three months ended September 30, 2013
and
2012
, respectively and
$12.59
and
$11.19
for the
nine months ended September 30, 2013
and
2012
, respectively.
|
|
|
|
Nine Months Ended September 30,
|
||||||
|
|
|
2013
|
|
2012
|
||||
|
|
|
(Dollars in millions)
|
||||||
|
Net cash provided by operating activities
|
|
$
|
87.6
|
|
|
$
|
77.8
|
|
|
Net cash used in investing activities
|
|
(191.9
|
)
|
|
(40.6
|
)
|
||
|
Net cash provided by (used in) financing activities
|
|
133.9
|
|
|
(6.9
|
)
|
||
|
Net increase in cash and cash equivalents
|
|
$
|
29.6
|
|
|
$
|
30.3
|
|
|
•
|
ongoing capital expenditures required to maintain equipment reliability, the integrity and safety of our coke ovens, steam generators and coal mines and to comply with environmental regulations;
|
|
•
|
environmental remediation capital expenditures required to implement design changes to ensure that our existing facilities operate in accordance with existing environmental permits; and
|
|
•
|
expansion capital expenditures to acquire and/or construct complementary assets to grow our business and to expand existing facilities, such as projects that increase coal production from existing mines and increase coke production from existing facilities, as well as capital expenditures made to enable the renewal of a coke sales agreement and on which we expect to earn a reasonable return.
|
|
|
|
Nine Months Ended September 30,
|
||||||
|
|
|
2013
|
|
2012
|
||||
|
|
|
(Dollars in millions)
|
||||||
|
Ongoing capital
|
|
$
|
30.2
|
|
|
$
|
39.7
|
|
|
Environmental remediation capital
|
|
14.7
|
|
|
—
|
|
||
|
Expansion capital
(1)
:
|
|
|
|
|
||||
|
Indiana Harbor
|
|
50.7
|
|
|
—
|
|
||
|
Coal Mining
|
|
—
|
|
|
0.9
|
|
||
|
Total
|
|
$
|
95.6
|
|
|
$
|
40.6
|
|
|
(1)
|
Excludes the investment in VISA SunCoke and acquisition of Lake Terminal
|
|
•
|
does not reflect our cash expenditures, or future requirements, for capital expenditures or contractual commitments;
|
|
•
|
does not reflect changes in, or cash requirements for, working capital needs;
|
|
•
|
does not reflect our interest expense, or the cash requirements necessary to service interest on or principal payments of our debt;
|
|
•
|
does not reflect certain other non-cash income and expenses;
|
|
•
|
excludes income taxes that may represent a reduction in available cash; and
|
|
•
|
includes net income (loss) attributable to noncontrolling interests.
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
|
|
(Dollars in millions)
|
||||||||||||||
|
Adjusted EBITDA attributable to SunCoke Energy, Inc.
|
|
$
|
40.8
|
|
|
$
|
72.6
|
|
|
$
|
126.4
|
|
|
$
|
194.5
|
|
|
Add: Adjusted EBITDA attributable to noncontrolling interest
(1)
|
|
9.9
|
|
|
1.1
|
|
|
29.0
|
|
|
1.5
|
|
||||
|
Adjusted EBITDA
|
|
$
|
50.7
|
|
|
$
|
73.7
|
|
|
$
|
155.4
|
|
|
$
|
196.0
|
|
|
Subtract:
|
|
|
|
|
|
|
|
|
||||||||
|
Adjustments to loss from equity method investment
|
|
0.3
|
|
|
—
|
|
|
1.3
|
|
|
—
|
|
||||
|
Depreciation, depletion and amortization
|
|
23.2
|
|
|
18.9
|
|
|
70.5
|
|
|
57.5
|
|
||||
|
Interest expense, net
|
|
12.1
|
|
|
12.2
|
|
|
40.0
|
|
|
36.0
|
|
||||
|
Income tax expense
|
|
0.6
|
|
|
7.6
|
|
|
6.5
|
|
|
19.9
|
|
||||
|
Sales discounts provided to customers due to sharing of nonconventional fuel tax credits
|
|
2.2
|
|
|
2.1
|
|
|
5.7
|
|
|
9.1
|
|
||||
|
Net income
|
|
$
|
12.3
|
|
|
$
|
32.9
|
|
|
$
|
31.4
|
|
|
$
|
73.5
|
|
|
(1)
|
Reflects net income attributable to noncontrolling interest adjusted for the noncontrolling interest share of interest, taxes, depreciation and amortization.
