Genesis Energy, L.P. (NYSE: GEL) today announced its first
quarter results.
We generated the following financial results for the first
quarter of 2024:
- Net Income Attributable to Genesis Energy, L.P. of $11.4
million for the first quarter of 2024 compared to Net Loss
Attributable to Genesis Energy, L.P. of $1.6 million for the same
period in 2023.
- Cash Flows from Operating Activities of $125.9 million for the
first quarter of 2024 compared to $97.7 million for the same period
in 2023.
- We declared cash distributions on our preferred units of
$0.9473 for each preferred unit, which equates to a cash
distribution of approximately $21.9 million and is reflected as a
reduction to Available Cash before Reserves to common
unitholders.
- Available Cash before Reserves to common unitholders of $54.0
million for the first quarter of 2024, which provided 2.94X
coverage for the quarterly distribution of $0.15 per common unit
attributable to the first quarter.
- Total Segment Margin of $181.1 million for the first quarter of
2024.
- Adjusted EBITDA of $163.1 million for the first quarter of
2024.
- Adjusted Consolidated EBITDA of $822.9 million for the trailing
twelve months ended March 31, 2024 and a bank leverage ratio of
4.15X, both calculated in accordance with our senior secured credit
agreement and discussed further in this release.
Grant Sims, CEO of Genesis Energy, said, “We are pleased with
the financial performance of our businesses for the quarter, as our
reported Adjusted EBITDA of $163.1 million was generally in-line
with our internal expectations. As we look out over the balance of
this year and into the next, we remain excited about approaching an
important inflection point. For Genesis, it will be the point when
we complete our major capital spending program and be just a few
months, or quarters, away from what we believe will be a notable
step change in the financial performance of our offshore assets, as
well as an anticipated recovery in our recently expanded soda ash
business as we move on from the trough pricing environment that we
expect to see here in 2024. The realization of these should provide
us with the ability to begin producing growing amounts of cash flow
after all the current cash obligations of running our businesses,
including all cash interest payments, principal payments on our
Alkali senior secured notes, preferred distributions, common unit
distributions at the current level of $0.60 per annum, all cash
maintenance capital requirements, and cash taxes. While this is
anticipated to begin next year, it will likely accelerate as we
move through 2025. We believe we should be able to sustain, if not
grow, such cash flow for many years ahead without requiring
significant amounts of discretionary growth capital.
“As this important inflection point draws nearer, we continue to
advance discussions at the board level around how best to allocate
this anticipated cash flow, and I would hope to be able to provide
more details around our capital allocation priorities and strategy
at some point later this year. This is an exciting time for Genesis
as we are ever closer to the point on which we have been keenly
focused over the last four years or so. Barring any unforeseen
circumstances, we believe we have positioned the partnership to
soon have the significant financial flexibility to manage our debt
metrics and liquidity, simplify our capital structure, return
capital to our common unitholders in one form or another, and
hopefully deliver long-term value to everyone in the capital
structure.
“With that, I will briefly discuss our individual business
segments in more detail.
“During the quarter, our offshore pipeline transportation
segment performed in-line with our expectations but was marginally
challenged due to certain fields underperforming relative to
original forecasts provided by producers late last year. We
continued to see significant volumes from BP’s Argos facility,
which has recently exceeded 130,000 barrels per day, and steady
volumes from our other major host fields. First oil from the
Winterfell development remains on schedule for the second quarter,
and I’m happy to announce we have also recently executed new
minimum volume commitment contracts with multiple investment-grade
counterparties that further underpin the forecasted volumes on our
CHOPS system. We would otherwise expect to see steady to perhaps
increasing volumes around our existing infrastructure over the
remainder of the year as we get ready for the expected significant
step change in volumes in 2025. Furthermore, we continue to advance
discussions around multiple additional in-field, sub-sea and/or
secondary recovery development opportunities around our existing
facilities that could turn to production later this year, or
certainly over the next few years, all of which have been
identified but not yet fully sanctioned by the operators and
producers involved. These types of opportunities would not require
any incremental capital on our part.
“As we have previously mentioned, our offshore projects remain
on schedule to be completed later this year. We successfully laid
the 105-mile SYNC pipeline last year and are currently awaiting the
arrival of the Shenandoah floating production system to finalize
the pipeline and riser connections. We have also continued to
advance our CHOPS expansion project in parallel by successfully
installing and commissioning new pumps on our High Island A5
platform. Furthermore, we successfully installed the new Garden
Banks (“GB”) 72 deck on its newly reinforced jacket in mid-April.
