NGL Energy Partners LP (NYSE:NGL) (“NGL,” “our,” “we,” or the
“Partnership”) today reported income from continuing operations for
the quarter ended December 31, 2019 of $49.1 million, compared to
income from continuing operations of $97.2 million for the quarter
ended December 31, 2018. For the nine months ended December 31,
2019, the Partnership reported income from continuing operations of
$42.5 million, compared to a loss from continuing operations of
$137.3 million for the nine months ended December 31, 2018.
“Our transformation to a simpler business model with improved
predictability of cash flows and reduced volatility in earnings is
substantially complete,” stated Mike Krimbill, the Partnership’s
CEO. “During this quarter, our Water Solutions segment closed the
Hillstone acquisition, which added important long-term acreage
dedications and minimum volume commitments with some of the highest
quality producers in the Delaware Basin. Additionally, we exited
another portion of our Refined Products and Renewables segment,
further streamlining our business and reducing working capital
debt. Overall, this was a tremendous quarter from an operating
standpoint as we transported almost 1.6 million barrels per day of
produced water on our systems and 134,000 barrels per day of crude
oil on Grand Mesa Pipeline. Our Liquids segment had a particularly
strong quarter as we optimized our expanded asset position, which
includes 27 terminals and approximately 5,000 rail cars. Our
results for the quarter illustrate the benefit of asset
diversification across our three primary business units and we look
forward to continuing to build each of these businesses in the
coming quarters.”
Highlights for the quarter include:
- Acquisition of Hillstone Environmental Partners, LLC
(“Hillstone”) completed on October 31, 2019 for a total purchase
price of $642.5 million; acquired assets include the following:
- Minimum volume commitments and long-term dedications covering
over 110,000 contracted acres, including a 20-year Poker Lake
acreage dedication with XTO Energy, a 10-year acreage dedication,
including first call rights, with a leading independent exploration
and production company, and multiple contracts with one of the
largest crude oil and natural gas exploration and production
companies in the United States;
- 19 saltwater disposal wells, representing approximately 580,000
barrels per day of permitted disposal capacity;
- A network of produced water pipelines with approximately
680,000 barrels per day of transportation capacity; and
- 22 permits to develop another 660,000 barrels per day of
disposal capacity
- Income from continuing operations for the third quarter of
Fiscal 2020 of $49.1 million, compared to $97.2 million for the
third quarter of Fiscal 2019
- Adjusted EBITDA from continuing operations for the third
quarter of Fiscal 2020 of $200.5 million, compared to $131.3
million for the third quarter of Fiscal 2019
- Issued 9.00% Class D Preferred Units for gross proceeds of
$200.0 million to fund a portion of the Hillstone acquisition
Quarterly Results of Operations
The following table summarizes operating income (loss) and
Adjusted EBITDA from continuing operations by operating segment for
the periods indicated:
Quarter Ended
December 31, 2019
December 31, 2018
Operating Income
(Loss)
Adjusted EBITDA
Operating Income
(Loss)
Adjusted EBITDA
(in thousands)
Crude Oil Logistics
$
28,696
$
55,575
$
32,022
$
50,693
Liquids
64,084
69,129
21,532
26,992
Water Solutions
(583
)
62,214
86,737
48,250
Refined Products and Renewables
24,954
24,082
20,552
9,118
Corporate and Other
(20,756
)
(10,489
)
(16,394
)
(3,728
)
Total
$
96,395
$
200,511
$
144,449
$
131,325
The tables included in this release reconcile operating income
(loss) to Adjusted EBITDA from continuing operations, a non-GAAP
financial measure, for each of our operating segments.
Crude Oil Logistics
Results for the third quarter of Fiscal 2020 improved compared
to the same quarter in Fiscal 2019 primarily due to increased
volumes on our Grand Mesa Pipeline as a result of additional
volumes purchased from third parties and increased production in
the DJ Basin. During the three months ended December 31, 2019,
financial volumes on the Grand Mesa Pipeline averaged approximately
134,000 barrels per day.
Liquids
Total product margin per gallon was $0.098 for the quarter ended
December 31, 2019, compared to $0.049 for the quarter ended
December 31, 2018. This increase was primarily the result of higher
propane, butane, and other product margins, driven primarily by
strong butane sales and increased propane product margins as our
inventory values aligned with reduced commodity prices.
Propane volumes increased by approximately 39.4 million gallons,
or 9.2%, during the quarter ended December 31, 2019 compared to the
quarter ended December 31, 2018. Butane volumes increased by
approximately 74.2 million gallons, or 36.7%, during the quarter
ended December 31, 2019 compared to the quarter ended December 31,
2018. Butane volumes were augmented by steady volumes at our
Chesapeake, Virginia export terminal. Other Liquids volumes
increased by approximately 3.0 million gallons, or 2.3%, during the
quarter ended December 31, 2019 compared to the same period in the
prior year.
Water Solutions
The Partnership processed approximately 1,585,000 barrels of
produced water per day during the quarter ended December 31, 2019,
a 58.8% increase when compared to approximately 999,000 barrels of
produced water per day during the quarter ended December 31, 2018.
