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8-K - 8-K - TransMontaigne Partners LLCa11-2265_28k.htm
EX-10.1 - EX-10.1 - TransMontaigne Partners LLCa11-2265_2ex10d1.htm

Exhibit 99.1

 

 

Contact:

Charles L. Dunlap, CEO

 

Gregory J. Pound, COO

 

Frederick W. Boutin, CFO

 

303-626-8200

 

TRANSMONTAIGNE PARTNERS L.P. ANNOUNCES FINANCIAL RESULTS

AND THE FILING OF ITS ANNUAL REPORT

 

March 10, 2011

Immediate Release

 

Denver, Colorado—TransMontaigne Partners L.P. (NYSE:TLP) today announced its financial results for the three months and year ended December 31, 2010.  TransMontaigne Partners L.P. also announced today its filing with the Securities and Exchange Commission of its Annual Report on Form 10-K containing TransMontaigne Partners L.P.’s complete audited financial statements for the year ended December 31, 2010.

 

“We are very pleased with TLP’s strong performance in 2010” said Charles Dunlap, CEO of TransMontaigne Partners.  “These results were driven by record revenues from our fee-based terminaling, storage, and transportation business.  While we did write-off approximately $8.5 million of goodwill in the fourth quarter, this non-cash item had no impact on our distributable cash flow, which grew over 20% to $53.1 million for 2010 compared to $43.9 million for 2009.”

 

FINANCIAL RESULTS

 

An overview of the financial performance for the year ended December 31, 2010, as compared to the year ended December 31, 2009, includes:

 

·                  Annual revenue increased to $150.9 million from $142.5 million due to increases in revenue at the Gulf Coast, Midwest, Brownsville and Southeast terminals of approximately $2.6 million, $1.0 million, $2.0 million and $5.5 million, respectively, offset by a decrease in revenue at the River terminals of approximately $2.7 million.

·                  Annual direct operating costs and expenses decreased to $64.7 million from $65.0 million due to decreases in direct operating costs and expenses at the Midwest, River and Southeast terminals of $0.7 million, $0.4 million and $1.1 million, respectively, offset by an increase in direct operating costs and expenses at the Gulf Coast and Brownsville terminals of approximately $1.1 million and $0.8 million, respectively.

·                  A decrease in direct general and administrative expenses of approximately $0.1 million.

·                  An increase in allocated expenses (general and administrative and insurance) of approximately $0.6 million.

·                  An increase in depreciation and amortization expense of approximately $1.6 million.

·                  For the year ended December 31, 2010, approximately $8.5 million and $0.8 million of non-cash charges related to a goodwill write-off and a loss on disposition of assets, respectively.

·                  As a result of the above, annual operating income decreased to $31.2 million from $33.9 million.

·                  Annual net earnings were consistent year over year at approximately $27.2 million principally to the decrease in annual operating income discussed above, offset by an increase in the unrealized gain on our interest rate swap of approximately $2.0 million and a decrease in interest expense of approximately $0.6 million.

·                  Net earnings per limited partner unit—basic decreased to $1.69 from $1.99 per unit.

·                  The distributions declared per limited partner unit were $2.41 per unit for the year ended December 31, 2010, as compared to $2.36 per unit for the year ended December 31, 2009.

 

1670 Broadway · Suite 3100 · Denver, CO 80202 · 303-626-8200 (phone) · 303-626-8228 (fax)

Mailing Address:  · P. O. Box 5660 · Denver, CO 80217-5660

www.transmontaignepartners.com

 

1



 

Distributable cash flow generated during the year ended December 31, 2010 was $53.1 million compared to $43.9 million for the year ended December 31, 2009.

 

An overview of the financial performance for the three months ended December 31, 2010, as compared to the three months ended December 31, 2009, includes:

 

·                  Quarterly revenue increased to $39.5 million from $36.9 million due to increases in revenue at the Gulf Coast, Midwest, Brownsville and Southeast terminals of approximately $0.4 million, $0.1 million, $1.0 million and $1.6 million, respectively, offset by a decrease in revenue at the River terminals of approximately $0.5 million.

·                  Quarterly direct operating costs and expenses increased to $20.8 million from $17.1 million due to increases in direct operating costs and expenses at the Gulf Coast, Brownsville, River and Southeast terminals of $2.1 million, $0.1 million, $0.5 million and $1.2 million, respectively, offset by a decrease in direct operating costs and expenses at the Midwest terminals of approximately $0.2 million.