|
|
|
|
2013
|
||||||
|
|
|
Low
|
|
High
|
||||
|
Adjusted EBITDA attributable to SunCoke Energy, Inc.
|
|
$
|
175
|
|
|
$
|
188
|
|
|
Add: Adjusted EBITDA attributable to noncontrolling interest
(1)
|
|
40
|
|
|
42
|
|
||
|
Estimated 2013 Adjusted EBITDA
|
|
$
|
215
|
|
|
$
|
230
|
|
|
Subtract:
|
|
|
|
|
||||
|
Sales discounts provided to customers due to sharing of nonconventional fuel tax credits
|
|
7
|
|
|
7
|
|
||
|
Adjustments to loss from equity method investment
(2)
|
|
—
|
|
|
3
|
|
||
|
Estimated 2013 EBITDA
|
|
208
|
|
|
220
|
|
||
|
Subtract:
|
|
|
|
|
||||
|
Depreciation, depletion and amortization
|
|
96
|
|
|
95
|
|
||
|
Interest expense, net
|
|
54
|
|
|
54
|
|
||
|
Income tax expense
|
|
7
|
|
|
14
|
|
||
|
Net income
|
|
$
|
51
|
|
|
$
|
57
|
|
|
(1)
|
Reflects net income attributable to noncontrolling interest adjusted for the noncontrolling interest share of interest, taxes, depreciation and amortization.
|
|
(2)
|
Reflects estimated pro-rata
2013
earnings related to our equity method investment in VISA SunCoke.
|
|
•
|
changes in levels of production, production capacity, pricing and/or margins for coal and coke;
|
|
•
|
variation in availability, quality and supply of metallurgical coal used in the cokemaking process, including as a result of non-performance by our suppliers;
|
|
•
|
changes in the marketplace that may affect supply and demand for our metallurgical coal and/or coke products, including increased exports of coke from foreign producers;
|
|
•
|
competition from alternative steelmaking and cokemaking technologies that have the potential to reduce or eliminate the use of metallurgical coke;
|
|
•
|
our dependence on, relationships with, and other conditions affecting, our customers;
|
|
•
|
volatility, cyclical downturns and other change in the business climate and market for coal, affecting customers or potential customers for the Partnership's coal logistics business;
|
|
•
|
severe financial hardship or bankruptcy of one or more of our major customers, or the occurrence of a customer default or other event affecting our ability to collect payments from our customers;
|
|
•
|
our significant equity interest in the Partnership;
|
|
•
|
volatility and cyclical downturns in the carbon steel industry and other industries in which our customers operate;
|
|
•
|
our ability to enter into new, or renew existing, long-term agreements upon favorable terms for the supply of metallurgical coke to domestic and/or foreign steel producers;
|
|
•
|
our ability to identify acquisitions, execute them under favorable terms, and integrate them into our existing business operations;
|
|
•
|
our ability to develop, design, permit, construct, start up, or operate new cokemaking facilities in the United States;
|
|
•
|
our ability to successfully implement our international growth strategy;
|
|
•
|
our ability to realize expected benefits from investments and acquisitions, including our investment in the Indian joint venture;
|
|
•
|
age of, and changes in the reliability, efficiency and capacity of the various equipment and operating facilities used in our coal mining and/or cokemaking operations, and in the operations of our subsidiaries major customers, business partners and/or suppliers;
|
|
•
|
changes in the expected operating levels of our assets;
|
|
•
|
our ability to meet minimum volume requirements, coal-to-coke yield standards and coke quality requirements in our coke sales agreements;
|
|
•
|
changes in the level of capital expenditures or operating expenses, including any changes in the level of environmental capital, operating or remediation expenditures;
|
|
•
|
our ability to service our outstanding indebtedness;
|
|
•
|
our ability to comply with the restrictions imposed by our financing arrangements;
|
|
•
|
nonperformance or force majeure by, or disputes with, or changes in contract terms with, major customers, suppliers, dealers, distributors or other business partners;
|
|
•
|
availability of skilled employees for our coal mining and/or cokemaking operations, and other workplace factors;
|
|
•
|
effects of railroad, barge, truck and other transportation performance and costs, including any transportation disruptions;
|
|
•
|
effects of adverse events relating to the operation of our facilities and to the transportation and storage of hazardous materials (including equipment malfunction, explosions, fires, spills, and the effects of severe weather conditions);
|
|
•
|
our ability to enter into joint ventures and other similar arrangements under favorable terms;
|
|
•
|
changes in the availability and cost of equity and debt financing;
|
|
•
|
impact on our liquidity and ability to raise capital as a result of changes in the credit ratings assigned to our indebtedness;
|
|
•
|
changes in credit terms required by our suppliers;
|
|
•
|
risks related to labor relations and workplace safety;
|
|
•
|
changes in, or new, statutes, regulations, governmental policies and taxes, or their interpretations, including those relating to environmental matters;
