Genesis Energy, L.P. Reports Third Quarter 2022 Results
Genesis Energy, L.P. (NYSE: GEL) reported a net income of $3.4 million for Q3 2022, a significant recovery from a net loss of $20.9 million in Q3 2021. Operating cash flows increased to $94.3 million from $54.2 million year-over-year. Adjusted EBITDA reached $183.6 million, exceeding expectations, while total segment margin rose to $196.2 million. The company has raised its full-year Adjusted EBITDA guidance to $700-$710 million, anticipating strong performance amid a tight soda ash market and growth from offshore operations.
- Net income improved to $3.4 million from a $20.9 million loss YoY.
- Operating cash flows increased to $94.3 million from $54.2 million YoY.
- Adjusted EBITDA rose to $183.6 million, surpassing internal expectations.
- Total segment margin increased to $196.2 million from $153.9 million YoY.
- Raised full-year Adjusted EBITDA guidance to $700-$710 million.
- Leverage ratio remains high at 4.27X despite improvement from 5.51X YoY.
- Onshore facilities segment margin decreased by $19.7 million or 68% YoY.
- Expecting a $5 million negative impact on fourth quarter segment margin from maintenance outages.
We generated the following financial results for the third quarter of 2022:
-
Net Income Attributable to
Genesis Energy, L.P. of for the third quarter of 2022 compared to Net Loss Attributable to$3.4 million Genesis Energy, L.P. of for the same period in 2021.$20.9 million -
Cash Flows from Operating Activities of
for the third quarter of 2022 compared to$94.3 million for the same period in 2021.$54.2 million -
We declared cash distributions on our preferred units of
for each preferred unit, which equates to a cash distribution of approximately$0.73 74 and is reflected as a reduction to Available Cash before Reserves to common unitholders.$18.7 million -
Available Cash before Reserves to common unitholders of
for the third quarter of 2022, which provided 5.04X coverage for the quarterly distribution of$92.6 million per common unit attributable to the third quarter.$0.15 -
Total Segment Margin of
for the third quarter of 2022.$196.2 million -
Adjusted EBITDA of
in the third quarter of 2022.$183.6 million -
Adjusted Consolidated EBITDA of
for the trailing twelve months ended$692.3 million September 30, 2022 and a bank leverage ratio of 4.27X, both calculated in accordance with our senior secured credit agreement and discussed further in this release.
Our financial results were driven by strong operating performance across all of our business segments with steadily increasing volumes in our offshore segment, as well as strong soda ash prices in all regions, especially in our export markets. Based on our financial performance over the first three quarters and our expectations for the remainder of 2022, we are today again raising our full year guidance for Adjusted EBITDA(1) to a range of
As we look ahead to 2023 and what risks might be on the horizon, we remain confident our market leading businesses are well positioned to navigate any reasonably expected policy induced recession or potential economic slowdown. We have a tremendous amount of momentum supporting volume growth and increasing financial results out of 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 continued to exceed our expectations. During the third quarter, and so far in the fourth quarter, we have experienced de minimus weather related downtime and thus have benefited by some
As we look ahead, we continue to anticipate first oil from BP’s operated Argos floating production facility and the 14 wells pre-drilled and completed at their Mad Dog 2 field development in the coming months. The volumes from Argos are expected to ramp close to its nameplate capacity of 140,000 barrels of oil per day over the subsequent 9 to 12 months after first production and will provide a steady bridge to the incremental 160,000 barrels of oil per day we expect in late 2024 and early 2025 from our recently contracted developments, Shenandoah and
Our sodium minerals and sulfur services segment continues to perform ahead of our expectations. The macro story for soda ash remains intact as worldwide demand, ex-
As a result of this structural tightness and the cost structure of the synthetic producer, our non-contracted export soda ash prices have steadily increased throughout 2022, and this again held true as our fourth quarter soda ash prices are expected to be higher than our third quarter prices. Given this starting point and the nature of our contracts, we currently expect, and all of our recent pricing conversations thus far would confirm, that our weighted average soda ash price will be higher in 2023 versus 2022. This will be true even if we were to see a decline in market-clearing spot prices over the course of 2023, which is not impossible but is dependent on a number of negative dynamics all playing out together.