Water Solutions revenue increased to $121.6 million for the quarter
ended December 31, 2019, a 61.3% increase over the comparable prior
year quarter as a result of the increase in volume, which was
primarily driven by our acquisition of Mesquite Disposals
Unlimited, LLC (“Mesquite”) and Hillstone. These increases were
partially offset by the sale of our Bakken and South Pecos water
disposal businesses during the fiscal year ended March 31,
2019.
Revenues from recovered hydrocarbons, including the impact from
realized skim oil hedges, totaled $17.8 million for the quarter
ended December 31, 2019, a decrease of $5.5 million from the prior
year period. The decrease was primarily due to realized gains on
our derivatives of $1.3 million for the quarter ended December 31,
2019 compared to realized gains of $6.1 million for the quarter
ended December 31, 2018, and lower skim oil volumes resulting from
the sale of our Bakken and South Pecos water disposal businesses.
Additionally, the percentage of recovered hydrocarbons per barrel
of produced water processed decreased during the quarter ended
December 31, 2019, when compared to the quarter ended December 31,
2018, due to an increase in produced water transported through
pipelines (which contains less oil per barrel of produced water)
and contract structures that allow producers to keep the skim oil
recovered from produced water.
Refined Products and Renewables
The Partnership has announced its intention to divest its
refined products marketing business in the mid-continent region of
the United States (“Mid-Con”) and its gas blending business in the
southeastern and eastern regions of the United States (“Gas
Blending”). The Partnership completed the sale of certain Mid-Con
assets on January 3, 2020. The Partnership determined that these
businesses were no longer core to the Partnership’s strategy. The
operations of these businesses have been classified as discontinued
operations as the exiting of these businesses, along with the sale
of TransMontaigne Product Services, LLC (“TPSL”) on September 30,
2019, represent a strategic shift in the Partnership’s operations
and will have a significant effect on its operations and financial
results going forward. Certain assets and liabilities have also
been classified as held for sale.
The results from the Refined Products and Renewables businesses
being retained are included in continuing operations for the
quarter ended December 31, 2019. These results were positively
impacted by the biodiesel tax credit being reinstated in December
2019 for calendar years 2018 and 2019. The tax credit is now
effective through December 31, 2022. The total amount of income
recognized in earnings from continuing operations totaled $13.8
million during the quarter ended December 31, 2019. An additional
amount of $17.3 million was recognized in discontinued
operations.
Refined product barrels sold during the quarter ended December
31, 2019 totaled approximately 7.8 million barrels, which was
slightly lower than the same period in the prior year. Renewables
barrels sold during the quarter ended December 31, 2019 totaled
approximately 0.9 million, which was slightly higher than the same
period in the prior year.
Corporate and Other
Corporate and Other expenses primarily increased from the
comparable prior year period due to costs related to compensation,
consulting services and insurance costs as the Partnership has
restructured its operations and completed certain acquisitions
during this fiscal year.
Capitalization and Liquidity
On October 30, 2019, the Partnership amended its Credit
Agreement to adjust the allocation of the commitments of the
lenders to make revolving loans thereunder and amend the covenant
package. During the quarter, the Partnership also utilized a
portion of the accordion feature under its Credit Agreement,
whereby two new lenders and one existing lender committed to
provide an additional $150.0 million of commitments in total. The
Credit Agreement now provides for up to $1.915 billion in aggregate
commitments, consisting of (i) a $641.5 million Working Capital
Facility for working capital requirements and other general
corporate purposes and (ii) a $1.273 billion Expansion Capital
Facility for acquisitions, internal growth projects, other capital
expenditures and general corporate purposes. Working capital
borrowings totaled $447.0 million at December 31, 2019 compared to
$896.0 million at March 31, 2019, a decrease of $449.0 million.
Expansion capital borrowings totaled $945.0 million, resulting in
approximately $1.392 billion outstanding under the revolving credit
facility at December 31, 2019.
Total debt outstanding was $3.073 billion at December 31, 2019
compared to $2.161 billion at March 31, 2019, an increase of $912
million due primarily to the redemption of the Partnership’s Class
A Preferred Units, the Mesquite and Hillstone acquisitions and the
funding of certain capital expenditures, which was partially offset
by a reduction in working capital borrowings using proceeds from
the sale of TPSL and decreased activity in the Gas Blending and
Mid-Con businesses.
The Partnership’s Total Leverage Indebtedness Ratio (as defined
in our Credit Agreement) was approximately 5.0x at December 31,
2019. Total liquidity (cash plus available capacity on our
revolving credit facility) was approximately $417.9 million as of
December 31, 2019.
Fiscal 2020 Guidance Update
For Fiscal 2020, the Partnership expects to generate Adjusted
EBITDA from continuing operations in a range for each of its
operating segments as follows:
FY 2020 Adjusted EBITDA
Ranges
Low
High
(in thousands)
Crude Oil Logistics
$
215,000
$
220,000
Water Solutions
240,000
250,000
Liquids
115,000
120,000
Refined Products and Renewables
35,000
40,000
Corporate and Other
(40,000
)
(35,000
)
Total Guidance Range
$
565,000
$
595,000
Third Quarter Conference Call Information
A conference call to discuss NGL’s results of operations is
scheduled for 10:00 am Central Time on Thursday, February 6, 2020.
