Genesis Energy, L.P. Reports Fourth Quarter 2022 Results
Genesis Energy, L.P. (NYSE: GEL) reported strong fourth-quarter results for 2022 with a net income of $42 million, reversing a net loss of $68.3 million in 2021. Operating cash flows totaled $81.8 million, while total segment margin reached $197.1 million. The company declared cash distributions on preferred units amounting to approximately $24 million. Adjusted EBITDA was $180.2 million, exceeding internal expectations despite unplanned downtime costing $10 million. Looking ahead, Genesis anticipates adjusted EBITDA of $780-$810 million for 2023, benefiting from a tight soda ash market and strong marine transportation demand.
- Net income improved to $42 million in Q4 2022 from a net loss of $68.3 million in Q4 2021.
- Adjusted EBITDA of $180.2 million surpassed internal expectations.
- Total segment margin increased to $197.1 million.
- Anticipated 2023 adjusted EBITDA of $780-$810 million indicates strong growth potential.
- Secured pricing for 85% of expected soda ash sales volumes, potentially increasing revenue.
- Operating cash flows decreased to $81.8 million in Q4 2022 from $95.6 million in Q4 2021.
- Unplanned downtime impacted results by approximately $10 million.
- High leverage ratio of 4.14 times remains a concern.
We generated the following financial results for the fourth quarter of 2022:
-
Net Income Attributable to
Genesis Energy, L.P. of for the fourth quarter of 2022 compared to Net Loss Attributable to$42.0 million Genesis Energy, L.P. of for the same period in 2021.$68.3 million -
Cash Flows from Operating Activities of
for the fourth quarter of 2022 compared to$81.8 million for the same period in 2021.$95.6 million -
We declared cash distributions on our preferred units of
for each preferred unit, which equates to a cash distribution of approximately$0.94 73 and is reflected as a reduction to Available Cash before Reserves to common unitholders.$24.0 million -
Available Cash before Reserves to common unitholders of
for the fourth quarter of 2022, which provided 4.52X coverage for the quarterly distribution of$83.1 million per common unit attributable to the fourth quarter.$0.15 -
Total Segment Margin of
for the fourth quarter of 2022.$197.1 million -
Adjusted EBITDA of
for the fourth quarter of 2022.$180.2 million -
Adjusted Consolidated EBITDA of
for the trailing twelve months ended$736.3 million December 31, 2022 and a bank leverage ratio of 4.14X, both calculated in accordance with our senior secured credit agreement and discussed further in this release.
As we look forward to 2023, the fundamentals and macro conditions across our largest businesses continue to be as positive as we have ever seen them in our careers, and we believe this backdrop provides the foundation for us to continue to improve our balance sheet, generate increasing amounts of free cash flow from operations and deliver value for everyone in our capital structure in the coming years. We continue to see a significant amount of activity in the
Based on what I mentioned above, and our visibility into 2023, we now expect to generate Adjusted EBITDA this year in the range of
Given this backdrop, in mid-January we opportunistically accessed the capital markets and successfully priced an offering of
Importantly, with these steps, we now have no maturities of long-term debt until late 2025, and when combined with our clear line of sight to increasing amounts of free cash flow from operations, we believe we are well positioned with ample liquidity and financial flexibility to complete the remaining spend associated with our Granger soda ash expansion project in 2023, as well as complete the construction of the SYNC lateral and CHOPS expansion projects in the
With that, I would like to next discuss our individual business segments and focus on their recent and expected performance in more detail.
Our offshore pipeline transportation segment performed in-line with our expectations despite experiencing more than expected producer downtime and maintenance at multiple major production facilities connected to our systems which negatively impacted our financial results by approximately
Volumes from Murphy Oil’s operated King’s Quay development continued to exceed our expectations with production from their initial 7 well program producing approximately 115,000 barrels of oil equivalent per day, which is some
These larger developments, along with other in-field development drilling and other sub-sea tiebacks to production facilities connected to our critical infrastructure, will provide a bridge to the next wave of volumes which includes the approximately 160,000 barrels of oil per day of production handling capacity we expect in late 2024 and early 2025 from our recently contracted developments, Shenandoah and
We continue to pursue multiple in-field, sub-sea and/or secondary recovery development opportunities representing upwards of 150,000 – 200,000 barrels of oil per day in the aggregate that could turn to production on our pipeline systems over the next two to four years, all of which have been identified but not yet fully sanctioned by the operators and producers involved. The combination of a growing, steady and stable base of production combined with the large scale contracted projects that have or will come on-line every year from 2022 through 2025 demonstrates the stability, longevity and future potential of the deepwater areas of the central
Our sodium minerals and sulfur services segment again exceeded our expectations, driven in large part by strong operating performance and the steady increase in soda ash prices throughout 2022. The global supply and demand balance for soda ash has remained tight as global demand has continued to rise at the same time no new natural production has come on-line and the cost structure of synthetic production has continued to remain elevated throughout the year. This increasingly tight market dynamic provided the framework for steadily increasing soda ash prices throughout 2022. We saw this firsthand with our quarterly contract prices increasing by approximately
The market dynamic at the end of last year provided a very constructive backdrop for our contract pricing negotiations for our 2023 volumes. We have successfully locked in the price for approximately
We safely and responsibly re-started our legacy Granger production facility ahead of schedule and had first soda ash “on the belt” on
The net result of our original Granger facility coming back on-line in January and the Granger expansion starting up in the second half of the year means we would expect to see a net increase in production of around 600,000 – 700,000 tons, for total production capacity of approximately 4.2 million tons in 2023. It is important to note 2023 will not fully reflect the true total average cost structure of Granger as we will be operating a largely fixed cost production facility at roughly
Our legacy sulfur services business performed slightly ahead of our expectations during the quarter. We were able to utilize our diverse supply network and storage footprint to mitigate the impacts of our largest host refinery taking an extended maintenance outage during the fourth quarter. As a result, we were able to capture an additional vessel loading beyond our expectations and secure additional sales volumes to our South American copper mining customers during the quarter. The steady demand for our sulfur-based products from our copper customers further reinforces our belief that copper demand will be inelastic to any potential economic slowdown given its importance as a fundamental building block of the global economy and its vital role in the green energy revolution. While we anticipate our sales volumes of sulfur-based products to experience a slight decline in 2023 as a result of the partial conversion of one of our host refineries to a biodiesel processing facility, we continue to expect to be able to comfortably supply the steady demand from our copper mining, as well as pulp and paper customers, which will support steady earnings from our refinery service business for many years ahead.