|
|
•
|
the existence of hazardous substances or other environmental contamination on property owned or used by us;
|
|
•
|
the availability of future permits authorizing the disposition of certain mining waste;
|
|
•
|
claims of noncompliance with any statutory and regulatory requirements;
|
|
•
|
changes in the status of, or initiation of new litigation, arbitration, or other proceedings to which we are a party or liability resulting from such litigation, arbitration, or other proceedings;
|
|
•
|
historical combined and consolidated financial data may not be reliable indicator of future results;
|
|
•
|
effects resulting from our separation from Sunoco, Inc.;
|
|
•
|
public company costs;
|
|
•
|
our indebtedness and certain covenants in our debt documents;
|
|
•
|
our ability to secure new coal supply agreements or to renew existing coal supply agreements;
|
|
•
|
our ability to acquire or develop coal reserves in an economically feasible manner;
|
|
•
|
defects in title or the loss of one or more mineral leasehold interests;
|
|
•
|
disruptions in the quantities of coal produced by our contract mine operators;
|
|
•
|
our ability to obtain and renew mining permits, and the availability and cost of surety bonds needed in our coal mining operations;
|
|
•
|
changes in product specifications for either the coal or coke that we produce;
|
|
•
|
changes in insurance markets impacting costs and the level and types of coverage available, and the financial ability of our insurers to meet their obligations;
|
|
•
|
changes in accounting rules and/or tax laws or their interpretations, including the method of accounting for inventories, leases and/or pensions;
|
|
•
|
volatility in foreign currency exchange rates affecting the markets and geographic regions in which we conduct business;
|
|
•
|
changes in financial markets impacting pension expense and funding requirements;
|
|
•
|
the accuracy of our estimates of reclamation and other mine closure obligations; and
|
|
•
|
effects of geologic conditions, weather, or natural disasters.
|
|
•
|
The demand for thermal coal can be impacted by changes in the energy consumption pattern of industrial consumers, electricity generators and residential users, as well as weather conditions. The amount of thermal coal consumed for electric power generation is affected primarily by the overall demand for electricity, the availability, quality and price of competing fuels for power generation, and governmental regulation. Natural gas-fueled generation has the potential to displace coal-fueled generation, particularly from older, less efficient coal-powered generators. State and federal mandates for increased use of electricity from renewable energy sources, or the retrofitting of existing coal-fired generators with pollution control systems, also could adversely impact the demand for thermal coal. Finally, unusually warm winter weather may reduce the commercial and residential needs for heat and electricity which, in turn, may reduce the demand for thermal coal; and
|
|
•
|
The demand for metallurgical coal for use in the steel industry may be impacted adversely by economic downturns resulting in decreased demand for steel and an overall decline in steel production. A decline in blast furnace production of steel may reduce the demand for furnace coke, an intermediate product made from metallurgical coal. Decreased demand for metallurgical coal also may result from increased steel industry utilization of processes that do not use, or reduce the need for, furnace coke, such as electric arc furnaces, or blast furnace injection of pulverized coal or natural gas.
|
|
•
|
geological, hydrologic, or other conditions that may cause damage to infrastructure or personnel;
|
|
•
|
a major incident that causes all or part of the coal logistics operations at a site to cease for a period of time;
|
|
•
|
processing and plant equipment failures and unexpected maintenance problems;
|
|
•
|
adverse weather and natural disasters, such as heavy rains or snow, flooding and other natural events affecting coal logistics operations, transportation, or customers;
|
|
•
|
demand for electricity in the United States is impacted by industrial production, which if weakened would negatively impact the revenues, margins and profitability of our coal logistics business;
|
|
•
|
demand for metallurgical coal depends on steel demand in the United States and globally, which if weakened would negatively impact the revenues, margins and profitability of our coal logistics business;
|
|
•
|
the tightening of credit or lack of credit availability to our customers could adversely affect our ability to collect our trade receivables; and
|
|
•
|
our ability to access the capital markets may be restricted at a time when we would like, or need, to raise capital for our business including for potential acquisitions, or other growth opportunities.