Analysts, investors, and other interested parties may access the
conference call by dialing (800) 291-4083 and providing access code
2980107. An archived audio replay of the conference call will be
available for 7 days beginning at 1:00 pm Central Time on February
6, 2020, which can be accessed by dialing (855) 859-2056 and
providing access code 4747666.
Non-GAAP Financial Measures
NGL defines EBITDA as net income (loss) attributable to NGL
Energy Partners LP, plus interest expense, income tax expense
(benefit), and depreciation and amortization expense. NGL defines
Adjusted EBITDA as EBITDA excluding net unrealized gains and losses
on derivatives, lower of cost or market adjustments, gains and
losses on disposal or impairment of assets, gains and losses on
early extinguishment of liabilities, equity-based compensation
expense, acquisition expense, revaluation of liabilities, certain
legal settlements and other. NGL also includes in Adjusted EBITDA
certain inventory valuation adjustments related to its Refined
Products and Renewables segment, as discussed below. EBITDA and
Adjusted EBITDA should not be considered as alternatives to net
income (loss), income (loss) from continuing operations before
income taxes, cash flows from operating activities, or any other
measure of financial performance calculated in accordance with
GAAP, as those items are used to measure operating performance,
liquidity or the ability to service debt obligations. NGL believes
that EBITDA provides additional information to investors for
evaluating NGL’s ability to make quarterly distributions to NGL’s
unitholders and is presented solely as a supplemental measure. NGL
believes that Adjusted EBITDA provides additional information to
investors for evaluating NGL’s financial performance without regard
to NGL’s financing methods, capital structure and historical cost
basis. Further, EBITDA and Adjusted EBITDA, as NGL defines them,
may not be comparable to EBITDA, Adjusted EBITDA, or similarly
titled measures used by other entities.
Other than for NGL’s Refined Products and Renewables segment,
for purposes of the Adjusted EBITDA calculation, NGL makes a
distinction between realized and unrealized gains and losses on
derivatives. During the period when a derivative contract is open,
NGL records changes in the fair value of the derivative as an
unrealized gain or loss. When a derivative contract matures or is
settled, NGL reverses the previously recorded unrealized gain or
loss and records a realized gain or loss. NGL does not draw such a
distinction between realized and unrealized gains and losses on
derivatives of NGL’s Refined Products and Renewables segment. The
primary hedging strategy of NGL’s Refined Products and Renewables
segment is to hedge against the risk of declines in the value of
inventory over the course of the contract cycle, and many of the
hedges are six months to one year in duration at inception. The
“inventory valuation adjustment” row in the reconciliation table
reflects the difference between the market value of the inventory
of NGL’s Refined Products and Renewables segment at the balance
sheet date and its cost, adjusted for the impact of seasonal market
movements related to our base inventory and the related hedge. NGL
includes this in Adjusted EBITDA because the unrealized gains and
losses associated with derivative contracts associated with the
inventory of this segment, which are intended primarily to hedge
inventory holding risk and are included in net income, also affect
Adjusted EBITDA.
Distributable Cash Flow is defined as Adjusted EBITDA minus
maintenance capital expenditures, income tax expense, cash interest
expense, preferred unit distributions and other. Maintenance
capital expenditures represent capital expenditures necessary to
maintain the Partnership’s operating capacity. Distributable Cash
Flow is a performance metric used by senior management to compare
cash flows generated by the Partnership (excluding growth capital
expenditures and prior to the establishment of any retained cash
reserves by the Board of Directors) to the cash distributions
expected to be paid to unitholders. Using this metric, management
can quickly compute the coverage ratio of estimated cash flows to
planned cash distributions. This financial measure also is
important to investors as an indicator of whether the Partnership
is generating cash flow at a level that can sustain, or support an
increase in, quarterly distribution rates. Actual distribution
amounts are set by the Board of Directors.
Forward-Looking Statements
This press release includes “forward-looking statements.” All
statements other than statements of historical facts included or
incorporated herein may constitute forward-looking statements.
Actual results could vary significantly from those expressed or
implied in such statements and are subject to a number of risks and
uncertainties. While NGL believes such forward-looking statements
are reasonable, NGL cannot assure they will prove to be correct.
The forward-looking statements involve risks and uncertainties that
affect operations, financial performance, and other factors as
discussed in filings with the Securities and Exchange Commission.
Other factors that could impact any forward-looking statements are
those risks described in NGL’s Annual Report on Form 10-K,
Quarterly Reports on Form 10-Q, and other public filings. You are
urged to carefully review and consider the cautionary statements
and other disclosures made in those filings, specifically those
under the heading “Risk Factors.” NGL undertakes no obligation to
publicly update or revise any forward-looking statements except as
required by law.