The GB72 platform has been designed to serve as the receipt point
for the new SYNC pipeline and provide additional pumping
capabilities for all volumes on the expanded CHOPS system. We
expect to complete these offshore projects and the corresponding
capital spend in the fourth quarter, with some of the cash spend
potentially slipping into the first quarter of next year depending
on the ultimate timing of first production next year. These two
contracted developments and their combined almost 200,000 barrels
of oil per day of incremental production handling capacity will be
additive to our then base throughput volumes with which we expect
to exit 2024. We would remind everyone that these two contracted
new developments are expected to use less than half of the total
capacity of the new SYNC lateral and only around 50% of the
incremental capacity from the CHOPS expansion projects we are
finishing, meaning we have significant additional capacity
available to offer to future developments without having to spend
any incremental capital.
“We originally expected to see first production from the new
Shenandoah development in December 2024, approximately 6 months
ahead of the contracted date of first production. However, due to
certain delays, beyond our or the operator’s control, we now expect
to see first production from Shenandoah sometime in the second
quarter of next year. While this delay is unfortunate and will
impact our previously expected financial performance in the fourth
quarter by approximately $6 million, it does not take away from the
fact that the corresponding take-or-pay agreements will begin no
later than June 1, 2025. When combined with Salamanca, which
remains on schedule for first production in mid-2025, these two
developments alone will provide us with anticipated incremental
Segment Margin, per annum, of approximately $90 million at the
contracted take-or-pay level and upwards of $120 million at 75% of
the producers’ respective forecast. These amounts could
meaningfully exceed $120 million per annum to the extent the
producers meet or exceed 100% of their respective forecasts when
fully ramped. We would expect both of these fields to ramp up very
quickly and reach initial peak production within three to six
months of their respective dates of first production. We would also
expect these new facilities to likely serve as a host platform for
future sub-sea developments or tie-back opportunities which could
sustain these cash flows to us for years and years into the
future.
“In our soda ash business, the first quarter was negatively
impacted by temporary operational issues that led to lower
production volumes and reduced operating efficiencies at both our
Westvaco and Granger production facilities, which negatively
impacted the quarter by approximately $8 million. I’m happy to
report our Westvaco facility is back to running at full capacity,
while our recently commissioned Granger expansion continues to
operate at reduced rates due to some challenges with certain
component parts that were installed during construction. These
parts, including the cost of replacement, are all covered by
manufacturer warranties and Genesis will not incur any additional
costs associated with their replacement once the new parts arrive
and are installed here, which we expect to be during the second
quarter. These “commissioning-type” challenges are not uncommon,
especially given the sheer size, scale, and complexity of this type
of facility. Even running sub-optimally at this point, we have
demonstrated during the first quarter that the Granger production
facility is more than capable of exceeding the original design
capacity of 1.2 - 1.3 million tons per year. Given its demonstrated
performance under the circumstances, we are optimistic we might be
able to make up some of lost volumes from the first half of the
year over the remainder of the year once we have all of the
replacement components installed, and we are able to operate
optimally as designed.
“The global macro conditions for soda ash remain consistent with
our previous commentary around a currently well-supplied market
outside of China. While domestic soda ash prices in the U.S. have
remained resilient, we continue to see softer export prices
relative to 2023. The combination of slower economic growth outside
of the United States and the market having to absorb 5 million tons
of new natural production from Inner Mongolia has contributed to
what we believe to be a trough pricing environment in late 2023 and
here in 2024.
“Despite these near-term challenges, we believe the current
market dynamics are just a speed bump in the long-term thesis for
soda ash. China looks to have absorbed a large majority of the 5
million tons, evidenced by no significant increases in export
volumes from China and what recently appears to be a bottoming of
Chinese domestic prices. We know there has been high-cost synthetic
production shuttered in Europe at the same time certain
international volumes are being pulled from lower valued markets
and being directed towards higher valued and geographically
advantaged markets. These market dynamics, combined with the end of
de-stocking, the expected return of normalized global economic
growth and increasing demand for soda ash driven by the transition
to a lower carbon world, lead us to believe the market should
become increasingly more balanced as we move through this year.
This framework should provide for an improvement in export pricing
and tighter market conditions as we start our annual price
negotiations for 2025 volumes towards the tail-end of this year.