·                  An increase in direct general and administrative expenses of approximately $0.1 million.

·                  An increase in allocated expenses (general and administrative and insurance) of approximately $0.1 million.

·                  An increase in depreciation and amortization expense of approximately $0.1 million.

·                  For the three months ended December 31, 2010, approximately $8.5 million and $0.8 million of non-cash charges related to a goodwill write-off and a loss on disposition of assets, respectively.

·                  As a result of the above, quarterly operating income decreased to a $2.2 million loss from $8.5 million in income.

·                  Quarterly net earnings decreased to a $2.8 million loss from $7.2 million in income due principally to the decrease in quarterly operating income discussed above, offset by an increase in the unrealized gain on our interest rate swap of approximately $0.4 million and a decrease in interest expense of approximately $0.3 million.

·                  Net earnings per limited partner unit—basic decreased to a $0.24 per unit loss from $0.53 in earnings per unit.

·                  The distribution declared per limited partner unit was $0.61 per unit for the three months ended December 31, 2010, as compared to $0.59 per unit for the three months ended December 31, 2009.

 

Distributable cash flow generated during the three months ended December 31, 2010 was $8.9 million compared to $9.0 for the three months ended December 31, 2009.

 

2



 

SUBSEQUENT DEVELOPMENTS

 

On January 14, 2011, we announced a distribution of $0.61 per unit for the period from October 1, 2010 through December 31, 2010, payable on February 8, 2011 to unitholders of record on January 31, 2011. The distribution represented a $0.01 increase over the previous quarter and a 3.4% increase over the $0.59 per unit distribution declared for the fourth quarter of 2009.

 

Effective March 1, 2011, we acquired from TransMontaigne Inc. its Pensacola, Florida refined petroleum products terminal with approximately 270,000 barrels of aggregate active storage capacity for a cash payment of approximately $12.8 million. The Pensacola terminal provides integrated terminaling services principally to a third party customer.

 

On March 9, 2011, we entered into an amended and restated senior secured credit facility (the “Amended Facility”). The Amended Facility replaced the senior secured credit facility in its entirety and provides for a maximum borrowing line of credit equal to the lesser of (i) $250 million and (ii) 4.75 times Consolidated EBITDA (as defined: $326.4 million at December 31, 2010). In addition, at our request, the maximum borrowings under the facility can be increased up to an additional $100 million, in the aggregate, without the approval of the lenders, but subject to the approval of the administrative agent and the receipt of additional commitments from one or more lenders. We may elect to have loans under the Amended Facility bear interest either (i) at a rate of LIBOR plus a margin ranging from 2% to 3% depending on the total leverage ratio then in effect, or (ii) at the base rate plus a margin ranging from 1% to 2% depending on the total leverage ratio then in effect. We also pay a commitment fee on the unused amount of commitments, ranging from 0.375% to 0.5% per annum, depending on the total leverage ratio then in effect. Our obligations under the Amended Facility are secured by a first priority security interest in favor of the lenders in the majority of our assets. The primary financial covenants contained in the Amended Facility are (i) a total leverage ratio test (not to exceed 4.75 times), (ii) a senior secured leverage ratio test (not to exceed 3.75 times) in the event we issue senior unsecured notes, and (iii) a minimum interest coverage ratio test (not less than 3.0 times). The Amended Facility matures on March 9, 2016.

 

3



 

Our terminaling services agreements are structured as either throughput agreements or storage agreements.  Most of our throughput agreements contain provisions that require our customers to throughput a minimum volume of product at our facilities over a stipulated period of time, which results in a fixed amount of revenue to be recognized by us.  Our storage agreements require our customers to make minimum payments based on the volume of storage capacity made available to the customer under the agreement, which results in a fixed amount of revenue to be recognized by us.  We refer to the fixed amount of revenue recognized pursuant to our terminaling services agreements as being “firm commitments.”  Revenue recognized in excess of firm commitments and revenue recognized based solely on the volume of product distributed or injected are referred to as “variable.”  Our revenue was as follows (in thousands):

 

 

 

Three months
ended
December 31,

 

Year
ended
December 31,

 

 

 

2010

 

2009

 

2010

 

2009

 

Firm Commitments:

 

 

 

 

 

 

 

 

 

Terminaling services fees, net:

 

 

 

 

 

 

 

 

 

External customers

 

$

9,062

 

$

8,320

 

$

35,554

 

$

36,341

 

Affiliates

 

20,339

 

20,780

 