NGL provides Adjusted EBITDA guidance that does not include
certain charges and costs, which in future periods are generally
expected to be similar to the kinds of charges and costs excluded
from Adjusted EBITDA in prior periods, such as income taxes,
interest and other non-operating items, depreciation and
amortization, net unrealized gains and losses on derivatives, lower
of cost or market adjustments, gains and losses on disposal or
impairment of assets, gains and losses on early extinguishment of
liabilities, equity-based compensation expense, acquisition
expense, revaluation of liabilities and items that are unusual in
nature or infrequently occurring. The exclusion of these charges
and costs in future periods will have a significant impact on the
Partnership’s Adjusted EBITDA, and the Partnership is not able to
provide a reconciliation of its Adjusted EBITDA guidance to net
income (loss) without unreasonable efforts due to the uncertainty
and variability of the nature and amount of these future charges
and costs and the Partnership believes that such reconciliation, if
possible, would imply a degree of precision that would be
potentially confusing or misleading to investors.
About NGL Energy Partners LP
NGL Energy Partners LP is a Delaware limited partnership. NGL
owns and operates a vertically integrated energy business with four
primary businesses: Crude Oil Logistics, Water Solutions, Liquids,
and Refined Products and Renewables. NGL completed its initial
public offering in May 2011. For further information, visit the
Partnership’s website at www.nglenergypartners.com.
NGL ENERGY PARTNERS LP AND
SUBSIDIARIES
Unaudited Condensed
Consolidated Balance Sheets
(in Thousands, except unit
amounts)
December 31, 2019
March 31, 2019
ASSETS
CURRENT ASSETS:
Cash and cash equivalents
$
12,008
$
18,572
Accounts receivable-trade, net of
allowance for doubtful accounts of $4,055 and $4,016,
respectively
947,534
998,203
Accounts receivable-affiliates
12,445
12,867
Inventories
183,738
136,128
Prepaid expenses and other current
assets
90,694
65,918
Assets held for sale
95,093
580,985
Total current assets
1,341,512
1,812,673
PROPERTY, PLANT AND EQUIPMENT, net of
accumulated depreciation of $504,731 and $417,457, respectively
2,704,112
1,828,940
GOODWILL
1,307,055
1,110,456
INTANGIBLE ASSETS, net of accumulated
amortization of $603,573 and $503,117, respectively
1,600,555
800,889
INVESTMENTS IN UNCONSOLIDATED ENTITIES
22,236
1,127
OPERATING LEASE RIGHT-OF-USE ASSETS
183,141
—
OTHER NONCURRENT ASSETS
83,944
113,857
ASSETS HELD FOR SALE
—
234,551
Total assets
$
7,242,555
$
5,902,493
LIABILITIES AND EQUITY
CURRENT LIABILITIES:
Accounts payable-trade
$
846,767
$
879,063
Accounts payable-affiliates
29,374
28,469
Accrued expenses and other payables
352,848
107,759
Advance payments received from
customers
29,993
8,461
Current maturities of long-term debt
4,835
648
Operating lease obligations
57,091
—
Liabilities held for sale
40,899
226,753
Total current liabilities
1,361,807
1,251,153
LONG-TERM DEBT, net of debt issuance costs
of $20,263 and $12,008, respectively, and current maturities
3,068,205
2,160,133
OPERATING LEASE OBLIGATIONS
122,798
—
OTHER NONCURRENT LIABILITIES
104,060
63,542
NONCURRENT LIABILITIES HELD FOR SALE
—
33
CLASS A 10.75% CONVERTIBLE PREFERRED
UNITS, 0 and 19,942,169 preferred units issued and outstanding,
respectively
—
149,814
CLASS D 9.00% PREFERRED UNITS, 600,000 and
0 preferred units issued and outstanding, respectively
531,768
—
EQUITY:
General partner, representing a 0.1%
interest, 128,477 and 124,633 notional units, respectively
(51,038
)
(50,603
)
Limited partners, representing a 99.9%
interest, 128,348,906 and 124,508,497 common units issued and
outstanding, respectively
1,682,071
2,067,197
Class B preferred limited partners,
12,585,642 and 8,400,000 preferred units issued and outstanding,
respectively
305,488
202,731
Class C preferred limited partners,
1,800,000 and 0 preferred units issued and outstanding,
respectively
42,905
—
Accumulated other comprehensive loss
(248
)
(255
)
Noncontrolling interests
74,739
58,748
Total equity
2,053,917
2,277,818
Total liabilities and equity
$
7,242,555
$
5,902,493
NGL ENERGY PARTNERS LP AND
SUBSIDIARIES
Unaudited Condensed
Consolidated Statements of Operations
(in Thousands, except unit and
per unit amounts)
Three Months Ended December
31,
Nine Months Ended December
31,
2019
2018
2019
2018
REVENUES:
Crude Oil Logistics
$
690,989
$
751,180
$
2,048,301
$
2,395,064
Water Solutions
121,607
75,458
294,639
231,367
Liquids
685,625
749,433
1,361,781
1,759,772
Refined Products and Renewables
728,028
718,979
2,197,236
2,178,734
Other
280
319
799
1,066
Total Revenues
2,226,529
2,295,369
5,902,756
6,566,003
COST OF SALES:
Crude Oil Logistics
628,443
685,417
1,847,382
2,226,397
Water Solutions
14,004