We remain on schedule to have first production from our original Granger facility as early as
Our legacy sulfur services business also exceeded our expectations for the quarter. We benefited from a strong operating performance combined with steady volumes to our mining and pulp and paper customers. As a result of certain vessel loading schedules, we were able to take advantage of the opportunity to secure the sale of incremental volumes to our South American copper mining customers during the quarter. Despite any concerns of a potential recession, copper remains a fundamental building block of the global economy and specifically the green energy revolution given its importance in the manufacturing of solar panels and lithium batteries for electric vehicles and battery storage. We continue to expect global demand for copper to remain inelastic to any broader slowdown in economic activity and thus will provide us with steady, if not growing, demand for our sulfur based products moving forward.
As referenced last quarter, our largest host refinery is taking an extended maintenance outage during the fourth quarter. As a result, we are simultaneously taking an extended outage at our sulfur removal unit to conduct a variety of scheduled and long-term maintenance items during this period. This planned outage will impact certain production volumes during the quarter. At the same time, we would reasonably expect our costs to be higher than normal, both of which would be expected to negatively impact our segment margin in the fourth quarter. In advance of this scheduled downtime, we proactively increased our inventory levels of our sulfur based products to ensure we had adequate volumes to fulfill all of our contracted sales volumes during the fourth quarter and would otherwise expect to return to normal operations in the next couple of weeks. However, we are expecting an overall negative impact of around
Our marine transportation segment performed in-line with our expectations as market conditions continue to remain strong. During the third quarter, we continued to see tremendously high utilization for all classes of our vessels as demand for Jones Act tanker tonnage remains extremely robust due to strong refinery utilization and the increasing need for movements from the
The American Phoenix completed her scheduled dry-docking near the end of the third quarter and started her most recent charter with an investment grade counterparty through the end of this year at a rate meaningfully higher than her previous charter. We also recently entered into a longer-term contract with another investment grade counterparty starting in
Our onshore facilities and transportation segment performed in-line with our expectations. During the third quarter we were able to capture certain crude by rail volumes which increased segment margin, but we do not anticipate any of these volumes to continue during the fourth quarter. We are scheduled to complete a number of planned maintenance projects on our onshore facilities and transportation assets during the fourth quarter and would otherwise expect segment margin to reflect these increased costs and lower utilization. In other words, this segment could reasonably be expected to be down some
As we have said in the past, we continue to be very excited about the future of Genesis. The decisions we have made over the last few years, combined with the recovery in our market leading businesses off the double black swan bottom of 2020 and the expected growth we have in front of us, all combine to provide the foundation for increasing amounts of discretionary cash flow and an improving credit profile in the coming years. Our current expectations for 2023 will not only allow us to exit the year with a leverage ratio, as calculated by our banks, at or below 4 times, but will also allow us to manage our capital structure to the extent the regular way capital markets remain closed for any extended period of time. Along these lines, we have demonstrated time and time again we have tremendous support from our banks and that we are fairly creative in terms of executing on structured finance or asset sale opportunities. As a result, we are absolutely confident we have the flexibility and multiple ways to deal with any near-term maturities as well as extend, and possibly even expand, our senior secured credit commitments.
The board of directors and management continue to deliver on our stated goals. At times, it seems the market may not understand or appreciate what we see as the tremendous opportunities in front of us. However, we believe the fundamentals behind each of our businesses have never been better, and we continue to believe any recession or period of economic slowdown will not materially impact the trajectory of our financial performance. We fully intend to keep our heads down and continue to work tirelessly to deliver for all of our stakeholders now and for many years and decades to come.
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.”