Our sulfur services business performed in-line with our
expectations during the quarter.
“Our marine transportation segment continues to exceed our
expectations as market supply and demand fundamentals remain very
favorable. It is worth noting that the first quarter was an
abnormally heavy maintenance quarter for us as three of our high
margin blue water units were not working for upwards of 40-50 days
at various times due to regulatory dry dockings that are mandated
to take place every 2-3 years. Two of these dry dockings extended
into the second quarter and we have two more units scheduled to go
into the yard during the second quarter that might spill over to
the early part of the third quarter. As a result, we expect the
results of the second quarter to be in line with the first quarter,
but the back half of the year is poised to show meaningful
improvement in our marine transportation Segment Margin relative to
the first half of the year given there are no further scheduled dry
dockings of our ocean-going units scheduled for the rest of the
year.
“We continue to operate with utilization rates at or near 100%
of available capacity for all classes of our vessels as the supply
and demand outlook for Jones Act tanker tonnage remains
structurally tight. This tightness is driven by a combination of
steady and robust demand from our refining and trading customers
and effectively zero new supply of our types of marine vessels in
the face of continuing retirement of older equipment. This
combination leads me to believe that our marine transportation
segment remains very well positioned to deliver record results in
2024. We continue to believe day rates must increase significantly
from today’s levels and be expected to sustain at those higher
levels for five plus years before we see a significant wave of new
construction of marine tonnage.
“The value proposition of Genesis remains unchanged. We remain
positioned to generate significant cash flow, after all current
cash obligations, starting later this year and accelerating as we
move through next year. This should provide tremendous flexibility
to drive value for all our stakeholders. In fact, absent unforeseen
circumstances, we anticipate being able to produce roughly $250
million to $350 million or more of cash flow per year after our
current cash obligations, quite a large number for a company our
size. As we approach that point, we will continue to evaluate the
various levers we can pull to return capital to our stakeholders,
including paying down debt, redeeming portions of our Class A
Convertible Preferred Units, and/or looking at ways to return
capital to our common unitholders in one form or another, all while
maintaining a focus on our long-term leverage ratio and liquidity
needs. I remain confident in our path forward, and we look forward
to getting to that inflection point.
“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 first quarter of 2024 (the “2024 Quarter”)
and the first quarter of 2023 (the “2023 Quarter”) in these
components are explained below.
Segment Margin results for the 2024 Quarter and 2023 Quarter
were as follows:
Three Months Ended March 31,
2024
2023
(in thousands)
Offshore pipeline transportation
$
97,806
$
97,938
Soda and sulfur services
45,382
66,107
Marine transportation
31,363
25,694
Onshore facilities and transportation
6,547
5,390
Total Segment Margin
$
181,098
$
195,129
Offshore pipeline transportation Segment Margin for the 2024
Quarter decreased $0.1 million, or 0.1%, from the 2023 Quarter
primarily due to an increase in producer downtime and an increase
in our operating costs during the period. The increase in producer
downtime was primarily due to a planned equipment overhaul at one
of our producer’s platforms that required approximately ten days of
outage and a producer well at one of our major host fields that was
unexpectedly out of service for approximately two months. As of
March 31, 2024, both of these producer maintenance items were
completed and back in service. These decreases were mostly offset
by an increase in our volumes during the 2024 Quarter primarily as
a result of the Argos Floating Production System, which supports
BP’s operated Mad Dog 2 field development and began producing in
the second quarter of 2023 and has since ramped up production
levels and achieved production levels in excess of 120,000 barrels
of oil per day in the 2024 Quarter, with 100% of the volumes
flowing through our 64% owned and operated CHOPS pipeline for
ultimate delivery to shore. In addition to these developments,
activity in and around our Gulf of Mexico asset base continues to
be robust, including incremental in-field drilling at existing
fields that tie into our infrastructure.
Soda and sulfur services Segment Margin for the 2024 Quarter
decreased $20.7 million, or 31%, from the 2023 Quarter primarily
due to lower export pricing in our Alkali Business and lower NaHS
and caustic soda sales pricing during the 2024 Quarter, which was
partially offset by higher soda ash sales volumes in the period.