|
|
Period
|
|
Total Number
of Shares
Purchased
|
|
|
|
Average
Price Paid
per Share
|
|
Total Number
of Shares
Purchased as
Part of Publicly
Announced
Plans or
Programs
(1)
|
|
Maximum
Number of
Shares that
May Yet Be
Purchased
under the
Plans or
Programs
(1)
|
|||||
|
|
|
|
|||||||||||||
|
July 1 - 31, 2013
|
|
3,706
|
|
|
|
|
$
|
13.91
|
|
|
—
|
|
|
2,800,383
|
|
|
August 1 - 31, 2013
|
|
500,000
|
|
|
|
|
$
|
16.04
|
|
|
500,000
|
|
|
2,300,383
|
|
|
September 1 - 30, 2013
|
|
—
|
|
|
|
|
$
|
—
|
|
|
—
|
|
|
2,300,383
|
|
|
For the quarter ended September 30, 2013
|
|
503,706
|
|
|
(2)
|
|
|
|
|
|
|
||||
|
(1)
|
On February 29, 2012, we reported that our Board of Directors authorized the repurchase of up to
3,500,000
shares of the Company’s common stock in order to counter the dilutive impact of exercised stock options and the vesting of restricted stock grants. Such authorization expires on December 31, 2015.
|
|
(2)
|
Includes shares repurchased to satisfy participants’ tax withholding obligations, pursuant to the terms of our Long-Term Performance Enhancement Plan.
|
|
SunCoke Energy, Inc.
Investor Relations
1011 Warrenville Road
Suite 600
Lisle, Illinois 60532
|
|
|
|
|
|
SunCoke Energy, Inc.
|
|
|
|
|
|
|
||
|
Dated: October 30, 2013
|
|
|
|
By:
|
/s/ Mark E. Newman
|
|
|
|
|
|
|
Mark E. Newman
|
|
|
|
|
|
|
Senior Vice President and Chief Financial Officer
(As Principal Financial Officer and
Duly Authorized Officer of SunCoke Energy, Inc.)
|
|
10.1*
†
|
|
Amended and Restated Coke Purchase Agreement, dated as of February 19, 1998, by and between Indiana Harbor Coke Company, L.P. and ArcelorMittal USA Inc. (f/k/a Inland Steel Company)
|
|
|
|
|
|
10.2*
†
|
|
Amendment No. 2 to Amended and Restated Coke Purchase Agreement, dated as of March 31, 2001, by and between Indiana Harbor Coke Company, L.P. and ArcelorMittal USA Inc. (f/k/a Inland Steel Company)
|
|
|
|
|
|
10.3*
†
|
|
Supplement to Amended and Restated Coke Purchase Agreement, dated as of February 3, 2011, by and between Indiana Harbor Coke Company, L.P. and ArcelorMittal USA Inc. (f/k/a Inland Steel Company)
|
|
|
|
|
|
10.4*
†
|
|
Extension Agreement, dated as of September 5, 2013, by and between Indiana Harbor Coke Company, L.P. and ArcelorMittal USA Inc.
|
|
|
|
|
|
31.1*
|
|
Chief Executive Officer Certification Pursuant to Exchange Act Rule 13a-14(a) or Rule 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
31.2*
|
|
Chief Financial Officer Certification Pursuant to Exchange Act Rule 13a-14(a) or Rule 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
32.1*
|
|
Chief Executive Officer Certification Pursuant to Exchange Act Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code, as Adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
32.2*
|
|
Chief Financial Officer Certification Pursuant to Exchange Act Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code, as Adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
95.1*
|
|
Mine Safety Disclosures
|
|
|
|
|
|
101
|
|
The following financial statements from SunCoke Energy, Inc.’s Quarterly Report on Form 10-Q for the three and nine months ended September 30, 2013, filed with the Securities and Exchange Commission on October 30, 2013, formatted in XBRL (eXtensible Business Reporting Language is attached to this report): (i) the Condensed and Consolidated Statements of Operations; (ii) the Condensed and Consolidated Balance Sheets; (iii) the Condensed and Consolidated Statements of Cash Flows; and, (iv) the Notes to Condensed and Consolidated Financial Statements. Users of this data are advised pursuant to Rule 406T of Regulation S-T that this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of section 18 of the Securities and Exchange Act of 1934, and otherwise is not subject to liability under these sections.
|
|
*
|
Filed herewith.
|
|
†
|
Certain portions have been omitted pursuant to a confidential treatment request filed October 30, 2013. The omitted information has been filed separately with the Securities and Exchange Commission.
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|