(39,470
)
4,701
(17,309
)
Liquids
592,340
707,187
1,205,938
1,668,646
Refined Products and Renewables
700,248
695,033
2,155,247
2,167,458
Other
437
494
1,337
1,481
Total Cost of Sales
1,935,472
2,048,661
5,214,605
6,046,673
OPERATING COSTS AND EXPENSES:
Operating
94,412
60,465
230,610
172,219
General and administrative
29,150
24,759
93,400
86,428
Depreciation and amortization
73,726
53,281
190,593
157,771
(Gain) loss on disposal or impairment of
assets, net
(12,626
)
(36,246
)
(10,482
)
71,077
Revaluation of liabilities
10,000
—
10,000
800
Operating Income
96,395
144,449
174,030
31,035
OTHER INCOME (EXPENSE):
Equity in earnings of unconsolidated
entities
534
1,777
277
2,375
Interest expense
(46,920
)
(39,151
)
(131,814
)
(126,776
)
Loss on early extinguishment of
liabilities, net
—
(10,083
)
—
(10,220
)
Other (expense) income, net
(226
)
1,187
967
(31,415
)
Income (Loss) From Continuing Operations
Before Income Taxes
49,783
98,179
43,460
(135,001
)
INCOME TAX EXPENSE
(677
)
(980
)
(996
)
(2,322
)
Income (Loss) From Continuing
Operations
49,106
97,199
42,464
(137,323
)
(Loss) Income From Discontinued
Operations, net of Tax
(6,115
)
13,329
(192,800
)
433,501
Net Income (Loss)
42,991
110,528
(150,336
)
296,178
LESS: NET LOSS ATTRIBUTABLE TO
NONCONTROLLING INTERESTS
166
307
563
1,170
LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE
NONCONTROLLING INTERESTS
—
—
—
446
NET INCOME (LOSS) ATTRIBUTABLE TO NGL
ENERGY PARTNERS LP
$
43,157
$
110,835
$
(149,773
)
$
297,794
NET INCOME (LOSS) FROM CONTINUING
OPERATIONS ALLOCATED TO COMMON UNITHOLDERS
$
28,895
$
67,656
$
(123,792
)
$
(209,928
)
NET (LOSS) INCOME FROM DISCONTINUED
OPERATIONS ALLOCATED TO COMMON UNITHOLDERS
$
(6,109
)
$
13,316
$
(192,607
)
$
433,513
NET INCOME (LOSS) ALLOCATED TO COMMON
UNITHOLDERS
$
22,786
$
80,972
$
(316,399
)
$
223,585
BASIC INCOME (LOSS) PER COMMON UNIT
Income (Loss) From Continuing
Operations
$
0.23
$
0.54
$
(0.97
)
$
(1.71
)
(Loss) Income From Discontinued
Operations, net of Tax
$
(0.05
)
$
0.11
$
(1.52
)
$
3.53
Net Income (Loss)
$
0.18
$
0.65
$
(2.49
)
$
1.82
DILUTED INCOME (LOSS) PER COMMON UNIT
Income (Loss) From Continuing
Operations
$
0.22
$
0.53
$
(0.97
)
$
(1.71
)
(Loss) Income From Discontinued
Operations, net of Tax
$
(0.05
)
$
0.11
$
(1.52
)
$
3.53
Net Income (Loss)
$
0.18
$
0.64
$
(2.49
)
$
1.82
BASIC WEIGHTED AVERAGE COMMON UNITS
OUTSTANDING
128,201,369
123,892,680
127,026,510
122,609,625
DILUTED WEIGHTED AVERAGE COMMON UNITS
OUTSTANDING
129,358,590
125,959,751
127,026,510
122,609,625
EBITDA, ADJUSTED EBITDA AND
DISTRIBUTABLE CASH FLOW RECONCILIATION
(Unaudited)
The following table reconciles NGL’s net
income (loss) to NGL’s EBITDA, Adjusted EBITDA and Distributable
Cash Flow:
Three Months Ended December
31,
Nine Months Ended December
31,
2019
2018
2019
2018
(in thousands)
Net income (loss)
$
42,991
$
110,528
$
(150,336
)
$
296,178
Less: Net loss attributable to
noncontrolling interests
166
307
563
1,170
Less: Net loss attributable to redeemable
noncontrolling interests
—
—
—
446
Net income (loss) attributable to NGL
Energy Partners LP
43,157
110,835
(149,773
)
297,794
Interest expense
46,946
39,151
131,969
126,930
Income tax expense
676
988
1,015
2,454
Depreciation and amortization
72,939
54,153
191,049
169,235
EBITDA
163,718
205,127
174,260
596,413
Net unrealized losses (gains) on
derivatives
16,787
(47,909
)
7,851
(30,849
)
Inventory valuation adjustment (1)
(370
)
(61,665
)
(25,555
)
(60,497
)
Lower of cost or market adjustments
(646
)
48,198
(2,465
)
47,785
(Gain) loss on disposal or impairment of
assets, net
(4,837
)
(36,507
)
171,757
(337,925
)
Loss on early extinguishment of
liabilities, net
—
10,083
—
10,220
Equity-based compensation expense (2)
2,213
7,845
27,209
32,575
Acquisition expense (3)
11,419
5,155
18,595
9,270
Revaluation of liabilities (4)
10,000
—
10,000
800
Gavilon legal matter settlement (5)
—
(212
)
—
34,788
Other (6)
4,026
2,475
10,681
5,694
Adjusted EBITDA
$
202,310
$
132,590
$
392,333
$
308,274
Adjusted EBITDA - Discontinued
Operations
$
1,799
$
1,265
$
(35,362
)
$
3,839
Adjusted EBITDA - Continuing
Operations
$
200,511
$
131,325
$
427,695
$
304,435
Less: Cash interest expense (7)
43,919
36,922
124,406
119,644
Less: Income tax expense
676
982
995
2,322
Less: Maintenance capital expenditures
16,964
9,521
50,354
33,457
Less: Preferred unit distributions
12,612
11,174
31,484
33,522
Less: Other (8)
515
237
642
546
Distributable Cash Flow - Continuing
Operations
$
125,825
$
72,489
$
219,814
$
114,944
(1)
Amount reflects the difference between the
market value of the inventory of NGL’s Refined Products and
Renewables segment at the balance sheet date and its cost, adjusted
for the impact of seasonal market movements related to our base
inventory and the related hedge. See “Non-GAAP Financial Measures”
above for a further discussion.