The 2024 Quarter was impacted by a decline in export pricing as
compared to the 2023 Quarter as global supply has continued to
outpace demand in most markets. Additionally, the 2024 Quarter was
negatively impacted by temporary operational issues that led to
lower production volumes and reduced operating efficiencies. These
were offset partially by: (i) higher soda ash sales volumes in the
2024 Quarter as production from our expanded Granger facility came
online in the fourth quarter of 2023; and (ii) the 2023 Quarter
experienced extreme winter weather conditions that impacted our
operations and certain supply chain functions, most notably the
rail service in and out of the Green River Basin. In our sulfur
services business, we experienced a decrease in Segment Margin
primarily due to a decrease in NaHS and caustic soda pricing as a
result of continued pressures on demand in South America.
Marine transportation Segment Margin for the 2024 Quarter
increased $5.7 million, or 22%, from the 2023 Quarter primarily due
to higher day rates in our inland and offshore businesses,
including the M/T American Phoenix, during the 2024 Quarter. This
increase more than offset the increased number of planned
regulatory dry-docking days in our offshore fleet during the 2024
Quarter. Demand for our barge services to move intermediate and
refined products remained high during the 2024 Quarter due to the
continued strength of refinery utilization rates as well as the
lack of new supply of similar type vessels (primarily due to higher
construction costs and long lead times for construction) as well as
the retirement of older vessels in the market. The M/T American
Phoenix started a new three-and-a-half-year contract in January
2024 with a credit-worthy counterparty at the highest day rate we
have received since we first purchased the vessel in 2014.
Onshore facilities and transportation Segment Margin for the
2024 Quarter increased $1.2 million, or 21%, from the 2023 Quarter
primarily due to an increase in volumes on our Texas pipeline
system, which is a key destination point for various grades of
crude oil produced in the Gulf of Mexico including those
transported on our 64% owned CHOPS pipeline.
Other Components of Net Income (Loss)
We reported Net Income Attributable to Genesis Energy, L.P. of
$11.4 million in the 2024 Quarter compared to Net Loss Attributable
to Genesis Energy, L.P. of $1.6 million in the 2023 Quarter.
Net Income Attributable to Genesis Energy, L.P. in the 2024
Quarter was primarily impacted by $5.1 million in unrealized gains
associated with the valuation of our commodity derivative
transactions compared to unrealized losses of $27.1 million during
the 2023 Quarter associated with the valuation of our commodity
derivative transactions. This increase in net income was partially
offset by a decrease in Segment Margin of $14.0 million and an
increase in interest expense, net of $7.9 million during the 2024
Quarter.
Earnings Conference Call
We will broadcast our Earnings Conference Call on Thursday, May
2, 2024, at 9:00 a.m. Central time (10:00 a.m. Eastern time). This
call can be accessed at www.genesisenergy.com. Choose the Investor
Relations button. For those unable to attend the live broadcast, a
replay will be available beginning approximately one hour after the
event and remain available on our website for 30 days. There is no
charge to access the event.
Genesis Energy, L.P. is a diversified midstream energy master
limited partnership headquartered in Houston, Texas. Genesis’
operations include offshore pipeline transportation, soda and
sulfur services, onshore facilities and transportation and marine
transportation. Genesis’ operations are primarily located in the
Gulf of Mexico, Wyoming and in the Gulf Coast region of the United
States.
GENESIS ENERGY, L.P.
CONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS - UNAUDITED
(in thousands, except unit amounts)
Three Months Ended March 31,
2024
2023
REVENUES
$
770,105
$
790,612
COSTS AND EXPENSES:
Costs of sales and operating expenses
609,267
653,519
General and administrative expenses
15,009
14,552
Depreciation, depletion and
amortization
73,771
73,160
OPERATING INCOME
72,058
49,381
Equity in earnings of equity investees
16,441
17,553
Interest expense, net
(68,734
)
(60,854
)
Other expense
—
(1,808
)
INCOME BEFORE INCOME TAXES
19,765
4,272
Income tax expense
(809
)
(884
)
NET INCOME
18,956
3,388
Net income attributable to noncontrolling
interests
(7,603
)
(5,032
)
NET INCOME (LOSS) ATTRIBUTABLE TO
GENESIS ENERGY, L.P.
$
11,353
$
(1,644
)
Less: Accumulated distributions
attributable to Class A Convertible Preferred Units
(21,894
)
(24,002
)
NET LOSS ATTRIBUTABLE TO COMMON
UNITHOLDERS
$
(10,541
)
$
(25,646
)
NET LOSS PER COMMON UNIT:
Basic and Diluted
$
(0.09
)
$
(0.21
)
WEIGHTED AVERAGE OUTSTANDING COMMON
UNITS:
Basic and Diluted
122,464,318
122,579,218
GENESIS ENERGY, L.P.