Financial Results
Segment Margin
Variances between the third quarter of 2022 (the “2022 Quarter”) and the third 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 |
$ |
91,402 |
|
$ |
76,045 |
Sodium minerals and sulfur services |
|
80,067 |
|
|
39,649 |
Onshore facilities and transportation |
|
9,442 |
|
|
29,145 |
Marine transportation |
|
15,279 |
|
|
9,023 |
Total Segment Margin |
$ |
196,190 |
|
$ |
153,862 |
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 discussed above, Net Income Attributable to
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
|
|
Nine Months Ended
|
|||||||||||||
|
2022 |
|
2021 |
|
2022 |
|
2021 |
|||||||||
REVENUES |
$ |
721,248 |
|
|
$ |
518,821 |
|
|
$ |
2,074,920 |
|
|
$ |
1,543,895 |
|
|
|
|
|
|
|
|
|
|
|||||||||
COSTS AND EXPENSES: |
|
|
|
|
|
|
|
|||||||||
Costs of sales and operating expenses |
|
555,169 |
|
|
|
402,808 |
|
|
|
1,621,619 |
|
|
|
1,215,924 |
|
|
General and administrative expenses |
|
17,038 |
|
|
|
14,371 |
|
|
|
52,825 |
|
|
|
38,944 |
|
|
Depreciation, depletion and amortization |
|
73,946 |
|
|
|
67,148 |
|
|
|
217,125 |
|
|
|
200,975 |
|
|
Gain on sale of asset |
|
— |
|
|
|
— |
|
|
|
(40,000 |
) |
|
|
— |
|
|
OPERATING INCOME |
|
75,095 |
|
|
|
34,494 |
|
|
|
223,351 |
|
|
|
88,052 |
|
|
Equity in earnings of equity investees |
|
13,236 |
|
|
|
10,301 |
|
|
|
40,252 |
|
|
|
45,183 |
|
|
Interest expense |
|
(57,710 |
) |
|
|
(59,940 |
) |
|
|
(168,773 |
) |
|
|
(176,938 |
) |
|
Other income (expense) |
|
(21,388 |
) |
|
|
1,741 |
|
|
|
(10,758 |
) |
|
|
(34,169 |
) |
|
INCOME (LOSS) BEFORE INCOME TAXES |
|
9,233 |
|
|
|
(13,404 |
) |
|
|
84,072 |
|
|
|
(77,872 |
) |
|
Income tax expense |
|
(660 |
) |
|
|
(423 |
) |
|
|
(1,535 |
) |
|
|
(1,170 |
) |
|
NET INCOME (LOSS) |
|
8,573 |
|
|
|
(13,827 |
) |
|
|
82,537 |
|
|
|
(79,042 |
) |
|
Net loss (income) attributable to noncontrolling interests |
|
(5,188 |
) |
|
|
10 |
|
|
|
(18,612 |
) |
|
|
(124 |
) |
|
Net income attributable to redeemable noncontrolling interests |
|
— |
|
|
|
(7,082 |
) |
|
|
(30,443 |
) |
|
|
(17,639 |
) |
|
NET INCOME (LOSS) ATTRIBUTABLE TO GENESIS ENERGY, L.P. |
$ |
3,385 |
|
|
$ |
(20,899 |
) |
|
$ |
33,482 |
|
|
$ |
(96,805 |
) |
|
Less: Accumulated distributions attributable to Class A Convertible Preferred Units |
|
(18,684 |
) |
|
|
(18,684 |
) |
|
|
(56,052 |
) |
|
|
(56,052 |
) |
|
NET LOSS ATTRIBUTABLE TO COMMON UNITHOLDERS |
$ |
(15,299 |
) |
|
$ |
(39,583 |
) |
|
$ |
(22,570 |
) |
|
$ |
(152,857 |
) |
|
NET LOSS PER COMMON UNIT: |
|
|
|
|
|
|
|
|||||||||
Basic and Diluted |
$ |
(0.12 |
) |
|
$ |
(0.32 |
) |
|
$ |
(0.18 |
) |
|
$ |
(1.25 |
) |
|
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
|
|
Nine Months Ended
|
||||||||||
|
2022 |
|
2021 |
|
2022 |
|
2021 |
|||||
Offshore Pipeline Transportation Segment |
|
|
|
|
|
|
|
|||||
Crude oil pipelines (average barrels/day unless otherwise noted): |
|
|
|
|
|
|
|
|||||
CHOPS(1) |
197,583 |
|
|
211,809 |
|
|
198,067 |
|
|
178,083 |
|
|
Poseidon(1) |
282,583 |
|
|
208,593 |
|
|
262,222 |
|
|
270,641 |
|
|
Odyssey(1) |
88,112 |
|
|
94,171 |
|
|
95,160 |
|
|
119,100 |
|
|
GOPL |
7,578 |
|
|
7,169 |
|
|
7,047 |
|
|
7,532 |
|
|
Offshore crude oil pipelines total |
575,856 |
|
|
521,742 |
|
|
562,496 |
|
|
575,356 |
|
|
|
|
|
|
|
|
|
|
|||||
Natural gas transportation volumes (MMBtus/day)(1) |
358,618 |
|
|
317,025 |
|
|
338,598 |
|
|
329,908 |
|
|
|
|
|
|
|
|
|
|
|||||
Sodium Minerals and Sulfur Services Segment |