(2)
Equity-based compensation expense in the
table above may differ from equity-based compensation expense
reported in the footnotes to our unaudited condensed consolidated
financial statements included in the Partnership’s Quarterly Report
on Form 10-Q for the quarter ended December 31, 2019.
Amounts reported in the table above include expense accruals for
bonuses expected to be paid in common units, whereas the amounts
reported in the footnotes to our unaudited condensed consolidated
financial statements only include expenses associated with
equity-based awards that have been formally granted.
(3)
Amounts represent expenses we incurred
related to legal and advisory costs associated with acquisitions,
including Mesquite and Hillstone, along with amounts accrued
related to the LCT Capital, LLC legal matter (as discussed in the
footnotes to our unaudited condensed consolidated financial
statements included in the Partnership’s Quarterly Report on
Form 10-Q for the quarter ended December 31, 2019),
partially offset by reimbursement for certain legal costs incurred
in prior periods.
(4)
Amounts for the three months and nine
months ended December 31, 2019 represent the non-cash
valuation adjustment of our contingent consideration liability
issued by us as part of our acquisition of Mesquite (as discussed
in the footnotes to our unaudited condensed consolidated financial
statements included in the Partnership’s Quarterly Report on
Form 10-Q for the quarter ended December 31, 2019).
Amount for the nine months ended December 31, 2018 represents
the non-cash valuation adjustment of contingent consideration
liabilities, offset by the cash payments, related to royalty
agreements acquired as part of acquisitions in our Water Solutions
segment.
(5)
Represents the accrual for the estimated
cost of the settlement of the Gavilon legal matter (as discussed in
the footnotes to our unaudited condensed consolidated financial
statements included in the Partnership’s Quarterly Report on
Form 10-Q for the quarter ended December 31, 2019). We
have excluded this amount from Adjusted EBITDA as it relates to
transactions that occurred prior to our acquisition of Gavilon LLC
in December 2013.
(6)
Amounts for the three months and nine
months ended December 31, 2019 and 2018 represent non-cash
operating expenses related to our Grand Mesa Pipeline, unrealized
losses on marketable securities and accretion expense for asset
retirement obligations.
(7)
Amounts represent interest expense payable
in cash for the period presented, excluding changes in the accrued
interest balance.
(8)
Amounts represents cash paid to settle
asset retirement obligations.