Our marine transportation segment exceeded our expectations as market supply and demand fundamentals continue to remain very strong. During the fourth quarter, we saw tremendously high utilization rates, at or near
Our onshore facilities and transportation segment performed in-line with our expectations. During the quarter we saw steady and stable volumes and demand from our refinery customers in and around our
In 2023, we expect growth capital expenditures to range from approximately
I am also pleased to announce that we will be releasing our initial ESG report in the coming weeks. This inaugural report highlights our commitment to the principals of ESG. We believe we have a responsibility to conduct our business in a socially, economically and environmentally responsible manner and will endeavor to enhance our disclosures over time.
The management team and board of directors remain steadfast in our commitment to building long-term value for everyone in the capital structure, and we believe the decisions we are making reflect this commitment and our confidence in Genesis moving forward. I would once again like to recognize our entire workforce for their efforts and unwavering commitment to safe and responsible operations. I’m proud to have the opportunity to work alongside each and every one of you.”
(1) Adjusted EBITDA is a non-GAAP financial measure. We are unable to provide a reconciliation of the forward-looking Adjusted EBITDA projections contained in this press release to its most directly comparable GAAP financial measure because the information necessary for quantitative reconciliations of Adjusted EBITDA to its most directly comparable GAAP financial measure is not available to us without unreasonable efforts. The probable significance of providing these forward-looking Adjusted EBITDA measures without directly comparable GAAP financial measures may be materially different from the corresponding GAAP financial measures.
Financial Results
Segment Margin
Variances between the fourth quarter of 2022 (the “2022 Quarter”) and the fourth quarter of 2021 (the “2021 Quarter”) in these components are explained below.
Segment Margin results for the 2022 Quarter and 2021 Quarter were as follows:
|
Three Months Ended
|
||||
|
2022 |
|
2021 |
||
|
(in thousands) |
||||
Offshore pipeline transportation |
$ |
82,087 |
|
$ |
74,140 |
Sodium minerals and sulfur services |
|
87,575 |
|
|
45,210 |
Onshore facilities and transportation |
|
6,259 |
|
|
26,312 |
Marine transportation |
|
21,220 |
|
|
9,972 |
Total Segment Margin |
$ |
197,141 |
|
$ |
155,634 |
Offshore pipeline transportation Segment Margin for the 2022 Quarter increased
Sodium minerals and sulfur services Segment Margin for the 2022 Quarter increased
Onshore facilities and transportation Segment Margin for the 2022 Quarter decreased
Marine transportation Segment Margin for the 2022 Quarter increased
Other Components of Net Income (Loss)
We reported Net Income Attributable to
In addition to the overall increase to Segment Margin of
Earnings Conference Call
We will broadcast our Earnings Conference Call on
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - UNAUDITED |
|||||||||||||||
(in thousands, except unit amounts) |
|||||||||||||||
|
Three Months Ended
|
|
Year Ended
|
||||||||||||
|
2022 |
|
2021 |
|
2022 |
|
2021 |
||||||||
REVENUES |
$ |
714,037 |
|
|
$ |
581,581 |
|
|
$ |
2,788,957 |
|
|
$ |
2,125,476 |
|
|
|
|
|
|
|
|
|
||||||||
COSTS AND EXPENSES: |
|
|
|
|
|
|
|
||||||||
Costs of sales and operating expenses |
|
529,523 |
|
|
|
462,925 |
|
|
|
2,151,142 |
|
|
|
1,678,849 |
|
General and administrative expenses |
|
13,773 |
|
|
|
22,241 |
|
|
|
66,598 |
|
|
|
61,185 |
|
Depreciation, depletion and amortization |
|
79,080 |
|
|
|
108,771 |
|
|
|
296,205 |
|
|
|
309,746 |
|
Gain on sale of asset |
|
— |
|
|
|
— |
|
|
|
(40,000 |
) |
|
|
— |
|
OPERATING INCOME (LOSS) |
|
91,661 |
|
|
|
(12,356 |
) |