|
|
|
|
|
|
|
|||||
NaHS (dry short tons sold) |
29,441 |
|
|
27,873 |
|
|
97,243 |
|
|
84,727 |
|
|
Soda Ash volumes (short tons sold) |
776,284 |
|
|
686,851 |
|
|
2,293,213 |
|
|
2,221,803 |
|
|
NaOH (caustic soda) volumes (dry short tons sold)(2) |
23,186 |
|
|
22,456 |
|
|
65,983 |
|
|
63,842 |
|
|
|
|
|
|
|
|
|
|
|||||
Onshore Facilities and Transportation Segment |
|
|
|
|
|
|
|
|||||
Crude oil pipelines (barrels/day): |
|
|
|
|
|
|
|
|||||
|
113,962 |
|
|
64,027 |
|
|
92,508 |
|
|
60,561 |
|
|
Jay |
5,481 |
|
|
7,694 |
|
|
6,348 |
|
|
8,133 |
|
|
|
5,800 |
|
|
5,088 |
|
|
5,926 |
|
|
5,171 |
|
|
|
40,171 |
|
|
38,454 |
|
|
41,024 |
|
|
49,305 |
|
|
Onshore crude oil pipelines total |
165,414 |
|
|
115,263 |
|
|
145,806 |
|
|
123,170 |
|
|
|
|
|
|
|
|
|
|
|||||
Crude oil and petroleum products sales (barrels/day) |
25,613 |
|
|
20,878 |
|
|
23,860 |
|
|
24,292 |
|
|
|
|
|
|
|
|
|
|
|||||
Rail unload volumes (barrels/day)(4) |
15,130 |
|
|
3,001 |
|
|
14,485 |
|
|
15,466 |
|
|
|
|
|
|
|
|
|
|
|||||
Marine Transportation Segment |
|
|
|
|
|
|
|
|||||
Inland Fleet Utilization Percentage(5) |
100.0 |
% |
|
79.9 |
% |
|
97.3 |
% |
|
77.7 |
% |
|
Offshore Fleet Utilization Percentage(5) |
94.0 |
% |
|
93.5 |
% |
|
96.1 |
% |
|
95.2 |
% |
(1) |
On |
|
(2) |
Caustic soda sales volumes include volumes sold from our alkali and refinery services businesses. |
|
(3) |
Our |
|
(4) |
Indicates total barrels for which fees were charged for unloading at all rail facilities. |
|
(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) |
||||||||
|
|
|
|
|||||
|
(unaudited) |
|
|
|||||
ASSETS |
|
|
|
|||||
Cash, cash equivalents and restricted cash |
$ |
24,485 |
|
|
$ |
24,992 |
|
|
Accounts receivable - trade, net |
|
575,927 |
|
|
|
400,334 |
|
|
Inventories |
|
92,907 |
|
|
|
77,958 |
|
|
Other current assets |
|
33,111 |
|
|
|
39,200 |
|
|
Total current assets |
|
726,430 |
|
|
|
542,484 |
|
|
Fixed assets and mineral leaseholds, net of accumulated depreciation and depletion |
|
4,566,499 |
|
|
|
4,461,190 |
|
|
Equity investees |
|
285,417 |
|
|
|
294,050 |
|
|
Intangible assets, net of amortization |
|
127,201 |
|
|
|
127,063 |
|
|
|
|
301,959 |
|
|
|
301,959 |
|
|
Right of use assets, net |
|
128,288 |
|
|
|
140,796 |
|
|
Other assets, net of amortization |
|
33,745 |
|
|
|
38,259 |
|
|
Total assets |
$ |
6,169,539 |
|
|
$ |
5,905,801 |
|
|
LIABILITIES AND CAPITAL |
|
|
|
|||||
Accounts payable - trade |
$ |
378,367 |
|
|
$ |
264,316 |
|
|
Accrued liabilities |
|
266,950 |
|
|
|
232,623 |
|
|
Total current liabilities |
|
645,317 |
|
|
|
496,939 |
|
|
Senior secured credit facility |
|
120,200 |
|
|
|
49,000 |
|
|
Senior unsecured notes, net of debt issuance costs and premium |
|
2,854,874 |
|
|
|
2,930,505 |
|
|
Alkali senior secured notes, net of debt issuance costs and discount |
|
402,254 |
|
|
|
— |
|
|
Deferred tax liabilities |
|
15,307 |
|
|
|
14,297 |
|
|
Other long-term liabilities |
|
373,397 |
|
|
|
434,925 |
|
|
Total liabilities |
|
4,411,349 |
|
|
|
3,925,666 |
|
|
Mezzanine capital: |
|
|
|
|||||
Class A Convertible Preferred Units |
|
891,909 |
|
|
|
790,115 |
|
|
Redeemable noncontrolling interests |
|
— |
|
|
|
259,568 |
|
|
|
|
|
|
|||||
Partners’ capital: |
|
|
|
|||||
Common unitholders |
|
562,373 |
|
|
|
641,313 |
|
|
Accumulated other comprehensive loss |
|
(5,242 |
) |
|
|
(5,607 |
) |
|
Noncontrolling interests |
|
309,150 |
|
|
|
294,746 |
|
|
Total partners’ capital |
|