ADJUSTED EBITDA RECONCILIATION BY
SEGMENT
Three Months Ended December
31, 2019
Crude Oil Logistics
Water Solutions
Liquids
Refined Products and
Renewables
Corporate and Other
Continuing Operations
Discontinued Operations (TPSL,
Mid-Con, Gas Blending)
Consolidated
(in thousands)
Operating income (loss)
$
28,696
$
(583
)
$
64,084
$
24,954
$
(20,756
)
$
96,395
$
—
$
96,395
Depreciation and amortization
17,950
48,074
6,811
132
759
73,726
—
73,726
Amortization recorded to cost of sales
—
—
21
65
—
86
—
86
Net unrealized losses (gains) on
derivatives
6,060
11,924
(1,197
)
—
—
16,787
—
16,787
Inventory valuation adjustment
—
—
—
(2,099
)
—
(2,099
)
—
(2,099
)
Lower of cost or market adjustments
—
—
—
(18
)
—
(18
)
—
(18
)
Gain on disposal or impairment of assets,
net
(182
)
(12,176
)
(26
)
—
(242
)
(12,626
)
—
(12,626
)
Equity-based compensation expense
—
—
—
—
2,213
2,213
—
2,213
Acquisition expense
—
3,967
—
—
7,452
11,419
—
11,419
Other income (expense), net
64
(450
)
17
24
119
(226
)
—
(226
)
Adjusted EBITDA attributable to
unconsolidated entities
—
685
17
—
(34
)
668
—
668
Adjusted EBITDA attributable to
noncontrolling interest
—
(203
)
(616
)
—
—
(819
)
—
(819
)
Revaluation of liabilities
—
10,000
—
—
—
10,000
—
10,000
Intersegment transactions (1)
—
—
—
979
—
979
—
979
Other
2,987
976
18
45
—
4,026
—
4,026
Discontinued operations
—
—
—
—
—
—
1,799
1,799
Adjusted EBITDA
$
55,575
$
62,214
$
69,129
$
24,082
$
(10,489
)
$
200,511
$
1,799
$
202,310
Three Months Ended December
31, 2018
Discontinued
Operations
Crude Oil Logistics
Water Solutions
Liquids
Refined Products and
Renewables
Corporate and Other
Continuing Operations
TPSL, Mid-Con, Gas
Blending
Retail Propane
Consolidated
(in thousands)
Operating income (loss)
$
32,022
$
86,737
$
21,532
$
20,552
$
(16,394
)
$
144,449
$
—
$
—
$
144,449
Depreciation and amortization
18,387
27,561
6,412
168
753
53,281
—
—
53,281
Amortization recorded to cost of sales
—
—
37
64
—
101
—
—
101
Net unrealized gains on derivatives
(13,165
)
(34,114
)
(630
)
—
—
(47,909
)
—
—
(47,909
)
Inventory valuation adjustment
—
—
—
(2,881
)
—
(2,881
)
—
—
(2,881
)
Lower of cost or market adjustments
11,446
—
—
1,572
—
13,018
—
—
13,018
Gain on disposal or impairment of assets,
net
(75
)
(36,171
)
—
—
—
(36,246
)
—
—
(36,246
)
Equity-based compensation expense
—
—
—
—
7,845
7,845
—
—
7,845
Acquisition expense
—
3,459
—
—
1,696
5,155
—
—
5,155
Other income (expense), net
3
(1,134
)
19
(285
)
2,584
1,187
—
—
1,187
Adjusted EBITDA attributable to
unconsolidated entities
—
1,845
—
—
—
1,845
—
—
1,845
Adjusted EBITDA attributable to
noncontrolling interest
—
(33
)
(394
)
—
—
(427
)
—
—
(427
)
Gavilon legal matter settlement
—
—
—
—
(212
)
(212
)
—
—
(212
)
Intersegment transactions (1)
—
—
—
(10,359
)
—
(10,359
)
—
—
(10,359
)
Other
2,075
100
16
287
—
2,478
—
—
2,478
Discontinued operations
—
—
—
—
—
—
1,423
(158
)
1,265
Adjusted EBITDA
$
50,693
$
48,250
$
26,992
$
9,118
$
(3,728
)
$
131,325
$
1,423
$
(158
)
$
132,590
Nine Months Ended
December 31, 2019
Crude Oil Logistics
Water Solutions
Liquids
Refined Products and
Renewables
Corporate and Other
Continuing Operations
Discontinued Operations (TPSL,
Mid-Con, Gas Blending)
Consolidated
(in thousands)
Operating income (loss)
$
101,018
$
34,380
$
80,965
$
32,242
$
(74,575
)
$
174,030
$
—
$
174,030
Depreciation and amortization
53,228
114,066
20,651
383
2,265
190,593
—
190,593
Amortization recorded to cost of sales
—
—
67
195
—
262
—
262
Net unrealized losses on derivatives
76
5,887
1,888
—
—
7,851
—
7,851
Inventory valuation adjustment
—
—
—
(264
)
—
(264
)
—
(264
)
Lower of cost or market adjustments
—
—
(1,508
)
19
—
(1,489
)
—
(1,489
)
Gain on disposal or impairment of assets,
net
(1,428
)
(9,021
)
(33
)
—
—
(10,482
)
—
(10,482
)
Equity-based compensation expense
—
—
—
—
27,209
27,209
—
27,209
Acquisition expense
—
3,987
—
—
14,608
18,595
—
18,595
Other income (expense), net
103
(452
)
61
(20
)
1,275
967
—
967
Adjusted EBITDA attributable to
unconsolidated entities
—
685
(5
)
—
(170
)
510
—
510
Adjusted EBITDA attributable to
noncontrolling interest
—
(597
)
(1,296
)
—
—
(1,893
)
—
(1,893
)
Revaluation of liabilities
—
10,000
—
—
—
10,000
—
10,000
Intersegment transactions (1)
—
—
—
1,125
—
1,125
—
1,125
Other
9,284
1,247
53
97
—
10,681
—
10,681
Discontinued operations
—