OPERATING DATA - UNAUDITED
Three Months Ended March 31,
2024
2023
Offshore Pipeline Transportation
Segment
Crude oil pipelines (average barrels/day
unless otherwise noted):
CHOPS(1)
298,313
234,136
Poseidon(1)
291,922
315,160
Odyssey(1)
63,697
65,655
GOPL
2,358
1,988
Offshore crude oil pipelines total
656,290
616,939
Natural gas transportation volumes
(MMBtus/day)(1)
407,556
387,197
Soda and Sulfur Services
Segment
Soda Ash volumes (short tons sold)
954,228
704,812
NaHS (dry short tons sold)
29,037
28,090
NaOH (caustic soda) volumes (dry short
tons sold)
20,750
20,176
Onshore Facilities and Transportation
Segment
Crude oil pipelines (barrels/day):
Texas(2)
84,617
64,037
Jay
5,461
5,004
Mississippi
2,812
5,009
Louisiana(3)
72,856
80,960
Onshore crude oil pipelines total
165,746
155,010
Crude oil and petroleum products sales
(barrels/day)
23,437
22,271
Rail unload volumes (barrels/day)
1,240
—
Marine Transportation Segment
Inland Fleet Utilization Percentage(4)
100.0
%
100.0
%
Offshore Fleet Utilization
Percentage(4)
99.2
%
99.5
%
(1)
As of March 31, 2024 and 2023, we owned
64% of CHOPS, 64% of Poseidon and 29% of Odyssey, as well as equity
interests in various other entities. Volumes are presented above on
a 100% basis for all periods.
(2)
Our Texas pipeline and infrastructure is a
destination point for many pipeline systems in the Gulf of Mexico,
including the CHOPS pipeline.
(3)
Total daily volumes for the three months
ended March 31, 2024 and March 31, 2023 include 30,176 and 31,525
Bbls/day, respectively, of intermediate refined products and 41,849
and 48,914 Bbls/day, respectively, of crude oil associated with our
Port of Baton Rouge Terminal pipelines.
(4)
Utilization rates are based on a 365-day
year, as adjusted for planned downtime and dry-docking.
GENESIS ENERGY, L.P.
CONDENSED CONSOLIDATED BALANCE
SHEETS
(in thousands, except unit amounts)
March 31, 2024
December 31, 2023
(unaudited)
ASSETS
Cash, cash equivalents and restricted
cash
$
34,851
$
28,038
Accounts receivable - trade, net
668,744
759,547
Inventories
126,645
135,231
Other current assets
49,612
41,234
Total current assets
879,852
964,050
Fixed assets and mineral leaseholds, net
of accumulated depreciation and depletion
5,086,950
5,068,821
Equity investees
257,021
263,829
Intangible assets, net of amortization
141,617
141,537
Goodwill
301,959
301,959
Right of use assets, net
238,513
240,341
Other assets, net of amortization
39,346
38,241
Total assets
$
6,945,258
$
7,018,778
LIABILITIES AND CAPITAL
Accounts payable - trade
$
473,263
$
588,924
Accrued liabilities
361,818
378,523
Total current liabilities
835,081
967,447
Senior secured credit facility
383,200
298,300
Senior unsecured notes, net of debt
issuance costs, discount and premium
3,064,971
3,062,955
Alkali senior secured notes, net of debt
issuance costs and discount
388,451
391,592
Deferred tax liabilities
18,019
17,510
Other long-term liabilities
567,094
570,197
Total liabilities
5,256,816
5,308,001
Mezzanine capital:
Class A Convertible Preferred Units
813,589
813,589
Partners’ capital:
Common unitholders
490,787
519,698
Accumulated other comprehensive income
8,120
8,040
Noncontrolling interests
375,946
369,450
Total partners’ capital
874,853
897,188
Total liabilities, mezzanine capital
and partners’ capital
$
6,945,258
$
7,018,778
Common Units Data:
Total common units outstanding
122,464,318
122,464,318
GENESIS ENERGY, L.P.
RECONCILIATION OF NET INCOME (LOSS)
ATTRIBUTABLE TO GENESIS ENERGY, L.P. TO SEGMENT MARGIN -
UNAUDITED
(in thousands)
Three Months Ended March 31,
2024
2023
Net income (loss) attributable to Genesis
Energy, L.P.
