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CORRECTING and REPLACING NGL Energy Partners LP Announces Fourth Quarter and Full Year Fiscal 2021 Financial Results

TULSA, Okla.--(BUSINESS WIRE)--Jun. 3, 2021-- Seventh paragraph (under Crude Oil Logistics), second sentence should read: During the three months ended March 31, 2021, financial volumes on the Grand Mesa Pipeline averaged approximately 66,000 barrels per day compared to 131,000 barrels per day during the prior year period, a decrease primarily due to the bankruptcy court’s approved rejection of the Extraction transportation agreement. Winter storm Uri in February 2021 reduced not only volumes at the lease in all areas of our operations, including the DJ Basin, but also refinery demand due to outages on the United States Gulf Coast. (instead of During the three months ended March 31, 2021, financial volumes on the Grand Mesa Pipeline averaged approximately 131,000 barrels per day during the prior year period, a decrease primarily due to the bankruptcy court’s approved rejection of the Extraction transportation agreement. Winter storm Uri in February 2021 reduced not only volumes at the lease in all areas of our operations, including the DJ Basin, but also refinery demand due to outages on the United States Gulf Coast.)

The updated release reads:

NGL ENERGY PARTNERS LP ANNOUNCES FOURTH QUARTER AND FULL YEAR FISCAL 2021 FINANCIAL RESULTS

NGL Energy Partners LP (NYSE:NGL) (“NGL,” “our,” “we,” or the “Partnership”) today reported its fourth quarter and full year fiscal 2021 results.

Highlights for the quarter and fiscal year ended March 31, 2021 include:

  • Loss from continuing operations for the quarter ended March 31, 2021 of $229.2 million, including a loss of $63.1 million related to the early repayment of the Partnership’s term loan facility, a one-time $40.0 million consent payment to the holders of the Partnership’s Class D Preferred Units and a non-cash impairment charge of $84.3 million for certain inactive or underutilized saltwater disposal facilities
  • Loss from continuing operations of $637.4 million for Fiscal 2021, which includes the $383.6 million write down of goodwill and certain intangibles related to the impact of the bankruptcy rejection of transportation contracts with Extraction Oil & Gas, Inc. (“Extraction”), certain costs associated with the re-financing of our credit facility and term loan facility and the impairment of certain assets
  • Adjusted EBITDA from continuing operations for the fourth quarter of Fiscal 2021 of $94.3 million, compared to $161.8 million for the fourth quarter of Fiscal 2020, driven by lower volumes in each of our operating segments
  • Fiscal Year 2021 Adjusted EBITDA from continuing operations of $448.3 million compared to $589.5 million in the prior year
  • Completion of a private offering of $2.05 billion of 7.5% senior secured notes due 2026 (“2026 Secured Notes”) and a new $500.0 million asset-based revolving credit facility (“ABL Facility”) on February 4, 2021. These transactions significantly extended debt maturities as proceeds received were used to repay all outstanding amounts under the Partnership’s previous $1.915 billion revolving credit facility due in October 2021 and its $250.0 million term loan facility and terminate those agreements, as well as to pay all fees and expenses associated with the transactions.
  • Announced suspension of all common unit and preferred unit distributions until the Board of Directors of our general partner deems it prudent to resume distributions and such distributions are consistent with the terms of the Partnership’s various debt agreements

“The Partnership is well positioned going into its Fiscal 2022, as crude prices, producer volumes and demand for commodities have all increased following a challenging Fiscal 2021. Our Water Solutions segment continues to drive the growth of the Partnership and we look to fully capitalize on our Delaware Basin platform in the coming year. We are excited about rising and stabilizing crude oil prices and the return of production growth in the DJ Basin and expect to see increased producer demand for capacity on our Grand Mesa Pipeline as well,” stated Mike Krimbill, NGL’s CEO. “Fiscal 2021 was significant for the Partnership as we successfully extended our debt maturities and improved liquidity in a difficult banking environment for energy companies and provided a secure platform from which the Partnership can operate going forward. Once again, we are looking forward to seeing increased utilization of our existing asset platform to deliver excess free cash flow for deleveraging and the eventual reinstatement of our distributions,” Krimbill concluded.