|
|
315,012 |
|
|
|
75,696 |
|
Equity in earnings of equity investees |
|
13,954 |
|
|
|
12,715 |
|
|
|
54,206 |
|
|
|
57,898 |
|
Interest expense |
|
(57,383 |
) |
|
|
(56,786 |
) |
|
|
(226,156 |
) |
|
|
(233,724 |
) |
Other expense |
|
— |
|
|
|
(2,063 |
) |
|
|
(10,758 |
) |
|
|
(36,232 |
) |
INCOME (LOSS) BEFORE INCOME TAXES |
|
48,232 |
|
|
|
(58,490 |
) |
|
|
132,304 |
|
|
|
(136,362 |
) |
Income tax expense |
|
(1,634 |
) |
|
|
(500 |
) |
|
|
(3,169 |
) |
|
|
(1,670 |
) |
NET INCOME (LOSS) |
|
46,598 |
|
|
|
(58,990 |
) |
|
|
129,135 |
|
|
|
(138,032 |
) |
Net income attributable to noncontrolling interests |
|
(4,623 |
) |
|
|
(1,513 |
) |
|
|
(23,235 |
) |
|
|
(1,637 |
) |
Net income attributable to redeemable noncontrolling interests |
|
— |
|
|
|
(7,759 |
) |
|
|
(30,443 |
) |
|
|
(25,398 |
) |
NET INCOME (LOSS) ATTRIBUTABLE TO GENESIS ENERGY, L.P. |
$ |
41,975 |
|
|
$ |
(68,262 |
) |
|
$ |
75,457 |
|
|
$ |
(165,067 |
) |
Less: Accumulated distributions attributable to Class A Convertible Preferred Units |
|
(24,000 |
) |
|
|
(18,684 |
) |
|
|
(80,052 |
) |
|
|
(74,736 |
) |
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON UNITHOLDERS |
$ |
17,975 |
|
|
$ |
(86,946 |
) |
|
$ |
(4,595 |
) |
|
$ |
(239,803 |
) |
NET INCOME (LOSS) PER COMMON UNIT: |
|
|
|
|
|
|
|
||||||||
Basic and Diluted |
$ |
0.15 |
|
|
$ |
(0.71 |
) |
|
$ |
(0.04 |
) |
|
$ |
(1.96 |
) |
WEIGHTED AVERAGE OUTSTANDING COMMON UNITS: |
|
|
|
|
|
|
|
||||||||
Basic and Diluted |
|
122,579,218 |
|
|
|
122,579,218 |
|
|
|
122,579,218 |
|
|
|
122,579,218 |
|
OPERATING DATA - UNAUDITED |
|||||||||||
|
Three Months Ended
|
|
Year Ended
|
||||||||
|
2022 |
|
2021 |
|
2022 |
|
2021 |
||||
Offshore Pipeline Transportation Segment |
|
|
|
|
|
|
|
||||
Crude oil pipelines (average barrels/day unless otherwise noted): |
|
|
|
|
|
|
|
||||
CHOPS(1) |
233,541 |
|
|
224,982 |
|
|
207,008 |
|
|
189,904 |
|
Poseidon(1) |
243,265 |
|
|
240,995 |
|
|
257,444 |
|
|
263,169 |
|
Odyssey(1) |
53,589 |
|
|
99,375 |
|
|
84,682 |
|
|
114,128 |
|
GOPL |
6,717 |
|
|
8,702 |
|
|
6,964 |
|
|
7,826 |
|
Offshore crude oil pipelines total |
537,112 |
|
|
574,054 |
|
|
556,098 |
|
|
575,027 |
|
|
|
|
|
|
|
|
|
||||
Natural gas transportation volumes (MMBtus/day)(1) |
357,441 |
|
|
393,234 |
|
|
343,347 |
|
|
345,870 |
|
|
|
|
|
|
|
|
|
||||
Sodium Minerals and Sulfur Services Segment |
|
|
|
|
|
|
|
||||
NaHS (dry short tons sold) |
31,608 |
|
|
29,565 |
|
|
128,851 |
|
|
114,292 |
|
Soda Ash volumes (short tons sold) |
803,281 |
|
|
772,704 |
|
|
3,096,494 |
|
|
2,994,507 |
|
NaOH (caustic soda) volumes (dry short tons sold)(2) |
24,893 |
|
|
20,436 |
|
|
90,876 |
|
|
84,278 |
|
|
|
|
|
|
|
|
|
||||
Onshore Facilities and Transportation Segment |
|
|
|
|
|
|
|
||||
Crude oil pipelines (barrels/day): |
|
|
|
|
|
|
|
||||
|
84,787 |
|
|
81,812 |
|
|
90,562 |
|
|
65,918 |
|
Jay |
7,352 |
|
|
7,374 |
|
|
6,601 |
|
|
7,941 |
|
|
5,131 |
|
|
5,310 |
|
|
5,725 |
|
|
5,206 |
|
|
68,255 |
|
|
86,552 |
|
|
94,389 |
|
|
99,927 |
|
Onshore crude oil pipelines total |
165,525 |
|
|
181,048 |
|
|
197,277 |
|
|
178,992 |
|
|
|
|
|
|
|
|
|
||||
Crude oil and petroleum products sales (barrels/day) |
26,969 |
|
|
24,082 |
|
|
24,643 |
|
|
24,239 |
|
|
|
|
|
|
|
|
|
||||
Rail unload volumes (barrels/day) |
— |
|
|
847 |
|
|
10,834 |
|
|
11,782 |
|
|
|
|
|
|
|
|
|
||||
Marine Transportation Segment |
|
|
|
|
|
|
|
||||
Inland Fleet Utilization Percentage(5) |
100.0 |
% |
|
94.7 |
% |
|
98.6 |
% |
|
81.9 |
% |
Offshore Fleet Utilization Percentage(5) |
99.0 |
% |
|
97.8 |
% |
|
96.9 |
% |
|
95.9 |
% |
(1) |
On |
|
(2) | Caustic soda sales volumes include volumes sold from our alkali and refinery services businesses. |
|
(3) |
Our |
|
(4) |
Total daily volumes for the years ended |
|
(5) | Utilization rates are based on a 365-day year, as adjusted for planned downtime and dry-docking. |
CONDENSED CONSOLIDATED BALANCE SHEETS |
||||||