82,651

 

77,633

 

Total firm commitments

 

29,401

 

29,100

 

118,205

 

113,974

 

Variable:

 

 

 

 

 

 

 

 

 

Terminaling services fees, net:

 

 

 

 

 

 

 

 

 

External customers

 

1,494

 

1,007

 

4,230

 

4,870

 

Affiliates

 

(64

)

(66

)

(146

)

(820

)

Total

 

1,430

 

941

 

4,084

 

4,050

 

Pipeline transportation fees

 

1,265

 

1,270

 

4,817

 

4,375

 

Management fees and reimbursed costs

 

580

 

600

 

2,161

 

2,124

 

Other

 

6,788

 

5,015

 

21,632

 

18,024

 

Total variable

 

10,063

 

7,826

 

32,694

 

28,573

 

Total revenue

 

$

39,464

 

$

36,926

 

$

150,899

 

$

142,547

 

 

The amount of revenue recognized as “firm commitments” based on the remaining contractual term of the terminaling services agreements that generated “firm commitments” for the year ended December 31, 2010 was as follows (in thousands):

 

 

 

At
December 31,
2010

 

Remaining terms on terminaling services agreements that generated “firm commitments”:

 

 

 

Less than 1 year remaining

 

$

23,801

 

More than 1 year but less than 3 years remaining

 

17,372

 

More than 3 years but less than 5 years remaining

 

75,439

 

More than 5 years remaining

 

1,593

 

Total firm commitments for the year ended December 31, 2010

 

$

118,205

 

 

4



 

TransMontaigne Partners also released the following statements regarding its current liquidity and capital resources:

 

·                  Our primary liquidity needs are to fund our working capital requirements, distributions to unitholders, approved capital projects and future expansion, development and acquisition opportunities. We believe that we will be able to generate sufficient cash from operations in the future to fund our working capital requirements and our distributions to unitholders. We expect to initially fund our approved capital projects and our future expansion, development and acquisition opportunities with additional borrowings under our amended and restated senior secured credit facility, which replaced our existing senior secured credit facility effective March 9, 2011.  After initially funding expenditures for approved capital projects and future expansion, development and acquisition opportunities with borrowings under our amended and restated senior secured credit facility we may raise funds through additional equity offerings and debt financing, which may include the issuance of senior unsecured notes.  The proceeds of such equity offerings and debt financings may then be used to reduce our outstanding borrowings under our amended and restated senior secured credit facility.

 

·                  Our amended and restated senior secured credit facility that became effective March 9, 2011 provides for a maximum borrowing line of credit equal to $250 million.  At our request, subject to the approval of the administrative agent and the receipt of additional commitments from one or more lenders, the maximum borrowings under the amended and restated senior secured credit facility can be increased by up to an additional $100 million.  The terms of the amended and restated senior secured credit facility also permit us to borrow pursuant to the issuance of senior unsecured notes and to borrow up to approximately $23 million from other lenders, including our general partner and its affiliates.  The amended and restated senior secured credit facility expires on March 9, 2016.  At December 31, 2010, our outstanding borrowings were approximately $122 million.

 

·                  Effective March 1, 2011, we acquired from TransMontaigne Inc. its Pensacola, Florida refined petroleum products terminal with approximately 270,000 barrels of aggregate active storage capacity for a cash payment of approximately $12.8 million. We funded the Pensacola terminal purchase with additional borrowings under our senior secured credit facility.

 

·                  Management and the board of directors of our general partner approved capital projects with estimated completion dates that extend through August 31, 2011.  At December 31, 2010, the remaining capital expenditures to complete the approved capital projects are estimated to range from $11 million to $13 million.  We expect to fund our capital expenditures with additional borrowings under our amended and restated senior secured credit facility.

 

·                  We are currently exploring various acquisition, development, and joint venture opportunities some of which are substantial in size.  We may rely on future equity offerings and debt financings, in addition to our amended and restated senior secured credit facility, to fund these opportunities.

 

Attachment A contains additional selected financial information and results of operations and Attachment B contains a computation of our distributable cash flow.

 

5



 

ANNUAL REPORT

 

 

TransMontaigne Partners L.P.’s Annual Report on Form 10-K was filed with the Securities and Exchange Commission on March 9, 2011 and was simultaneously posted to our website: www.transmontaignepartners.com.  Unitholders may obtain a hard copy of the Annual Report on Form 10-K containing TransMontaigne Partners L.P.’s complete audited financial statements for the year ended December 31, 2010 free of charge by contacting TransMontaigne Partners L.P., Attention: Investor Relations, 1670 Broadway, Suite 3100, Denver, Colorado 80202 or phoning (303) 626-8200.