Quarterly Results of Operations

The following table summarizes operating income (loss) and Adjusted EBITDA from continuing operations by reportable segment for the periods indicated:

 

 

Quarter Ended

 

 

March 31, 2021

 

March 31, 2020

 

 

Operating
Income (Loss)

 

Adjusted
EBITDA

 

Operating
Income (Loss)

 

Adjusted
EBITDA

 

 

(in thousands)

Water Solutions

 

$

(79,217

)

 

$

57,979

 

 

$

(207,444

)

 

$

72,140

 

Crude Oil Logistics

 

6,303

 

 

22,176

 

 

16,750

 

 

56,938

 

Liquids Logistics

 

19,103

 

 

26,467

 

 

29,204

 

 

47,424

 

Corporate and Other

 

(16,166

)

 

(12,343

)

 

(15,872

)

 

(14,740

)

Total

 

$

(69,977

)

 

$

94,279

 

 

$

(177,362

)

 

$

161,762

 

Water Solutions

The Partnership processed approximately 1.4 million barrels of water per day during the quarter ended March 31, 2021, a 17.6% decrease when compared to approximately 1.7 million barrels of water per day processed during the quarter ended March 31, 2020. This decrease was primarily due to lower development activity and production volumes through the past year along with the impact from winter storm Uri and the slower recovery of volumes in the Delaware Basin. The decline was partially offset by new produced water volumes received upon the completion and commencement of the Partnership’s Poker Lake pipeline. The pipeline was successfully completed in October 2020 with capacity of over 400,000 barrels per day and connects into the Partnership’s integrated Delaware Basin produced water pipeline infrastructure network.

Operating expenses in the Water Solutions segment decreased to $0.29 per barrel compared to $0.38 per barrel in the comparative quarter last year. This includes certain costs incurred in February 2021 related to winter storm Uri, combined with lower volumes. The Partnership has taken significant steps to reduce operating costs and continues to evaluate cost saving initiatives.

Crude Oil Logistics

Operating income for the fourth quarter of Fiscal 2021 decreased compared to the same quarter in Fiscal 2020 due to lower activity on our Grand Mesa Pipeline, revenues from which decreased by $19.1 million during the quarter ended March 31, 2021, compared to the quarter ended March 31, 2020. During the three months ended March 31, 2021, financial volumes on the Grand Mesa Pipeline averaged approximately 66,000 barrels per day compared to 131,000 barrels per day during the prior year period, a decrease primarily due to the bankruptcy court’s approved rejection of the Extraction transportation agreement. Winter storm Uri in February 2021 reduced not only volumes at the lease in all areas of our operations, including the DJ Basin, but also refinery demand due to outages on the United States Gulf Coast. This was partially offset by an increase in prices during the fourth quarter of Fiscal 2021.

Liquids Logistics

Total product margin per gallon, excluding the impact of derivatives, was $0.060 for the quarter ended March 31, 2021 compared to $0.044 in the same quarter of the prior year. Liquids revenues increased due to increased commodity prices in the quarter ended March 31, 2021 as a result of winter storm Uri in February, which impacted the supply of natural gas liquids and refined products. Refined products volume sold decreased during the quarter ended March 31, 2021 and totaled approximately 188.4 million gallons, compared to 292.1 million gallons in the same period in the prior year, as demand for refined products has not fully rebounded from the pandemic. Butane volumes also continued to be impacted by a lack in demand. Propane volumes for the quarter ended March 31, 2021 were down approximately 5.0% from the same period last year due to less demand throughout the heating season in our core operating areas.

Capitalization and Liquidity

Total liquidity (cash plus available capacity on our revolving credit facility) was approximately $344.9 million as of March 31, 2021. The Partnership is in compliance with all of its debt covenants and has no significant current debt maturities before November 2023. The Partnership expects to generate excess cash flow in Fiscal 2022, which will be utilized to repay outstanding indebtedness and improve leverage.

Fourth Quarter Conference Call Information

A conference call to discuss NGL’s results of operations is scheduled for 4:00 pm Central Time on Thursday, June 3, 2021. Analysts, investors, and other interested parties may access the conference call by dialing (800) 291-4083 and providing access code 7299585. An archived audio replay of the conference call will be available for 7 days beginning at 1:00 pm Central Time on June 4, 2021, which can be accessed by dialing (855) 859-2056 and providing access code 7299585.

NGL filed its Annual Report on Form 10-K for the year ended March 31, 2021 with the Securities and Exchange Commission after market on June 3, 2021. A copy of the Form 10-K can be found on the Partnership’s website at www.nglenergypartners.com. Unitholders may also request, free of charge, a hard copy of our Form 10-K and our complete audited financial statements.

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 net realizable value 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 TransMontaigne Product Services, LLC (“TPSL”), our refined products business in the mid-continent region of the United States (“Mid-Con”) and our gas blending business in the southeastern and eastern regions of the United States (“Gas Blending”), which are included in discontinued operations, and certain refined products businesses within NGL’s Liquids Logistics segment, as discussed below. EBITDA and Adjusted EBITDA should not be considered alternatives to net loss, 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 the TPSL, Mid-Con, and Gas Blending businesses, which are included in discontinued operations, and certain businesses within NGL’s Liquids Logistics 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 record a realized gain or loss. NGL does not draw such a distinction between realized and unrealized gains and losses on derivatives of the TPSL, Mid-Con, and Gas Blending businesses, which are included in discontinued operations, and certain businesses within NGL’s Liquids Logistics segment. The primary hedging strategy of these businesses 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 cover extended periods of time. The “inventory valuation adjustment” row in the reconciliation table reflects the difference between the market value of the inventory of these businesses 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 net realizable value 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, a Delaware limited partnership, is a diversified midstream energy company that transports, treats, recycles and disposes of produced water generated as part of the energy production process as well as transports, stores, markets and provides other logistics services for crude oil and liquid hydrocarbons.