(in thousands, except units) |
||||||
|
|
|
|
|||
ASSETS |
|
|
|
|||
Cash, cash equivalents and restricted cash |
$ |
26,567 |
|
$ |
24,992 |
|
Accounts receivable - trade, net |
|
721,567 |
|
|
400,334 |
|
Inventories |
|
78,143 |
|
|
77,958 |
|
Other current assets |
|
26,770 |
|
|
39,200 |
|
Total current assets |
|
853,047 |
|
|
542,484 |
|
Fixed assets and mineral leaseholds, net of accumulated depreciation and depletion |
|
4,641,695 |
|
|
4,461,190 |
|
Equity investees |
|
284,486 |
|
|
294,050 |
|
Intangible assets, net of amortization |
|
127,320 |
|
|
127,063 |
|
|
|
301,959 |
|
|
301,959 |
|
Right of use assets, net |
|
125,277 |
|
|
140,796 |
|
Other assets, net of amortization |
|
32,208 |
|
|
38,259 |
|
Total assets |
$ |
6,365,992 |
|
$ |
5,905,801 |
|
LIABILITIES AND CAPITAL |
|
|
|
|||
Accounts payable - trade |
$ |
427,961 |
|
$ |
264,316 |
|
Accrued liabilities |
|
281,146 |
|
|
232,623 |
|
Total current liabilities |
|
709,107 |
|
|
496,939 |
|
Senior secured credit facility |
|
205,400 |
|
|
49,000 |
|
Senior unsecured notes, net of debt issuance costs and premium |
|
2,856,312 |
|
|
2,930,505 |
|
Alkali senior secured notes, net of debt issuance costs and discount |
|
402,442 |
|
|
— |
|
Deferred tax liabilities |
|
16,652 |
|
|
14,297 |
|
Other long-term liabilities |
|
400,617 |
|
|
434,925 |
|
Total liabilities |
|
4,590,530 |
|
|
3,925,666 |
|
Mezzanine capital: |
|
|
|
|||
Class A Convertible Preferred Units |
|
891,909 |
|
|
790,115 |
|
Redeemable noncontrolling interests |
|
— |
|
|
259,568 |
|
|
|
|
|
|||
Partners’ capital: |
|
|
|
|||
Common unitholders |
|
567,277 |
|
|
641,313 |
|
Accumulated other comprehensive income (loss) |
|
6,114 |
|
|
(5,607 |
) |
Noncontrolling interests |
|
310,162 |
|
|
294,746 |
|
Total partners’ capital |
|
883,553 |
|
|
930,452 |
|
Total liabilities, mezzanine capital and partners’ capital |
$ |
6,365,992 |
|
$ |
5,905,801 |
|
|
|
|
|
|||
Common Units Data: |
|
|
|
|||
Total common units outstanding |
|
122,579,218 |
|
|
122,579,218 |
|
RECONCILIATION OF NET INCOME (LOSS) ATTRIBUTABLE TO GENESIS ENERGY, L.P. TO SEGMENT MARGIN - UNAUDITED |
|||||||
(in thousands) |
|||||||
|
Three Months Ended
|
||||||
|
2022 |
|
2021 |
||||
Net income (loss) attributable to |
$ |
41,975 |
|
|
$ |
(68,262 |
) |
Corporate general and administrative expenses |
|
16,862 |
|
|
|
22,898 |
|
Depreciation, depletion, amortization and accretion |
|
81,993 |
|
|
|
107,550 |
|
Interest expense |
|
57,383 |
|
|
|
56,786 |
|
Income tax expense |
|
1,634 |
|
|
|
500 |
|
Change in provision for leased items no longer in use |
|
(72 |
) |
|
|
— |
|
Redeemable noncontrolling interest redemption value adjustments(1) |
|
— |
|
|
|
7,759 |
|
Plus (minus) Select Items, net(2) |
|
(2,634 |
) |
|
|
28,403 |
|
Segment Margin(3) |
$ |
197,141 |
|
|
$ |
155,634 |
|
(1) |
The 2021 Quarter includes PIK distributions and accretion on the redemption feature. The associated |
|
(2) | Refer to additional detail of Select Items later in this press release. |
|
(3) | See definition of Segment Margin later in this press release. |
RECONCILIATIONS OF NET INCOME (LOSS) ATTRIBUTABLE TO GENESIS ENERGY L.P. TO ADJUSTED EBITDA AND AVAILABLE CASH BEFORE RESERVES - UNAUDITED |
|||||||||||||||
(in thousands) |
|||||||||||||||
|
Three Months Ended
|
|
Year Ended
|
||||||||||||
|
2022 |
|
2021 |
|
2022 |
|
2021 |
||||||||
Net income (loss) attributable to |
$ |
41,975 |
|
|
$ |
(68,262 |
) |
|
$ |
75,457 |
|
|
$ |
(165,067 |
) |
Interest expense |
|
57,383 |
|
|
|
56,786 |
|
|
|
226,156 |
|
|
|
233,724 |
|
Income tax expense |
|
1,634 |
|
|
|
500 |
|
|
|
3,169 |
|
|
|
1,670 |
|
Gain on sale of asset, net to our ownership interest |
|
— |
|
|
|
— |
|
|
|
(32,000 |
) |
|
|
— |
|
Depreciation, depletion, amortization and accretion |
|
81,993 |
|
|
|
107,550 |
|
|
|
307,519 |
|
|
|
315,896 |
|
EBITDA |
|
182,985 |
|
|
|
96,574 |
|
|
|
580,301 |
|
|
|
386,223 |
|