$
11,353
$
(1,644
)
Corporate general and administrative
expenses
16,049
15,764
Depreciation, depletion, amortization and
accretion
76,543
75,935
Interest expense, net
68,734
60,854
Income tax expense
809
884
Plus (minus) Select Items, net(1)
7,610
43,336
Segment Margin(2)
$
181,098
$
195,129
(1)
Refer to additional detail of Select Items
later in this press release.
(2)
See definition of Segment Margin later in
this press release.
GENESIS ENERGY, L.P.
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 March 31,
2024
2023
Net income (loss) attributable to Genesis
Energy, L.P.
$
11,353
$
(1,644
)
Interest expense, net
68,734
60,854
Income tax expense
809
884
Depreciation, depletion, amortization and
accretion
76,543
75,935
EBITDA
157,439
136,029
Plus (minus) Select Items, net(1)
5,637
43,063
Adjusted EBITDA(2)
163,076
179,092
Maintenance capital utilized(3)
(18,100
)
(16,100
)
Interest expense, net
(68,734
)
(60,854
)
Cash tax expense
(300
)
(464
)
Distributions to preferred
unitholders(4)
(21,894
)
(24,002
)
Available Cash before Reserves(5)
$
54,048
$
77,672
(1)
Refer to additional detail of Select Items
later in this press release.
(2)
See definition of Adjusted EBITDA later in
this press release.
(3)
Maintenance capital expenditures in the
2024 Quarter and 2023 Quarter were $26.5 million and $24.0 million,
respectively. Our maintenance capital expenditures are principally
associated with our alkali and marine transportation
businesses.
(4)
Distributions to preferred unitholders
attributable to the 2024 Quarter are payable on May 15, 2024 to
unitholders of record at close of business on April 30, 2024.
(5)
Represents the Available Cash before
Reserves to common unitholders.
GENESIS ENERGY, L.P.
RECONCILIATION OF NET CASH FLOWS FROM
OPERATING ACTIVITIES TO ADJUSTED EBITDA - UNAUDITED
(in thousands)
Three Months Ended March 31,
2024
2023
Cash Flows from Operating Activities
$
125,921
$
97,657
Adjustments to reconcile net cash flows
from operating activities to Adjusted EBITDA:
Interest expense, net
68,734
60,854
Amortization and write-off of debt
issuance costs, discount and premium
(2,884
)
(3,534
)
Effects from equity method investees not
included in operating cash flows
7,680
6,697
Net effect of changes in components of
operating assets and liabilities
(28,473
)
17,648
Non-cash effect of long-term incentive
compensation plans
(4,315
)
(4,630
)
Expenses related to business development
activities and growth projects
23
34
Differences in timing of cash receipts for
certain contractual arrangements(1)
8,072
10,575
Other items, net(2)
(11,682
)
(6,209
)
Adjusted EBITDA(3)
$
163,076
$
179,092
(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)
Includes adjustments associated with the
noncontrolling interest effects of our non-100% owned consolidated
subsidiaries as our Adjusted EBITDA measure is reported net to our
ownership interests, amongst other items.
(3)
See definition of Adjusted EBITDA later in
this press release.
GENESIS ENERGY, L.P.
ADJUSTED DEBT-TO-ADJUSTED CONSOLIDATED
EBITDA RATIO - UNAUDITED
(in thousands)
March 31, 2024
Senior secured credit facility
$
383,200
Senior unsecured notes, net of debt
issuance costs, discount and premium
3,064,971
Less: Outstanding inventory financing
sublimit borrowings
(23,900
)
Less: Cash and cash equivalents
(6,533
)
Adjusted Debt(1)
$
3,417,738
Pro Forma LTM
March 31, 2024
Consolidated EBITDA (per our senior
secured credit facility)
$
722,899
Consolidated EBITDA adjustments(2)
100,009
Adjusted Consolidated EBITDA (per our
senior secured credit facility)(3)
$
822,908
Adjusted Debt-to-Adjusted Consolidated
EBITDA
4.15X
(1)
We define Adjusted Debt as the amounts
outstanding under our senior secured credit facility and senior
unsecured notes (including any unamortized premiums, discounts 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. These adjustments may not be indicative of
future results.