For further information, visit the Partnership’s website at www.nglenergypartners.com.

NGL ENERGY PARTNERS LP AND SUBSIDIARIES

Unaudited Consolidated Balance Sheets

(in Thousands, except unit amounts)

 

 

March 31,

 

2021

 

2020

ASSETS

 

 

 

CURRENT ASSETS:

 

 

 

Cash and cash equivalents

$

4,829

 

 

$

22,704

 

Accounts receivable-trade, net of allowance for expected credit losses of $2,192 and $4,540, respectively

725,943

 

 

566,834

 

Accounts receivable-affiliates

9,435

 

 

12,934

 

Inventories

158,467

 

 

69,634

 

Prepaid expenses and other current assets

109,164

 

 

101,981

 

Total current assets

1,007,838

 

 

774,087

 

PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of $776,279 and $529,068, respectively

2,706,853

 

 

2,851,555

 

GOODWILL

744,439

 

 

993,587

 

INTANGIBLE ASSETS, net of accumulated amortization of $517,518 and $631,449, respectively

1,262,613

 

 

1,612,480

 

INVESTMENTS IN UNCONSOLIDATED ENTITIES

22,719

 

 

23,182

 

OPERATING LEASE RIGHT-OF-USE ASSETS

152,146

 

 

180,708

 

OTHER NONCURRENT ASSETS

50,733

 

 

63,137

 

Total assets

$

5,947,341

 

 

$

6,498,736

 

LIABILITIES AND EQUITY

 

 

 

CURRENT LIABILITIES:

 

 

 

Accounts payable-trade

$

679,868

 

 

$

515,049

 

Accounts payable-affiliates

119

 

 

17,717

 

Accrued expenses and other payables

170,400

 

 

232,062

 

Advance payments received from customers

11,163

 

 

19,536

 

Current maturities of long-term debt

2,183

 

 

4,683

 

Operating lease obligations

47,070

 

 

56,776

 

Total current liabilities

910,803

 

 

845,823

 

LONG-TERM DEBT, net of debt issuance costs of $55,555 and $19,795, respectively, and current maturities

3,319,030

 

 

3,144,848

 

OPERATING LEASE OBLIGATIONS

103,637

 

 

121,013

 

OTHER NONCURRENT LIABILITIES

114,615

 

 

114,079

 

 

 

 

 

CLASS D 9.00% PREFERRED UNITS, 600,000 and 600,000 preferred units issued and outstanding, respectively

551,097

 

 

537,283

 

 

 

 

 

EQUITY:

 

 

 

General partner, representing a 0.1% interest, 129,724 and 128,901 notional units, respectively

(52,189

)

 

(51,390

)

Limited partners, representing a 99.9% interest, 129,593,939 and 128,771,715 common units issued and outstanding, respectively

582,784

 

 

1,366,152

 

Class B preferred limited partners, 12,585,642 and 12,585,642 preferred units issued and outstanding, respectively

305,468

 

 

305,468

 

Class C preferred limited partners, 1,800,000 and 1,800,000 preferred units issued and outstanding, respectively

42,891

 

 

42,891

 

Accumulated other comprehensive loss

(266

)

 

(385

)

Noncontrolling interests

69,471

 

 

72,954

 

Total equity

948,159

 

 

1,735,690

 

Total liabilities and equity

$

5,947,341

 

 

$

6,498,736

 

NGL ENERGY PARTNERS LP AND SUBSIDIARIES

Unaudited Consolidated Statements of Operations

(in Thousands, except unit and per unit amounts)

 

 

Three Months Ended March 31,

 

Year Ended March 31,

 

 

2021

 

2020

 

2021

 

2020

REVENUES:

 

 

 

 

 

 

 

 

Water Solutions

 

$

95,318

 

 

$

127,420

 

 

$

370,986

 

 

$

422,059

 

Crude Oil Logistics

 

493,467

 

 

501,466

 

 

1,721,636

 

 

2,549,767

 

Liquids Logistics

 

1,163,333

 

 

1,052,119

 

 

3,133,146

 

 

4,611,136

 

Other

 

313

 

 

239

 

 

1,255

 

 

1,038

 

Total Revenues

 

1,752,431

 

 

1,681,244

 

 

5,227,023

 

 

7,584,000

 

COST OF SALES:

 

 

 

 

 

 

 