Redeemable noncontrolling interest redemption value adjustments(1) |
|
— |
|
|
|
7,759 |
|
|
|
30,443 |
|
|
|
25,398 |
|
Plus (minus) Select Items, net(2) |
|
(2,818 |
) |
|
|
36,323 |
|
|
|
106,327 |
|
|
|
154,567 |
|
Adjusted EBITDA(3) |
|
180,167 |
|
|
|
140,656 |
|
|
|
717,071 |
|
|
|
566,188 |
|
Maintenance capital utilized(4) |
|
(15,350 |
) |
|
|
(13,500 |
) |
|
|
(57,400 |
) |
|
|
(53,150 |
) |
Interest expense |
|
(57,383 |
) |
|
|
(56,786 |
) |
|
|
(226,156 |
) |
|
|
(233,724 |
) |
Cash tax expense |
|
(290 |
) |
|
|
(150 |
) |
|
|
(815 |
) |
|
|
(690 |
) |
Distributions to preferred unitholders(5) |
|
(24,000 |
) |
|
|
(18,684 |
) |
|
|
(80,052 |
) |
|
|
(74,736 |
) |
Available Cash before Reserves(6) |
$ |
83,144 |
|
|
$ |
51,536 |
|
|
$ |
352,648 |
|
|
$ |
203,888 |
|
(1) |
The year ended |
|
(2) | Refer to additional detail of Select Items later in this press release. |
|
(3) | See definition of Adjusted EBITDA later in this press release. |
|
(4) |
Maintenance capital expenditures in the 2022 Quarter and 2021 Quarter were |
|
(5) |
Distributions to preferred unitholders attributable to the 2022 Quarter were paid on |
|
(6) | Represents the Available Cash before Reserves to common unitholders. |
RECONCILIATION OF NET CASH FLOWS FROM OPERATING ACTIVITIES TO ADJUSTED EBITDA - UNAUDITED |
|||||||||||||||
(in thousands) |
|||||||||||||||
|
Three Months Ended
|
|
Year Ended
|
||||||||||||
|
2022 |
|
2021 |
|
2022 |
|
2021 |
||||||||
Cash Flows from Operating Activities |
$ |
81,800 |
|
|
$ |
95,594 |
|
|
$ |
334,395 |
|
|
$ |
337,951 |
|
Adjustments to reconcile net cash flows from operating activities to Adjusted EBITDA: |
|
|
|
|
|
|
|
||||||||
Interest Expense |
|
57,383 |
|
|
|
56,786 |
|
|
|
226,156 |
|
|
|
233,724 |
|
Amortization and write-off of debt issuance costs, discount and premium |
|
(2,161 |
) |
|
|
(4,474 |
) |
|
|
(9,271 |
) |
|
|
(13,716 |
) |
Effects of available cash from equity method investees not included in operating cash flows |
|
5,097 |
|
|
|
2,900 |
|
|
|
19,834 |
|
|
|
27,026 |
|
Net effect of changes in components of operating assets and liabilities |
|
39,242 |
|
|
|
(23,587 |
) |
|
|
87,818 |
|
|
|
(30,044 |
) |
Non-cash effect of long-term incentive compensation plans |
|
(6,975 |
) |
|
|
(3,672 |
) |
|
|
(17,810 |
) |
|
|
(8,783 |
) |
Expenses related to business development activities and growth projects |
|
458 |
|
|
|
7,308 |
|
|
|
7,339 |
|
|
|
8,946 |
|
Differences in timing of cash receipts for certain contractual arrangements(1) |
|
12,620 |
|
|
|
8,080 |
|
|
|
51,102 |
|
|
|
15,482 |
|
Distributions from unrestricted subsidiaries not included in operating cash flows(2) |
|
— |
|
|
|
— |
|
|
|
32,000 |
|
|
|
— |
|
Other items, net |
|
(7,297 |
) |
|
|
1,721 |
|
|
|
(14,492 |
) |
|
|
(4,398 |
) |
Adjusted EBITDA(3) |
$ |
180,167 |
|
|
$ |
140,656 |
|
|
$ |
717,071 |
|
|
$ |
566,188 |
|
(1) | Includes the difference in timing of cash receipts from or billings to customers during the period and the revenue we recognize in accordance with GAAP on our related contracts. For purposes of our non-GAAP measures, we add those amounts in the period of payment and deduct them in the period in which GAAP recognizes them. |
|
(2) |
On |
|
(3) | See definition of Adjusted EBITDA later in this press release. |
ADJUSTED DEBT-TO-ADJUSTED CONSOLIDATED EBITDA |
||||
(in thousands) |
||||
|
|
|
||
Senior secured credit facility |
|
$ |
205,400 |
|
Senior unsecured notes, net of debt issuance costs and premium |
|
|
2,856,312 |
|
Less: Outstanding inventory financing sublimit borrowings |
|
|
(4,700 |
) |
Less: Cash and cash equivalents |
|
|
(7,821 |
) |
Adjusted Debt(1) |
|
$ |
3,049,191 |
|
|
|
|
||
|
|
Pro Forma LTM |
||
|
|
|
||
Consolidated EBITDA (per our senior secured credit facility) |
|
$ |
693,692 |
|
Consolidated EBITDA adjustments(2) |
|
|
42,593 |
|
Adjusted Consolidated EBITDA (per our senior secured credit facility)(3) |
|
$ |