 

CONFERENCE CALL

 

TransMontaigne Partners L.P. previously announced that it has scheduled a conference call for Thursday, March 10, 2011 at 11:00 a.m. (ET) regarding the above information. Analysts, investors and other interested parties are invited to listen to management’s presentation of the Company’s results and supplemental financial information by accessing the call as follows:

 

(877) 941-8639

Ask for:

TransMontaigne Partners

 

A playback of the conference call will be available from 1:00 p.m. (ET) on Thursday, March 10, 2011 until 11:59 p.m. (ET) on Thursday, March 17, 2011 by calling:

 

USA:  (800) 475-6701

International:  (320) 365-3844

Access Code:  195367

 

6



 

 

ATTACHMENT A

SELECTED FINANCIAL INFORMATION AND RESULTS OF OPERATIONS

 

The following selected financial information is extracted from the Company’s Annual Report on Form 10-K for the year  ended December 31, 2010, which was filed on March 10, 2011 with the Securities and Exchange Commission (in thousands, except per unit amounts):

 

 

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

 

2010

 

2009

 

2010

 

2009

 

Income Statement Data

 

 

 

 

 

 

 

 

 

Revenue

 

$

39,464

 

$

36,926

 

$

150,899

 

$

142,547

 

Direct operating costs and expenses

 

(20,761

)

(17,079

)

(64,696

)

(64,968

)

Direct general and administrative expenses

 

(963

)

(832

)

(3,159

)

(3,242

)

Operating income (loss)

 

(2,212

)

8,510

 

31,199

 

33,855

 

Net earnings (loss)

 

(2,785

)

7,222

 

27,242

 

27,252

 

Net earnings (loss) allocable to limited partners

 

(3,446

)

6,546

 

24,225

 

24,801

 

Net earnings (loss) per limited partner unit—basic

 

$

(0.24

)

$

0.53

 

$

1.69

 

$

1.99

 

 

 

 

December 31,
2010

 

December 31,
2009

 

Balance Sheet Data

 

 

 

 

 

Property, plant and equipment, net

 

$

452,402

 

$

459,598

 

Goodwill

 

16,232

 

24,682

 

Total assets

 

514,306

 

515,535

 

Long-term debt

 

122,000

 

165,000

 

Partners’ equity

 

344,816

 

303,125

 

 

7



 

Selected results of operations data for each of the quarters in the years ended December 31, 2010 and 2009 are summarized below (in thousands):

 

 

 

Three months ended

 

Year ended

 

 

 

March 31,
2010

 

June 30,
2010

 

September 30,
2010

 

December 31,
2010

 

December 31,
2010

 

Revenue

 

$

37,154

 

$

36,782

 

$

37,499

 

$

39,464

 

$

150,899

 

Direct operating costs and expenses

 

(14,568

)

(14,529

)

(14,838

)

(20,761

)

(64,696

)

Direct general and administrative expenses

 

(1,031

)

(543

)

(622

)

(963

)

(3,159

)

Allocated general and administrative expenses

 

(2,578

)

(2,578

)

(2,578

)

(2,577

)

(10,311

)

Allocated insurance expense

 

(796

)

(796

)

(796

)

(797

)

(3,185

)

Reimbursement of bonus awards

 

(313

)

(313

)

(313

)

(311

)

(1,250

)

Depreciation and amortization

 

(6,864

)

(6,962

)

(7,006

)

(7,037

)

(27,869

)

Loss on disposition of assets

 

 

 

 

(765

)

(765

)

Impairment of goodwill

 

 

 

 

(8,465

)

(8,465

)

Operating income (loss)

 

11,004

 

11,061

 

11,346

 

(2,212

)

31,199

 

Other expense, net

 

(1,530

)

(877

)

(977

)

(573

)

(3,957

)

Net earnings (loss)

 

$

9,474

 

$

10,184

 

$

10,369

 

$

(2,785

)

$

27,242

 

 

 

 

Three months ended

 

Year ended

 

 

 

March 31,
2009

 

June 30,
2009

 

September 30,
2009

 

December 31,
2009

 

December 31,
2009

 

Revenue

 

$

34,402

 

$

35,849

 

$

35,370

 

$

36,926

 

$

142,547

 

Direct operating costs and expenses

 