 

Water Solutions

 

1,063

 

 

(38,571

)

 

9,622

 

 

(33,870

)

Crude Oil Logistics

 

462,732

 

 

446,571

 

 

1,515,993

 

 

2,293,953

 

Liquids Logistics

 

1,108,758

 

 

981,341

 

 

2,966,391

 

 

4,342,526

 

Other

 

453

 

 

437

 

 

1,816

 

 

1,774

 

Total Cost of Sales

 

1,573,006

 

 

1,389,778

 

 

4,493,822

 

 

6,604,383

 

OPERATING COSTS AND EXPENSES:

 

 

 

 

 

 

 

 

Operating

 

72,094

 

 

102,383

 

 

254,562

 

 

332,993

 

General and administrative

 

19,791

 

 

20,264

 

 

70,468

 

 

113,664

 

Depreciation and amortization

 

67,572

 

 

74,719

 

 

317,227

 

 

265,312

 

Loss on disposal or impairment of assets, net

 

83,684

 

 

272,268

 

 

475,436

 

 

261,786

 

Revaluation of liabilities

 

6,261

 

 

(806

)

 

6,261

 

 

9,194

 

Operating Loss

 

(69,977

)

 

(177,362

)

 

(390,753

)

 

(3,332

)

OTHER INCOME (EXPENSE):

 

 

 

 

 

 

 

 

Equity in earnings of unconsolidated entities

 

804

 

 

1,014

 

 

1,938

 

 

1,291

 

Interest expense

 

(60,651

)

 

(49,370

)

 

(198,799

)

 

(181,184

)

(Loss) gain on early extinguishment of liabilities, net

 

(60,984

)

 

1,341

 

 

(16,692

)

 

1,341

 

Other (expense) income, net

 

(39,563

)

 

717

 

 

(36,503

)

 

1,684

 

Loss From Continuing Operations Before Income Taxes

 

(230,371

)

 

(223,660

)

 

(640,809

)

 

(180,200

)

INCOME TAX BENEFIT (EXPENSE)

 

1,154

 

 

651

 

 

3,391

 

 

(345

)

Loss From Continuing Operations

 

(229,217

)

 

(223,009

)

 

(637,418

)

 

(180,545

)

Loss From Discontinued Operations, net of Tax

 

(23

)

 

(25,435

)

 

(1,769

)

 

(218,235

)

Net Loss

 

(229,240

)

 

(248,444

)

 

(639,187

)

 

(398,780

)

LESS: NET (INCOME) LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS

 

(447

)

 

1,210

 

 

(632

)

 

1,773

 

NET LOSS ATTRIBUTABLE TO NGL ENERGY PARTNERS LP

 

$

(229,687

)

 

$

(247,234

)

 

$

(639,819

)

 

$

(397,007

)

NET LOSS FROM CONTINUING OPERATIONS ALLOCATED TO COMMON UNITHOLDERS

 

$

(253,180

)

 

$

(243,454

)

 

$

(730,683

)

 

$

(367,246

)

NET LOSS FROM DISCONTINUED OPERATIONS ALLOCATED TO COMMON UNITHOLDERS

 

$

(23

)

 

$

(25,410

)

 

$

(1,767

)

 

$

(218,017

)

NET LOSS ALLOCATED TO COMMON UNITHOLDERS

 

$

(253,203

)

 

$

(268,864

)

 

$

(732,450

)

 

$

(585,263

)

BASIC (LOSS) INCOME PER COMMON UNIT

 

 

 

 

 

 

 

 

Loss From Continuing Operations

 

$

(1.96

)

 

$

(1.89

)

 

$

(5.67

)

 

$

(2.88

)

Loss From Discontinued Operations, net of Tax

 

$

 

 

$

(0.20

)

 

$

(0.01

)

 

$

(1.71

)

Net Loss

 

$

(1.96

)

 

$

(2.09

)

 

$

(5.68

)

 

$

(4.59

)

DILUTED (LOSS) INCOME PER COMMON UNIT

 

 

 

 

 

 

 

 

Loss From Continuing Operations

 

$

(1.96

)

 

$

(1.89

)

 

$

(5.67

)

 

$

(2.88

)

Loss From Discontinued Operations, net of Tax

 

$

 

 

$

(0.20

)

 

$

(0.01

)

 

$

(1.71

)

Net Loss

 

$

(1.96

)

 

$

(2.09

)

 

$

(5.68

)

 

$

(4.59

)

BASIC WEIGHTED AVERAGE COMMON UNITS OUTSTANDING

 

129,395,184

 

 

128,576,572

 

 

128,980,823

 

 

127,411,908

 

DILUTED WEIGHTED AVERAGE COMMON UNITS OUTSTANDING

129,395,184

128,576,572

128,980,823

 

 

127,411,908

 