736,285 |
|
|
|
|
||
Adjusted Debt-to-Adjusted Consolidated EBITDA |
|
4.14X |
(1) |
We define Adjusted Debt as the amounts outstanding under our senior secured credit facility and senior unsecured notes (including any unamortized premiums or issuance costs) less the amount outstanding under our inventory financing sublimit, and less cash and cash equivalents on hand at the end of the period from our restricted subsidiaries. |
|
(2) |
This amount reflects adjustments we are permitted to make under our senior secured credit facility for purposes of calculating compliance with our leverage ratio. It includes a pro rata portion of projected future annual EBITDA associated with material organic growth projects, which is calculated based on the percentage of capital expenditures incurred to date relative to the expected budget multiplied by the total annual contractual minimum cash commitments we expect to receive as a result of the project. Additionally, it includes the pro forma adjustments to Adjusted Consolidated EBITDA (using historical amounts in the test period) associated with the |
|
(3) |
Adjusted Consolidated EBITDA for the four-quarter period ending with the most recent quarter, as calculated under our senior secured credit facility. |
This press release includes forward-looking statements as defined under federal law. Although we believe that our expectations are based upon reasonable assumptions, we can give no assurance that our goals will be achieved. Actual results may vary materially. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that we expect, believe or anticipate will or may occur in the future, including but not limited to statements relating to future financial and operating results and compliance with our senior secured credit facility covenants, the timing and anticipated benefits of the King’s Quay, Argos, Shenandoah and
NON-GAAP MEASURES
This press release and the accompanying schedules include non-generally accepted accounting principle (non-GAAP) financial measures of Adjusted EBITDA and total Available Cash before Reserves. In this press release, we also present total Segment Margin as if it were a non-GAAP measure. Our non-GAAP measures may not be comparable to similarly titled measures of other companies because such measures may include or exclude other specified items. The accompanying schedules provide reconciliations of these non-GAAP financial measures to their most directly comparable financial measures calculated in accordance with generally accepted accounting principles in
When evaluating our performance and making decisions regarding our future direction and actions (including making discretionary payments, such as quarterly distributions) our board of directors and management team have access to a wide range of historical and forecasted qualitative and quantitative information, such as our financial statements; operational information; various non-GAAP measures; internal forecasts; credit metrics; analyst opinions; performance; liquidity and similar measures; income; cash flow; expectations for us; and certain information regarding some of our peers. Additionally, our board of directors and management team analyze, and place different weight on, various factors from time to time. We believe that investors benefit from having access to the same financial measures being utilized by management, lenders, analysts and other market participants. We attempt to provide adequate information to allow each individual investor and other external user to reach her/his own conclusions regarding our actions without providing so much information as to overwhelm or confuse such investor or other external user. Our non-GAAP financial measures should not be considered as an alternative to GAAP measures such as net income, operating income, cash flow from operating activities or any other GAAP measure of liquidity or financial performance.