—
—
—
—
—
(35,362
)
(35,362
)
Adjusted EBITDA
$
162,281
$
160,182
$
100,843
$
33,777
$
(29,388
)
$
427,695
$
(35,362
)
$
392,333
Nine Months Ended December 31,
2018
Discontinued
Operations
Crude Oil Logistics
Water Solutions
Liquids
Refined Products and
Renewables
Corporate and Other
Continuing Operations
TPSL, Mid-Con, Gas
Blending
Retail Propane
Consolidated
(in thousands)
Operating (loss) income
$
(36,694
)
$
97,476
$
34,913
$
4,516
$
(69,176
)
$
31,035
$
—
$
—
$
31,035
Depreciation and amortization
56,486
79,212
19,339
504
2,230
157,771
—
—
157,771
Amortization recorded to cost of sales
80
—
110
195
—
385
—
—
385
Net unrealized (gains) losses on
derivatives
(11,895
)
(23,216
)
4,183
—
—
(30,928
)
—
—
(30,928
)
Inventory valuation adjustment
—
—
—
(2,592
)
—
(2,592
)
—
—
(2,592
)
Lower of cost or market adjustments
11,446
—
(504
)
1,583
—
12,525
—
—
12,525
Loss (gain) on disposal or impairment of
assets, net
105,186
(32,966
)
994
(3,026
)
889
71,077
—
—
71,077
Equity-based compensation expense
—
—
—
—
32,575
32,575
—
—
32,575
Acquisition expense
—
3,459
161
—
5,696
9,316
—
—
9,316
Other income (expense), net
26
(1,504
)
63
(343
)
(29,657
)
(31,415
)
—
—
(31,415
)
Adjusted EBITDA attributable to
unconsolidated entities
—
2,214
—
476
—
2,690
—
—
2,690
Adjusted EBITDA attributable to
noncontrolling interest
—
(119
)
(945
)
—
—
(1,064
)
—
—
(1,064
)
Revaluation of liabilities
—
800
—
—
—
800
—
—
800
Gavilon legal matter settlement
—
—
—
—
34,788
34,788
—
—
34,788
Intersegment transactions (1)
—
—
—
11,778
—
11,778
—
—
11,778
Other
4,976
304
49
365
—
5,694
—
—
5,694
Discontinued operations
—
—
—
—
—
—
(1,028
)
4,867
3,839
Adjusted EBITDA
$
129,611
$
125,660
$
58,363
$
13,456
$
(22,655
)
$
304,435
$
(1,028
)
$
4,867
$
308,274
(1)
Amount reflects the intersegment
transactions between the continuing businesses within the Refined
Products and Renewables segment and TPSL, Mid-Con and Gas Blending
that are eliminated in consolidation.
OPERATIONAL DATA
(Unaudited)
Three Months Ended
Nine Months Ended
December 31,
December 31,
2019
2018
2019
2018
(in thousands, except per day
amounts)
Crude Oil Logistics:
Crude oil sold (barrels)
11,217
12,333
32,929
35,449
Crude oil transported on owned pipelines
(barrels)
12,202
11,820
34,913
31,385
Crude oil storage capacity - owned and
leased (barrels) (1)
5,362
5,362
Crude oil inventory (barrels) (1)
866
1,204
Water Solutions:
Produced water processed (barrels per
day)
Northern Delaware Basin (2)
845,817
36,147
788,630
14,719
Permian Basin
325,061
461,722
323,217
455,211
Eagle Ford Basin
242,238
282,070
263,064
277,431
DJ Basin
162,456
177,412
167,178
159,980
Other Basins
9,813
41,173
10,976
68,209
Total
1,585,385
998,524
1,553,065
975,550
Solids processed (barrels per day)
6,132
7,284
5,779
6,728
Skim oil sold (barrels per day)
3,429
3,609
3,124
3,516
Liquids:
Propane sold (gallons)
468,332
428,961
975,782
929,401
Butane sold (gallons)
276,046
201,891
588,694
446,340
Other products sold (gallons)
133,392
130,362
377,264
372,282
Liquids storage capacity - owned and
leased (gallons) (1)
397,343
399,757
Propane inventory (gallons) (1)
123,265
120,239
Butane inventory (gallons) (1)
50,867
34,488
Other products inventory (gallons) (1)
15,858
8,367
Refined Products and Renewables
(continuing operations):
Gasoline sold (barrels)
2,994
3,031
8,978
8,129
Diesel sold (barrels)
4,790
4,818
14,365
14,045
Ethanol sold (barrels)
640
592
1,773
1,757
Biodiesel sold (barrels)
210
237
568
815
Refined Products and Renewables storage
capacity - leased (barrels) (1)
189
73
Diesel inventory (barrels) (1)
124
162
Ethanol inventory (barrels) (1)
40
592
Biodiesel inventory (barrels) (1)
134
100
(1)
Information is presented as of
December 31, 2019 and December 31, 2018,
respectively.
(2)
Barrels per day of wastewater processed by
the assets acquired in the Mesquite and Hillstone transaction are
calculated by the number of days in which we owned the assets for
the periods presented.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20200206005306/en/
NGL Energy Partners LP Trey Karlovich, 918-481-1119 Chief
Financial Officer and Executive Vice President
Trey.Karlovich@nglep.com or Linda Bridges, 918-481-1119 Senior Vice
President - Finance and Treasurer Linda.Bridges@nglep.com
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