EBITDA, ADJUSTED EBITDA AND DISTRIBUTABLE CASH FLOW RECONCILIATION

(Unaudited)

The following table reconciles NGL’s net loss to NGL’s EBITDA, Adjusted EBITDA and Distributable Cash Flow for the periods indicated:

 

 

 

Three Months Ended March 31,

 

Year Ended March 31,

 

 

2021

 

2020

 

2021

 

2020

 

 

(in thousands)

Net loss

 

$

(229,240

)

 

$

(248,444

)

 

$

(639,187

)

 

$

(398,780

)

Less: Net (income) loss attributable to noncontrolling interests

 

(447

)

 

1,210

 

 

(632

)

 

1,773

 

Net loss attributable to NGL Energy Partners LP

 

(229,687

)

 

(247,234

)

 

(639,819

)

 

(397,007

)

Interest expense

 

60,664

 

 

49,388

 

 

198,823

 

 

181,357

 

Income tax (benefit) expense

 

(1,153

)

 

(650

)

 

(3,444

)

 

365

 

Depreciation and amortization

 

66,921

 

 

74,098

 

 

314,476

 

 

265,147

 

EBITDA

 

(103,255

)

 

(124,398

)

 

(129,964

)

 

49,862

 

Net unrealized (gains) losses on derivatives

 

(291

)

 

(46,408

)

 

47,366

 

 

(38,557

)

Inventory valuation adjustment (1)

 

(169

)

 

(4,121

)

 

1,224

 

 

(29,676

)

Lower of cost or net realizable value adjustments

 

3,111

 

 

33,667

 

 

(30,102

)

 

31,202

 

Loss on disposal or impairment of assets, net

 

83,677

 

 

292,726

 

 

476,601

 

 

464,483

 

Loss (gain) on early extinguishment of liabilities, net

 

60,984

 

 

(1,341

)

 

16,692

 

 

(1,341

)

Equity-based compensation expense (2)

 

1,049

 

 

(699

)

 

6,727

 

 

26,510

 

Acquisition expense (3)

 

796

 

 

1,127

 

 

1,711

 

 

19,722

 

Revaluation of liabilities (4)

 

6,261

 

 

(806

)

 

6,261

 

 

9,194

 

Class D Preferred Unitholder consent fee (5)

 

40,000

 

 

 

 

40,000

 

 

 

Other (6)

 

2,086

 

 

5,107

 

 

11,135

 

 

15,788

 

Adjusted EBITDA

 

$

94,249

 

 

$

154,854

 

 

$

447,651

 

 

$

547,187

 

Adjusted EBITDA - Discontinued Operations (7)

 

$

(30

)

 

$

(6,908

)

 

$

(621

)

 

$

(42,270

)

Adjusted EBITDA - Continuing Operations

 

$

94,279

 

 

$

161,762

 

 

$

448,272

 

 

$

589,457

 

Less: Cash interest expense (8)

 

57,178

 

 

45,848

 

 

185,138

 

 

170,254

 

Less: Income tax (benefit) expense

 

(1,154

)

 

(650

)

 

(3,391

)

 

345

 

Less: Maintenance capital expenditures

 

6,520

 

 

10,999

 

 

28,787

 

 

61,353

 

Less: Preferred unit distributions paid

 

23,770

 

 

14,237

 

 

77,678

 

 

45,721

 

Less: Other (9)

 

(9

)

 

16

 

 

 

 

658

 

Distributable Cash Flow - Continuing Operations

 

$

7,974

 

 

$

91,312

 

 

$

160,060

 

 

$

311,126

 

(1)

Amount reflects the difference between the market value of the inventory 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” section 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 consolidated financial statements included in the Partnership’s Annual Report on Form 10-K for the year ended March 31, 2021. 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 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 consolidated financial statements included in the Partnership’s Annual Report on Form 10-K for the year ended March 31, 2021).

(4)

Amounts for the three months ended March 31, 2021 and 2020 and year ended March 31, 2021 represent 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. Amount for the year ended March 31, 2020 represents 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 consolidated financial statements included in the Partnership’s Annual Report on Form 10-K for the year ended March 31, 2021), partially offset by 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 fee paid to the holders of the Class D Preferred Units to obtain their consent in order to complete the issuance of the 2026 Senior Secured Notes and the ABL Facility (as discussed in the footnotes to our consolidated financial statements included in the Partnership’s Annual Report on Form 10-K for the year ended March 31, 2021).

(6)

Amounts for the three months and years ended March 31, 2021 and 2020 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 include the operations of TPSL, Gas Blending and Mid-Con.

(8)

Amounts represent interest expense payable in cash for the period presented, excluding changes in the accrued interest balance.

(9)

Amounts represent cash paid to settle asset retirement obligations.