AVAILABLE CASH BEFORE RESERVES
Purposes, Uses and Definition
Available Cash before Reserves, often referred to by others as distributable cash flow, is a quantitative standard used throughout the investment community with respect to publicly traded partnerships and is commonly used as a supplemental financial measure by management and by external users of financial statements such as investors, commercial banks, research analysts and rating agencies, to aid in assessing, among other things:
(1) | the financial performance of our assets; |
|
(2) | our operating performance; |
|
(3) | the viability of potential projects, including our cash and overall return on alternative capital investments as compared to those of other companies in the midstream energy industry; |
|
(4) | the ability of our assets to generate cash sufficient to satisfy certain non-discretionary cash requirements, including interest payments and certain maintenance capital requirements; and |
|
(5) | our ability to make certain discretionary payments, such as distributions on our preferred and common units, growth capital expenditures, certain maintenance capital expenditures and early payments of indebtedness. |
We define Available Cash before Reserves (“Available Cash before Reserves”) as Adjusted EBITDA adjusted for certain items, the most significant of which in the relevant reporting periods have been the sum of maintenance capital utilized, net interest expense, cash tax expense and cash distributions paid to our Class A convertible preferred unitholders.
Disclosure Format Relating to
We use a modified format relating to maintenance capital requirements because our maintenance capital expenditures vary materially in nature (discretionary vs. non-discretionary), timing and amount from time to time. We believe that, without such modified disclosure, such changes in our maintenance capital expenditures could be confusing and potentially misleading to users of our financial information, particularly in the context of the nature and purposes of our Available Cash before Reserves measure. Our modified disclosure format provides those users with information in the form of our maintenance capital utilized measure (which we deduct to arrive at Available Cash before Reserves). Our maintenance capital utilized measure constitutes a proxy for non-discretionary maintenance capital expenditures and it takes into consideration the relationship among maintenance capital expenditures, operating expenses and depreciation from period to period.
Maintenance Capital Requirements
Maintenance Capital Expenditures
Maintenance capital expenditures are capitalized costs that are necessary to maintain the service capability of our existing assets, including the replacement of any system component or equipment which is worn out or obsolete. Maintenance capital expenditures can be discretionary or non-discretionary, depending on the facts and circumstances.
Prior to 2014, substantially all of our maintenance capital expenditures were (a) related to our pipeline assets and similar infrastructure, (b) non-discretionary in nature and (c) immaterial in amount as compared to our Available Cash before Reserves measure. Those historical expenditures were non-discretionary (or mandatory) in nature because we had very little (if any) discretion as to whether or when we incurred them. We had to incur them in order to continue to operate the related pipelines in a safe and reliable manner and consistently with past practices. If we had not made those expenditures, we would not have been able to continue to operate all or portions of those pipelines, which would not have been economically feasible. An example of a non-discretionary (or mandatory) maintenance capital expenditure would be replacing a segment of an old pipeline because one can no longer operate that pipeline safely, legally and/or economically in the absence of such replacement.
Beginning with 2014, we believe a substantial amount of our maintenance capital expenditures from time to time will be (a) related to our assets other than pipelines, such as our marine vessels, trucks and similar assets, (b) discretionary in nature and (c) potentially material in amount as compared to our Available Cash before Reserves measure. Those expenditures will be discretionary (or non-mandatory) in nature because we will have significant discretion as to whether or when we incur them. We will not be forced to incur them in order to continue to operate the related assets in a safe and reliable manner. If we chose not make those expenditures, we would be able to continue to operate those assets economically, although in lieu of maintenance capital expenditures, we would incur increased operating expenses, including maintenance expenses. An example of a discretionary (or non-mandatory) maintenance capital expenditure would be replacing an older marine vessel with a new marine vessel with substantially similar specifications, even though one could continue to economically operate the older vessel in spite of its increasing maintenance and other operating expenses.
In summary, as we continue to expand certain non-pipeline portions of our business, we are experiencing changes in the nature (discretionary vs. non-discretionary), timing and amount of our maintenance capital expenditures that merit a more detailed review and analysis than was required historically. Management’s increasing ability to determine if and when to incur certain maintenance capital expenditures is relevant to the manner in which we analyze aspects of our business relating to discretionary and non-discretionary expenditures. We believe it would be inappropriate to derive our Available Cash before Reserves measure by deducting discretionary maintenance capital expenditures, which we believe are similar in nature in this context to certain other discretionary expenditures, such as growth capital expenditures, distributions/dividends and equity buybacks. Unfortunately, not all maintenance capital expenditures are clearly discretionary or non-discretionary in nature. Therefore, we developed a measure, maintenance capital utilized, that we believe is more useful in the determination of Available Cash before Reserves.
Maintenance Capital Utilized
We believe our maintenance capital utilized measure is the most useful quarterly maintenance capital requirements measure to use to derive our Available Cash before Reserves measure. We define our maintenance capital utilized measure as that portion of the amount of previously incurred maintenance capital expenditures that we utilize during the relevant quarter, which would be equal to the sum of the maintenance capital expenditures we have incurred for each project/component in prior quarters allocated ratably over the useful lives of those projects/components.