(15,544

)

(15,430

)

(16,915

)

(17,079

)

(64,968

)

Direct general and administrative expenses

 

(1,099

)

(705

)

(606

)

(832

)

(3,242

)

Allocated general and administrative expenses

 

(2,510

)

(2,510

)

(2,510

)

(2,510

)

(10,040

)

Allocated insurance expense

 

(725

)

(725

)

(725

)

(725

)

(2,900

)

Reimbursement of bonus awards

 

(309

)

(309

)

(309

)

(310

)

(1,237

)

Depreciation and amortization

 

(6,355

)

(6,450

)

(6,541

)

(6,960

)

(26,306

)

Gain on disposition of assets

 

 

1

 

 

 

1

 

Operating income

 

7,860

 

9,721

 

7,764

 

8,510

 

33,855

 

Other expense, net

 

(1,438

)

(1,812

)

(2,065

)

(1,288

)

(6,603

)

Net earnings

 

$

6,422

 

$

7,909

 

$

5,699

 

$

7,222

 

$

27,252

 

 

8



 

ATTACHMENT B

DISTRIBUTABLE CASH FLOW

 

The following summarizes our distributable cash flow for the periods indicated (in thousands):

 

 

 

October 1, 2010
through
December 31, 2010

 

January 1, 2010
through
December 31, 2010

 

 

 

 

 

 

 

Net earnings (loss)

 

$

(2,785

)

$

27,242

 

Depreciation and amortization

 

7,037

 

27,869

 

Amounts due under long-term terminaling services agreements, net

 

414

 

(7

)

Amortization of deferred revenue—projects

 

(1,039

)

(3,817

)

Payments received upon completion of projects

 

 

3,350

 

Reserve related to payments received upon completion of projects

 

494

 

(1,500

)

Unrealized (gain) loss on derivative instrument

 

(713

)

(1,440

)

Deferred equity-based compensation

 

98

 

385

 

Distributions paid to holders of restricted phantom units

 

(27

)

(35

)

Cash paid for purchase of common units

 

(87

)

(542

)

Loss on disposition of assets

 

765

 

765

 

Impairment of goodwill

 

8,465

 

8,465

 

Maintenance capital expenditures

 

(3,683

)

(7,675

)

“Distributable Cash Flow” generated during the period

 

$

8,939

 

$

53,060

 

 

 

 

 

 

 

Actual distribution for the period on all common units and the general partner interest including incentive distribution rights

 

$

9,728

 

$

38,045

 

 

Distributable cash flow is not a computation based upon generally accepted accounting principles or GAAP.  The amounts included in the computation of our distributable cash flow are derived from amounts separately presented in our consolidated financial statements, notes thereto and Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2010, which was filed on March 10, 2011 with the Securities and Exchange Commission.   Distributable cash flow should not be considered in isolation or as an alternative to net earnings or operating income, as an indication of our operating performance, or as an alternative to cash flows from operating activities as a measure of liquidity.  Distributable cash flow is not necessarily comparable to similarly titled measures of other companies. Distributable cash flow is presented here because it is a widely accepted financial indicator used to compare partnership performance.   We believe that this measure provides investors an enhanced perspective of the operating performance of our assets, the cash we are generating and our ability to make distributions to our unitholders and our general partner.

 

9



 

About TransMontaigne Partners L.P.

TransMontaigne Partners L.P. is a terminaling and transportation company based in Denver, Colorado with operations primarily in the United States along the Gulf Coast, in the Midwest, in Brownsville, Texas, along the Mississippi and Ohio Rivers, and in the Southeast.  We provide integrated terminaling, storage, transportation and related services for customers engaged in the distribution and marketing of light refined petroleum products, heavy refined petroleum products, crude oil, chemicals, fertilizers and other liquid products.  Light refined products include gasolines, diesel fuels, heating oil and jet fuels; heavy refined products include residual fuel oils and asphalt.  We do not purchase or market products that we handle or transport.  News and additional information about TransMontaigne Partners L.P. is available on our website www.transmontaignepartners.com.

 

Forward-Looking Statements

This press release includes statements that may constitute forward-looking statements made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. Although the company believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, such statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Important factors that could cause actual results to differ materially from the company’s expectations and may adversely affect its business and results of operations are disclosed in “Item 1A. Risk Factors” in the company’s Annual Report on Form 10-K for the year ended December 31, 2010, filed with the Securities and Exchange Commission on March 10, 2011.

 

-END-

 

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