ADJUSTED EBITDA RECONCILIATION BY SEGMENT

(Unaudited)

 

 

Three Months Ended March 31, 2021

 

Water
Solutions

 

Crude Oil
Logistics

 

Liquids
Logistics

 

Corporate
and
Other

 

Continuing
Operations

 

Discontinued
Operations
(TPSL, Mid-Con,
Gas Blending)

 

Consolidated

 

(in thousands)

Operating (loss) income

$

(79,217

)

 

$

6,303

 

 

$

19,103

 

 

$

(16,166

)

 

$

(69,977

)

 

$

 

 

$

(69,977

)

Depreciation and amortization

48,427

 

 

10,334

 

 

7,026

 

 

1,785

 

 

67,572

 

 

 

 

67,572

 

Amortization recorded to cost of sales

 

 

 

 

77

 

 

 

 

77

 

 

 

 

77

 

Net unrealized losses (gains) on derivatives

975

 

 

4,233

 

 

(5,499

)

 

 

 

(291

)

 

 

 

(291

)

Inventory valuation adjustment

 

 

 

 

(202

)

 

 

 

(202

)

 

 

 

(202

)

Lower of cost or net realizable value adjustments

 

 

(213

)

 

3,357

 

 

 

 

3,144

 

 

 

 

3,144

 

Loss (gain) on disposal or impairment of assets, net

80,357

 

 

(248

)

 

3,346

 

 

229

 

 

83,684

 

 

 

 

83,684

 

Equity-based compensation expense

 

 

 

 

 

 

1,049

 

 

1,049

 

 

 

 

1,049

 

Acquisition expense

10

 

 

 

 

 

 

786

 

 

796

 

 

 

 

796

 

Other income (expense), net

7

 

 

50

 

 

297

 

 

(39,917

)

 

(39,563

)

 

 

 

(39,563

)

Adjusted EBITDA attributable to unconsolidated entities

1,136

 

 

 

 

8

 

 

(109

)

 

1,035

 

 

 

 

1,035

 

Adjusted EBITDA attributable to noncontrolling interest

(330

)

 

 

 

(1,071

)

 

 

 

(1,401

)

 

 

 

(1,401

)

Revaluation of liabilities

6,261

 

 

 

 

 

 

 

 

6,261

 

 

 

 

6,261

 

Class D Preferred Unitholder consent fee

 

 

 

 

 

 

40,000

 

 

40,000

 

 

 

 

40,000

 

Other

353

 

 

1,717

 

 

25

 

 

 

 

2,095

 

 

 

 

2,095

 

Discontinued operations

 

 

 

 

 

 

 

 

 

 

(30

)

 

(30

)

Adjusted EBITDA

$

57,979

 

 

$

22,176

 

 

$

26,467

 

 

$

(12,343

)

 

$

94,279

 

 

$

(30

)

 

$

94,249

 

 

Three Months Ended March 31, 2020

 

Water
Solutions

 

Crude Oil
Logistics

 

Liquids
Logistics

 

Corporate
and
Other

 

Continuing
Operations

 

Discontinued
Operations
(TPSL, Mid-Con,
Gas Blending)

 

Consolidated

 

(in thousands)

Operating (loss) income

$

(207,444

)

 

$

16,750

 

 

$

29,204

 

 

$

(15,872

)

 

$

(177,362

)

 

$

 

 

$

(177,362

)

Depreciation and amortization

49,522

 

 

17,531

 

 

6,896

 

 

770

 

 

74,719

 

 

 

 

74,719

 

Amortization recorded to cost of sales

 

 

 

 

87

 

 

 

 

87

 

 

 

 

87

 

Net unrealized (gains) losses on derivatives

(35,748

)

 

(11,391

)

 

731

 

 

 

 

(46,408

)

 

 

 

(46,408

)

Inventory valuation adjustment

 

 

 

 

(1,886

)

 

 

 

(1,886

)

 

 

 

(1,886

)

Lower of cost or net realizable value adjustments

 

 

29,469

 

 

4,213

 

 

 

 

33,682

 

 

 

 

33,682

 

Loss on disposal or impairment of assets, net

264,306

 

 

284

 

 

7,678

 

 

 

 

272,268

 

 

 

 

272,268

 

Equity-based compensation expense

 

 

 

 

 

 

(699

)

 

(699

)

 

 

 

(699

)

Acquisition expense

92

 

 

 

 

 

 

1,035

 

 

1,127

 

 

 

 

1,127

 

Other income (expense), net

4

 

 

614

 

 

(20

)

 

119

 

 

717

 

 

 

 

717

 

Adjusted EBITDA attributable to unconsolidated entities

1,467

 

 

 

 

29

 

 

(93

)

 

1,403

 

 

 

 

1,403

 

Adjusted EBITDA attributable to noncontrolling interest

(613

)

 

 

 

(546

)

 

 

 