Our maintenance capital utilized measure constitutes a proxy for non-discretionary maintenance capital expenditures and it takes into consideration the relationship among maintenance capital expenditures, operating expenses and depreciation from period to period. Because we did not use our maintenance capital utilized measure before 2014, our maintenance capital utilized calculations will reflect the utilization of solely those maintenance capital expenditures incurred since
ADJUSTED EBITDA
Purposes, Uses and Definition
Adjusted EBITDA is commonly used as a supplemental financial measure by management and by external users of financial statements such as investors, commercial banks, research analysts and rating agencies, to aid in assessing, among other things:
(1) | the financial performance of our assets without regard to financing methods, capital structures or historical cost basis; |
|
(2) | our operating performance as compared to those of other companies in the midstream energy industry, without regard to financing and capital structure; |
|
(3) | the viability of potential projects, including our cash and overall return on alternative capital investments as compared to those of other companies in the midstream energy industry; |
|
(4) | the ability of our assets to generate cash sufficient to satisfy certain non-discretionary cash requirements, including interest payments and certain maintenance capital requirements; and |
|
(5) | our ability to make certain discretionary payments, such as distributions on our preferred and common units, growth capital expenditures, certain maintenance capital expenditures and early payments of indebtedness. |
We define Adjusted EBITDA (“Adjusted EBITDA”) as Net income (loss) attributable to
The table below includes the Select Items discussed above as applicable to the reconciliation of Net income (loss) attributable to
|
|
Three Months Ended
|
|
Year Ended
|
|||||||||||
|
|
2022 |
|
2021 |
|
2022 |
|
2021 |
|||||||
|
|
(in thousands) |
|||||||||||||
I. |
Applicable to all Non-GAAP Measures |
|
|
|
|
|
|
|
|||||||
|
Differences in timing of cash receipts for certain contractual arrangements(1) |
$ |
12,620 |
|
|
$ |
8,080 |
|
|
$ |
51,102 |
|
|
$ |
15,482 |
|
Distributions from unrestricted subsidiaries not included in income(2) |
|
— |
|
|
|
17,500 |
|
|
|
32,000 |
|
|
|
70,000 |
|
Certain non-cash items: |
|
|
|
|
|
|
|
|||||||
|
Unrealized losses (gains) on derivative transactions excluding fair value hedges, net of changes in inventory value(3) |
|
(21,800 |
) |
|
|
(29 |
) |
|
|
(5,717 |
) |
|
|
30,700 |
|
Loss on debt extinguishment |
|
— |
|
|
|
— |
|
|
|
794 |
|
|
|
1,627 |
|
Adjustment regarding equity investees(4) |
|
5,218 |
|
|
|
2,517 |
|
|
|
21,199 |
|
|
|
26,207 |
|
Other |
|
1,328 |
|
|
|
335 |
|
|
|
(2,598 |
) |
|
|
207 |
|
Sub-total Select Items, net(5) |
|
(2,634 |
) |
|
|
28,403 |
|
|
|
96,780 |
|
|
|
144,223 |
II. |
Applicable only to Adjusted EBITDA and Available Cash before Reserves |
|
|
|
|
|
|
|
|||||||
|
Certain transaction costs |
|
458 |
|
|
|
7,308 |
|
|
|
7,339 |
|
|
|
8,946 |
|
Other |
|
(642 |
) |
|
|
612 |
|
|
|
2,208 |
|
|
|
1,398 |
|
Total Select Items, net(6) |
$ |
(2,818 |
) |
|
$ |
36,323 |
|
|
$ |
106,327 |
|
|
$ |
154,567 |
(1) |
Includes the difference in timing of cash receipts from or billings to customers during the period and the revenue we recognize in accordance with GAAP on our related contracts. For purposes of our non-GAAP measures, we add those amounts in the period of payment and deduct them in the period in which GAAP recognizes them. |
|
(2) |
The year ended |
|
(3) |
The 2022 Quarter includes an unrealized gain of |
|
(4) |
Represents the net effect of adding distributions from equity investees and deducting earnings of equity investees net to us. |
|
(5) |
Represents all Select Items applicable to Segment Margin and Available Cash before Reserves. |
|
(6) |
Represents Select Items applicable to Adjusted EBITDA and Available Cash before Reserves. |
SEGMENT MARGIN
Our chief operating decision maker (our Chief Executive Officer) evaluates segment performance based on a variety of measures including Segment Margin, segment volumes where relevant and capital investment. We define Segment Margin (“Segment Margin”) as revenues less product costs, operating expenses and segment general and administrative expenses (all of which are net of the effects of our noncontrolling interest holders), plus or minus applicable Select Items. Although, we do not necessarily consider all of our Select Items to be non-recurring, infrequent or unusual, we believe that an understanding of these Select Items is important to the evaluation of our core operating results.
View source version on businesswire.com: https://www.businesswire.com/news/home/20230222005230/en/
VP - Investor Relations
(713) 860-2536
Source:
FAQ
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