866,281 |
|
|
|
930,452 |
|
|
Total liabilities, mezzanine capital and partners’ capital |
$ |
6,169,539 |
|
|
$ |
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 |
$ |
3,385 |
|
|
$ |
(20,899 |
) |
|
Corporate general and administrative expenses |
|
18,132 |
|
|
|
14,878 |
|
|
Depreciation, depletion, amortization and accretion |
|
76,301 |
|
|
|
69,665 |
|
|
Interest expense |
|
57,710 |
|
|
|
59,940 |
|
|
Income tax expense |
|
660 |
|
|
|
423 |
|
|
Change in provision for leased items no longer in use |
|
(68 |
) |
|
|
— |
|
|
Cancellation of debt income(1) |
|
(3,881 |
) |
|
|
— |
|
|
Redeemable noncontrolling interest redemption value adjustments(2) |
|
— |
|
|
|
7,082 |
|
|
Plus (minus) Select Items, net(3) |
|
43,951 |
|
|
|
22,773 |
|
|
Segment Margin(4) |
$ |
196,190 |
|
|
$ |
153,862 |
|
(1) |
The 2022 Quarter includes income associated with the repurchase and extinguishment of certain of our senior unsecured notes on the open market. |
|
(2) |
The 2021 Quarter includes PIK distributions and accretion on the redemption feature. The associated |
|
(3) |
Refer to additional detail of Select Items later in this press release. |
|
(4) |
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
|
|||||||
|
2022 |
|
2021 |
|||||
Net income (loss) attributable to |
$ |
3,385 |
|
|
$ |
(20,899 |
) |
|
Interest expense |
|
57,710 |
|
|
|
59,940 |
|
|
Income tax expense |
|
660 |
|
|
|
423 |
|
|
Depreciation, depletion, amortization and accretion |
|
76,301 |
|
|
|
69,665 |
|
|
EBITDA |
|
138,056 |
|
|
|
109,129 |
|
|
Redeemable noncontrolling interest redemption value adjustments(1) |
|
— |
|
|
|
7,082 |
|
|
Plus (minus) Select Items, net(2) |
|
45,583 |
|
|
|
24,309 |
|
|
Adjusted EBITDA(3) |
|
183,639 |
|
|
|
140,520 |
|
|
Maintenance capital utilized(4) |
|
(14,400 |
) |
|
|
(13,500 |
) |
|
Interest expense |
|
(57,710 |
) |
|
|
(59,940 |
) |
|
Cash tax expense |
|
(250 |
) |
|
|
(195 |
) |
|
Distributions to preferred unitholders(5) |
|
(18,684 |
) |
|
|
(18,684 |
) |
|
Available Cash before Reserves(6) |
$ |
92,595 |
|
|
$ |
48,201 |
|
(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 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 are payable 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
|
|||||||
|
2022 |
|
2021 |
|||||
Cash Flows from Operating Activities |
$ |
94,308 |
|
|
$ |
54,173 |
|
|
Adjustments to reconcile net cash flows from operating activities to Adjusted EBITDA: |
|
|
|
|||||
Interest Expense |
|
57,710 |
|
|
|
59,940 |
|
|
Amortization and write-off of debt issuance costs, discount and premium |
|
(2,458 |
) |
|
|
(2,277 |
) |
|
Effects of available cash from equity method investees not included in operating cash flows |
|
4,365 |
|
|
|
7,021 |
|
|
Net effect of changes in components of operating assets and liabilities |
|
22,346 |
|
|
|
24,815 |
|
|
Non-cash effect of long-term incentive compensation plans |
|
(4,191 |
) |
|
|
(2,227 |
) |
|
Expenses related to business development activities and growth projects |
|
939 |
|
|
|
903 |
|
|
Differences in timing of cash receipts for certain contractual arrangements(1) |
|
13,775 |
|
|
|
657 |
|
|
Other items, net |
|
(3,155 |
) |
|
|
(2,485 |
) |
|
Adjusted EBITDA(2) |
$ |
183,639 |
|
|
$ |
140,520 |
|
(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) |
See definition of Adjusted EBITDA later in this press release. |
ADJUSTED DEBT-TO-ADJUSTED CONSOLIDATED EBITDA |
||||
(in thousands) |
||||
|
|
|
||