(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, our bank
leverage ratio and compliance with our senior secured credit
facility covenants, the timing and anticipated benefits of the
Argos, Shenandoah and Salamanca developments, our expectations
regarding our Granger expansion, the expected performance of our
offshore assets and 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 OPEC and other
oil exporting nations), impacts due to inflation, and a reduction
in demand for our services resulting in impairments of our assets,
the spread of disease, the impact of international military
conflicts (such as the war in Ukraine and Israel and Hamas war),
the result of any economic recession or depression that has
occurred or may occur in the future, construction and anticipated
benefits of the SYNC pipeline and expansion of the capacity of the
CHOPS system, the timing and success of business development
efforts and other uncertainties. Those and other applicable
uncertainties, factors and risks that may affect those
forward-looking statements are described more fully in our Annual
Report on Form 10-K for the year ended December 31, 2023 filed with
the Securities and Exchange Commission and other filings, including
our Current Reports on Form 8-K and Quarterly Reports on Form 10-Q.
We undertake no obligation to publicly update or revise any
forward-looking statement.
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 the United States of America (GAAP). Our
non-GAAP financial measures should not be considered (i) as
alternatives to GAAP measures of liquidity or financial performance
or (ii) as being singularly important in any particular context;
they should be considered in a broad context with other
quantitative and qualitative information. Our Available Cash before
Reserves, Adjusted EBITDA and total Segment Margin measures are
just three of the relevant data points considered from time to
time.
When evaluating our performance and making decisions regarding
our future direction and actions (including making discretionary
payments, such as quarterly distributions) our board of directors
and management team have access to a wide range of historical and
forecasted qualitative and quantitative information, such as our
financial statements; operational information; various non-GAAP
measures; internal forecasts; credit metrics; analyst opinions;
performance; liquidity and similar measures; income; cash flow
expectations for us; and certain information regarding some of our
peers. Additionally, our board of directors and management team
analyze, and place different weight on, various factors from time
to time. We believe that investors benefit from having access to
the same financial measures being utilized by management, lenders,
analysts and other market participants. We attempt to provide
adequate information to allow each individual investor and other
external user to reach her/his own conclusions regarding our
actions without providing so much information as to overwhelm or
confuse such investor or other external user.
AVAILABLE CASH BEFORE RESERVES
Purposes, Uses and Definition
Available Cash before Reserves, often referred to by others as
distributable cash flow, is a quantitative standard used throughout
the investment community with respect to publicly traded
partnerships and is commonly used as a supplemental financial
measure by management and by external users of financial statements
such as investors, commercial banks, research analysts and rating
agencies, to aid in assessing, among other things:
(1)
the financial performance of our assets 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 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, interest expense, net,
cash tax expense and cash distributions paid to our Class A
convertible preferred unitholders.
Disclosure Format Relating to Maintenance Capital
We use a modified format relating to maintenance capital
requirements because our maintenance capital expenditures vary
materially in nature (discretionary vs. non-discretionary), timing
and amount from time to time. We believe that, without such
modified disclosure, such changes in our maintenance capital
expenditures could be confusing and potentially misleading to users
of our financial information, particularly in the context of the
nature and purposes of our Available Cash before Reserves measure.
Our modified disclosure format provides those users with
information in the form of our maintenance capital utilized measure
(which we deduct to arrive at Available Cash before Reserves). Our
maintenance capital utilized measure constitutes a proxy for
non-discretionary maintenance capital expenditures and it takes
into consideration the relationship among maintenance capital
expenditures, operating expenses and depreciation from period to
period.
Maintenance Capital Requirements
Maintenance Capital Expenditures
Maintenance capital expenditures are capitalized costs that are
necessary to maintain the service capability of our existing
assets, including the replacement of any system component or
equipment which is worn out or obsolete. Maintenance capital
expenditures can be discretionary or non-discretionary, depending
on the facts and circumstances.
Prior to 2014, substantially all of our maintenance capital
expenditures were (a) related to our pipeline assets and similar
infrastructure, (b) non-discretionary in nature and (c) immaterial
in amount as compared to our Available Cash before Reserves
measure. Those historical expenditures were non-discretionary (or
mandatory) in nature because we had very little (if any) discretion
as to whether or when we incurred them. We had to incur them in
order to continue to operate the related pipelines in a safe and
reliable manner and consistently with past practices. If we had not
made those expenditures, we would not have been able to continue to
operate all or portions of those pipelines, which would not have
been economically feasible. An example of a non-discretionary (or
mandatory) maintenance capital expenditure would be replacing a
segment of an old pipeline because one can no longer operate that
pipeline safely, legally and/or economically in the absence of such
replacement.