(1,159

)

 

 

 

(1,159

)

Revaluation of liabilities

(806

)

 

 

 

 

 

 

 

(806

)

 

 

 

(806

)

Intersegment transactions (1)

 

 

 

 

974

 

 

 

 

974

 

 

 

 

974

 

Other

1,360

 

 

3,681

 

 

64

 

 

 

 

5,105

 

 

 

 

5,105

 

Discontinued operations

 

 

 

 

 

 

 

 

 

 

(6,908

)

 

(6,908

)

Adjusted EBITDA

$

72,140

 

 

$

56,938

 

 

$

47,424

 

 

$

(14,740

)

 

$

161,762

 

 

$

(6,908

)

 

$

154,854

 

 

Year Ended March 31, 2021

 

Water
Solutions

 

Crude Oil
Logistics

 

Liquids
Logistics

 

Corporate
and
Other

 

Continuing
Operations

 

Discontinued
Operations
(TPSL, Mid-Con,
Gas Blending)

 

Consolidated

 

(in thousands)

Operating (loss) income

$

(92,720

)

 

$

(304,330

)

 

$

70,441

 

 

$

(64,144

)

 

$

(390,753

)

 

$

 

 

$

(390,753

)

Depreciation and amortization

222,107

 

 

60,874

 

 

29,184

 

 

5,062

 

 

317,227

 

 

 

 

317,227

 

Amortization recorded to cost of sales

 

 

 

 

307

 

 

 

 

307

 

 

 

 

307

 

Net unrealized losses (gains) on derivatives

24,500

 

 

23,432

 

 

(566

)

 

 

 

47,366

 

 

 

 

47,366

 

Inventory valuation adjustment

 

 

 

 

1,197

 

 

 

 

1,197

 

 

 

 

1,197

 

Lower of cost or net realizable value adjustments

 

 

(29,458

)

 

(617

)

 

 

 

(30,075

)

 

 

 

(30,075

)

Loss on disposal or impairment of assets, net

76,942

 

 

384,143

 

 

3,350

 

 

11,001

 

 

475,436

 

 

 

 

475,436

 

Equity-based compensation expense

 

 

 

 

 

 

6,727

 

 

6,727

 

 

 

 

6,727

 

Acquisition expense

27

 

 

 

 

 

 

1,684

 

 

1,711

 

 

 

 

1,711

 

Other income (expense), net

266

 

 

1,565

 

 

1,301

 

 

(39,635

)

 

(36,503

)

 

 

 

(36,503

)

Adjusted EBITDA attributable to unconsolidated entities

3,019

 

 

 

 

(3

)

 

(252

)

 

2,764

 

 

 

 

2,764

 

Adjusted EBITDA attributable to noncontrolling interest

(1,647

)

 

 

 

(2,887

)

 

 

 

(4,534

)

 

 

 

(4,534

)

Revaluation of liabilities

6,261

 

 

 

 

 

 

 

 

6,261

 

 

 

 

6,261

 

Class D Preferred Unitholder consent fee

 

 

 

 

 

 

40,000

 

 

40,000

 

 

 

 

40,000

 

Intersegment transactions (1)

 

 

 

 

(27

)

 

 

 

(27

)

 

 

 

(27

)

Other

2,751

 

 

8,317

 

 

100

 

 

 

 

11,168

 

 

 

 

11,168

 

Discontinued operations

 

 

 

 

 

 

 

 

 

 

(621

)

 

(621

)

Adjusted EBITDA

$

241,506

 

 

$

144,543

 

 

$

101,780

 

 

$

(39,557

)

 

$

448,272

 

 

$

(621

)

 

$

447,651

 

 

Year Ended March 31, 2020

 

Water
Solutions

 

Crude Oil
Logistics

 

Liquids
Logistics

 

Corporate
and
Other

 

Continuing
Operations

 

Discontinued
Operations
(TPSL, Mid-Con,
Gas Blending)

 

Consolidated

 

(in thousands)

Operating (loss) income

$

(173,064

)

 

$

117,768

 

 

$

142,411

 

 

$

(90,447

)

 

$

(3,332

)

 

$

 

 

$

(3,332

)

Depreciation and amortization

163,588

 

 

70,759

 

 

27,930

 

 

3,035

 

 

265,312

 

 

 

 

265,312

 

Amortization recorded to cost of sales

 

 

 

 

349

 

 

 

 

349

 

 

 

 

349

 

Net unrealized (gains) losses on derivatives

(29,861

)

 

(11,315

)

 

2,619

 

 

 

 

(38,557

)

 

 

 

(38,557

)

Inventory valuation adjustment

 

 

 

 

(2,150

)

 

 

 

(2,150

)

 

 

 

(2,150

)

Lower of cost or net realizable value adjustments

 

 

29,469

 

 

2,724

 

 

 