Senior secured credit facility |
|
$ |
120,200 |
|
Senior unsecured notes, net of debt issuance costs and premium |
|
|
2,854,874 |
|
Less: Outstanding inventory financing sublimit borrowings |
|
|
(11,300 |
) |
Less: Cash and cash equivalents |
|
|
(5,599 |
) |
Adjusted Debt(1) |
|
$ |
2,958,175 |
|
|
|
|
||
|
|
Pro Forma LTM |
||
|
|
|
||
Consolidated EBITDA (per our senior secured credit facility) |
|
$ |
659,461 |
|
Consolidated EBITDA adjustments(2) |
|
|
32,805 |
|
Adjusted Consolidated EBITDA (per our senior secured credit facility)(3) |
|
$ |
692,266 |
|
|
|
|
||
Adjusted Debt-to-Adjusted Consolidated EBITDA |
|
4.27X |
(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 our sale of a |
|
(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 and Argos developments, our expectations regarding our Granger expansion, the expected performance of our other projects and business segments, and our strategy and plans, are forward-looking statements, and historical performance is not necessarily indicative of future performance. Those forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of uncertainties, factors and risks, many of which are outside our control, that could cause results to differ materially from those expected by management. Such risks and uncertainties include, but are not limited to, weather, political, economic and market conditions, including a decline in the price and market demand for products (which may be affected by the actions of
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; and 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.
AVAILABLE CASH BEFORE RESERVES
Purposes, Uses and Definition
Available Cash before Reserves, also referred to 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 have been and will continue to 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 recently 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. Our maintenance capital utilized measure, which is described in more detail below, 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 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 initially 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
|
|||||||
|
|
2022 |
|
2021 |
|||||
|
|
(in thousands) |
|||||||
I. |
Applicable to all Non-GAAP Measures |
|
|
|
|||||
|
Differences in timing of cash receipts for certain contractual arrangements(1) |
$ |
13,775 |
|
|
$ |
657 |
|
|
|
Distributions from unrestricted subsidiaries not included in income(2) |
|
— |
|
|
|
17,500 |
|
|
|
Certain non-cash items: |
|
|
|
|||||
|
Unrealized losses (gains) on derivative transactions excluding fair value hedges, net of changes in inventory value(3) |
|
26,295 |
|
|
|
(1,708 |
) |
|
|
Loss on debt extinguishment |
|
293 |
|
|
|
— |
|
|
|
Adjustment regarding equity investees(4) |
|
5,247 |
|
|
|
7,142 |
|
|
|
Other |
|
(1,659 |
) |
|
|
(818 |
) |
|
|
Sub-total Select Items, net(5) |
|
43,951 |
|
|
|
22,773 |
|
|
II. |
Applicable only to Adjusted EBITDA and Available Cash before Reserves |
|
|
|
|||||
|
Certain transaction costs |
|
939 |
|
|
|
903 |
|
|
|
Other |
|
693 |
|
|
|
633 |
|
|
|
Total Select Items, net(6) |
$ |
45,583 |
|
|
$ |
24,309 |
|
(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 2021 Quarter includes |
|
(3) |
The 2022 Quarter includes an unrealized loss 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/20221027005249/en/
VP - Investor Relations
(713) 860-2536
Source:
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