Beginning with 2014, we believe a substantial amount of our
maintenance capital expenditures from time to time will be (a)
related to our assets other than pipelines, such as our marine
vessels, trucks and similar assets, (b) discretionary in nature and
(c) potentially material in amount as compared to our Available
Cash before Reserves measure. Those expenditures will be
discretionary (or non-mandatory) in nature because we will have
significant discretion as to whether or when we incur them. We will
not be forced to incur them in order to continue to operate the
related assets in a safe and reliable manner. If we chose not make
those expenditures, we would be able to continue to operate those
assets economically, although in lieu of maintenance capital
expenditures, we would incur increased operating expenses,
including maintenance expenses. An example of a discretionary (or
non-mandatory) maintenance capital expenditure would be replacing
an older marine vessel with a new marine vessel with substantially
similar specifications, even though one could continue to
economically operate the older vessel in spite of its increasing
maintenance and other operating expenses.
In summary, as we continue to expand certain non-pipeline
portions of our business, we are experiencing changes in the nature
(discretionary vs. non-discretionary), timing and amount of our
maintenance capital expenditures that merit a more detailed review
and analysis than was required historically. Management’s
increasing ability to determine if and when to incur certain
maintenance capital expenditures is relevant to the manner in which
we analyze aspects of our business relating to discretionary and
non-discretionary expenditures. We believe it would be
inappropriate to derive our Available Cash before Reserves measure
by deducting discretionary maintenance capital expenditures, which
we believe are similar in nature in this context to certain other
discretionary expenditures, such as growth capital expenditures,
distributions/dividends and equity buybacks. Unfortunately, not all
maintenance capital expenditures are clearly discretionary or
non-discretionary in nature. Therefore, we developed a measure,
maintenance capital utilized, that we believe is more useful in the
determination of Available Cash before Reserves.
Maintenance Capital Utilized
We believe our maintenance capital utilized measure is the most
useful quarterly maintenance capital requirements measure to use to
derive our Available Cash before Reserves measure. We define our
maintenance capital utilized measure as that portion of the amount
of previously incurred maintenance capital expenditures that we
utilize during the relevant quarter, which would be equal to the
sum of the maintenance capital expenditures we have incurred for
each project/component in prior quarters allocated ratably over the
useful lives of those projects/components.
Our maintenance capital utilized measure constitutes a proxy for
non-discretionary maintenance capital expenditures and it takes
into consideration the relationship among maintenance capital
expenditures, operating expenses and depreciation from period to
period. Because we did not use our maintenance capital utilized
measure before 2014, our maintenance capital utilized calculations
will reflect the utilization of solely those maintenance capital
expenditures incurred since December 31, 2013.
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 Genesis Energy, L.P. before interest, taxes,
depreciation, depletion and amortization (including impairment,
write-offs, accretion and similar items) after eliminating other
non-cash revenues, expenses, gains, losses and charges (including
any loss on asset dispositions), plus or minus certain other select
items that we view as not indicative of our core operating results
(collectively, “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. The most
significant Select Items in the relevant reporting periods are set
forth below.
The table below includes the Select Items discussed above as
applicable to the reconciliation of Net income (loss) attributable
to Genesis Energy, L.P. to Adjusted EBITDA and Available Cash
before Reserves:
Three Months Ended March 31,
2024
2023
(in thousands)
I.
Applicable to all Non-GAAP Measures
Differences in timing of cash receipts for
certain contractual arrangements(1)
$
8,072
$
10,575
Certain non-cash items:
Unrealized losses (gains) on derivative
transactions excluding fair value hedges, net of changes in
inventory value
(5,081
)
27,132
Loss on debt extinguishment
—
1,809
Adjustment regarding equity
investees(2)
6,808
6,281
Other
(2,189
)
(2,461
)
Sub-total Select Items, net(3)
7,610
43,336
II.
Applicable only to Adjusted EBITDA and
Available Cash before Reserves
Certain transaction costs
23
34
Other
(1,996
)
(307
)
Total Select Items, net(4)
$
5,637
$
43,063
(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)
Represents the net effect of adding
distributions from equity investees and deducting earnings of
equity investees net to us.
(3)
Represents all Select Items applicable to
all Non-GAAP measures.
(4)
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/20240502972404/en/
Genesis Energy, L.P. Dwayne Morley Vice President - Investor
Relations (713) 860-2536
Genesis Energy (NYSE:GEL)
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