 

32,193

 

 

 

 

32,193

 

Loss (gain) on disposal or impairment of assets, net

255,285

 

 

(1,144

)

 

7,645

 

 

 

 

261,786

 

 

 

 

261,786

 

Equity-based compensation expense

 

 

 

 

 

 

26,510

 

 

26,510

 

 

 

 

26,510

 

Acquisition expense

4,079

 

 

 

 

 

 

15,643

 

 

19,722

 

 

 

 

19,722

 

Other (expense) income, net

(448

)

 

717

 

 

21

 

 

1,394

 

 

1,684

 

 

 

 

1,684

 

Adjusted EBITDA attributable to unconsolidated entities

2,152

 

 

 

 

24

 

 

(263

)

 

1,913

 

 

 

 

1,913

 

Adjusted EBITDA attributable to noncontrolling interest

(1,210

)

 

 

 

(1,842

)

 

 

 

(3,052

)

 

 

 

(3,052

)

Revaluation of liabilities

9,194

 

 

 

 

 

 

 

 

9,194

 

 

 

 

9,194

 

Intersegment transactions (1)

 

 

 

 

2,099

 

 

 

 

2,099

 

 

 

 

2,099

 

Other

2,607

 

 

12,965

 

 

214

 

 

 

 

15,786

 

 

 

 

15,786

 

Discontinued operations

 

 

 

 

 

 

 

 

 

 

(42,270

)

 

(42,270

)

Adjusted EBITDA

$

232,322

 

 

$

219,219

 

 

$

182,044

 

 

$

(44,128

)

 

$

589,457

 

 

$

(42,270

)

 

$

547,187

 

(1)

Amount reflects the transactions with TPSL, Mid-Con and Gas Blending that are eliminated in consolidation.

OPERATIONAL DATA

(Unaudited)

 

 

Three Months Ended

 

Year Ended

 

March 31,

 

March 31,

 

2021

 

2020

 

2021

 

2020

 

(in thousands, except per day amounts)

Water Solutions:

 

 

 

 

 

 

 

Produced water processed (barrels per day)

 

 

 

 

 

 

 

Delaware Basin (1)

1,212,453

 

 

1,294,750

 

 

1,148,582

 

 

1,170,158

 

Eagle Ford Basin

63,871

 

 

197,587

 

 

78,397

 

 

246,784

 

DJ Basin

101,116

 

 

158,159

 

 

111,016

 

 

164,936

 

Other Basins

21,210

 

 

47,594

 

 

26,596

 

 

61,091

 

Total

1,398,650

 

 

1,698,090

 

 

1,364,591

 

 

1,642,969

 

Solids processed (barrels per day)

1,104

 

 

5,449

 

 

1,324

 

 

5,697

 

Skim oil sold (barrels per day)

2,525

 

 

3,539

 

 

1,957

 

 

3,397

 

 

 

 

 

 

 

 

 

Crude Oil Logistics:

 

 

 

 

 

 

 

Crude oil sold (barrels)

8,146

 

 

9,870

 

 

38,349

 

 

42,799

 

Crude oil transported on owned pipelines (barrels)

5,961

 

 

10,971

 

 

32,797

 

 

45,884

 

Crude oil storage capacity - owned and leased (barrels) (2)

 

 

 

 

5,239

 

 

5,362

 

Crude oil inventory (barrels) (2)

 

 

 

 

1,201

 

 

1,111

 

 

 

 

 

 

 

 

 

Liquids Logistics:

 

 

 

 

 

 

 

Refined products sold (gallons)

188,368

 

 

292,140

 

 

834,717

 

 

1,272,546

 

Propane sold (gallons)

477,652

 

 

502,977

 

 

1,364,224

 

 

1,478,759

 

Butane sold (gallons)

179,601

 

 

225,834

 

 

655,256

 

 

814,528

 

Other products sold (gallons)

119,654

 

 

127,286

 

 

471,245

 

 

602,872

 

Natural gas liquids and refined products storage capacity - owned and leased (gallons) (2)

 

 

 

 

427,975

 

 

400,301

 

Refined products inventory (gallons) (2)

 

 

 

 

1,223

 

 

2,391

 

Propane inventory (gallons) (2)

 

 

 

 

51,026

 

 

57,221

 

Butane inventory (gallons) (2)

 

 

 

 

20,066

 

 

24,808

 

Other products inventory (gallons) (2)

 

 

 

 

19,195

 

 

26,126

 

(1)

During the year ended March 31, 2020, barrels per day of produced water processed by the assets acquired in the Mesquite (acquired July 2, 2019) and Hillstone (acquired October 31, 2019) transactions are calculated by the number of days in which we owned the assets.

(2)

Information is presented as of March 31, 2021 and March 31, 2020, respectively.

 

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

Source: NGL Energy Partners LP