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8-K - FORM 8-K DATED FEBRUARY 16, 2012 - GENESIS ENERGY LPf8k.htm



FOR IMMEDIATE RELEASE
February 16, 2012
 

 
Genesis Energy, L.P. Reports Fourth Quarter and Full Year 2011 Results

 
HOUSTON – (BUSINESS WIRE) – Genesis Energy, L.P. (NYSE: GEL) today announced its fourth quarter and annual results. Results for the quarterly and annual periods included the following:
 
·  
For the fourth quarter of 2011, we generated total Available Cash before Reserves of $37.3 million, an increase of $8.1 million, or 28%, over the fourth quarter of 2010.  For the full year of 2011, we generated Available Cash before Reserves of $138.2 million compared to $101.5 million for 2010. Available Cash before Reserves is a non-GAAP measure that is defined and reconciled later in this press release to its most directly comparable GAAP financial measure, net cash provided by operating activities.  Net cash provided by operating activities was $19.2 million and $56.4 million for the fourth quarters of 2011 and 2010, respectively, and $58.3 million and $90.5 million for the full years of 2011 and 2010, respectively.  The decreases in net cash by operating activities primarily reflect higher working capital requirements during the 2011 periods.
 
·  
The Partnership reported net income for the quarter ended December 31, 2011 of $7.8 million compared to a net loss of $74.7 million for the quarter ended December 31, 2010.  Net income per common unit was $0.10 for the 2011 fourth quarter.  Included in net loss in the 2010 quarterly period was $75.6 million related to non-cash management compensation expense that was borne entirely by our general partner.  As a result, our common unitholders’ share of our net income for the fourth quarter of 2010 was $1.0 million, or $0.02 per unit.
 
·  
For the year ended December 31, 2011, we had net income of $51.2 million. For the year ended December 31, 2010, we had a net loss attributable to the Partnership of $48.5 million. Net income per common unit for the year ended December 31, 2011 was $0.75.    Included in the 2010 annual period was $76.9 million of non-cash management compensation expense borne by our general partner.  Net income allocable to our common unitholders was $19.9 million, or $0.49 per unit for 2010.
 
·  
Our performance allowed us to make a distribution in February of $0.44 per unit, a 10% increase over the 2010 fourth quarter distribution.  This represents the twenty-sixth consecutive quarter in which Genesis has increased its distribution.  During this period, twenty-one of these quarterly increases have been 10% or greater year-over-year.
 
-1-
 
 

 
Grant Sims, CEO said “We successfully completed several growth initiatives and strategic acquisitions during 2011 and into early 2012.  In August, we expanded our black oil service capabilities by adding 30 barges and 14 push boats to our existing fleet.  In fact, earlier this week, we purchased outright the seven barges that had been subleased since the transaction had closed.”
 
 “We also increased our crude oil and refined products service capabilities in shale play areas through the acquisition of refining and pipeline assets in the Niobrara play in Wyoming and continue work on the expansion of our crude oil infrastructure in Texas, enhancing our ability to provide services in the Eagle Ford production area and the refinery complexes in the Houston/Texas City area. We are in the process of increasing our fleet of trucks to complement our expanding pipeline and terminal services.”
 
 “Last month, we completed the acquisition of interests in several Gulf of Mexico crude oil pipeline systems from Marathon Oil Corporation and announced plans with Enterprise Products Partners, L.P. to build a crude oil gathering pipeline in the deepwater Gulf of Mexico. The acquired pipelines from Marathon will complement our existing and our planned infrastructure and enhance our ability to provide attractive capacity and market optionality to producers for their existing and future developments as well as our refining customers onshore in Texas and Louisiana.  Our planned pipeline with Enterprise will allow us to interconnect with existing shallow-water pipelines for delivery of crude oil produced from world-class domestic reservoirs to multiple refinery markets in the Gulf Coast.”
 
”In addition to these initiatives, we have recently begun construction of a new crude-by-rail unloading terminal connected to our existing oil pipeline at Walnut Hill, Florida. This facility will be capable of handling unit train shipments of oil for direct deliveries to one refinery customer and indirect delivery, through third-party common carriers, to potentially multiple other markets in the southeast.  We anticipate the facility to be fully operational in the third quarter of 2012.  Finally, we have also initiated construction of a 16-inch diameter loop of our existing oil pipeline into Texas City, supported by a term contract with one of our refining customers, which will allow us to significantly expand our total service capabilities into the Texas City area by in the second quarter of 2013.”
 
Sims concluded, “The fundamentals of our businesses are strong and the opportunities in front of us are great.  For 2012, we are targeting to continue the trend of delivering at least 10% year-over-year growth in distributions to our unitholders while maintaining a conservative and flexible capital structure.  It goes without saying that our growth and success in enhancing long-term value for our unitholders would not be possible without the contribution of our employees and their dedication to safe, responsible and efficient operations.”
 
Financial Results
 
Comparison Fourth Quarter 2011 to Fourth Quarter 2010
 
Available Cash before Reserves (a non-GAAP measure) increased to $37.3 million in the fourth quarter of 2011 as compared to $29.2 million for the same period in 2010.  The primary components impacting Available Cash before Reserves are Segment Margin, corporate general and administrative expenses (excluding non-cash charges), interest expense and maintenance capital expenditures.  Variances from the 2010 fourth quarter in these components are explained as follows:
 
-2-
 
 

 
Segment Margin
 
Segment Margin is defined and reconciled later in this press release to income before income taxes.  During the 2011 fourth quarter, Segment Margin increased $11.1 million over the 2010 fourth quarter reflecting increases in all of our segments. For the fourth quarters of 2011 and 2010, segment results were as follows:
 


   
Pipeline
   
Refinery
   
Supply &
       
   
Transportation
   
Services
   
Logistics
   
Total
 
   
(in thousands)
 
Segment Margin (1)
                       
                         
Three months ended December 31, 2011
  $ 17,269     $ 19,731     $ 15,742     $ 52,742  
                                 
Three months ended December 31, 2010
  $ 14,549     $ 17,255     $ 9,873     $ 41,677  
                                 

(1)  
Segment Margin was calculated as revenues less cost of sales, operating expenses and segment general and administrative expenses, plus our share of the distributable cash generated by our joint ventures.  Segment Margin excludes the non-cash effects of our stock appreciation rights plan and unrealized gains and losses from derivative transactions, and includes the non-income portion of payments received under direct financing leases.  A reconciliation of Segment Margin to income before income taxes is presented for periods presented in the table at the end of this release.
 
Pipeline transportation Segment Margin increased $2.7 million, or 19%, between the fourth quarter periods.  Our share of the distributable cash generated by Cameron Highway Oil Pipeline increased $1.5 million from the 2010 fourth quarter as a result of owning an interest in the pipeline for a full quarter in 2011, although extended maintenance and planned improvements by a producer at a field connected to the pipeline reduced volumes throughout the fourth quarter. Overall throughput increased on our onshore crude oil pipeline systems by 4,832 barrels per day increasing oil tariff revenues by $1.4 million.
 
Our refinery services Segment Margin increased $2.5 million, or 14%, in the 2011 quarter compared to the same period in 2010.  NaHS sales volumes increased by 2,577 dry short tons (DST) from 38,384 DST in the fourth quarter of 2010 to 40,961 DST in the fourth quarter of 2011.  Revenues increased 26% to $58.5 million during the 2011 fourth quarter primarily as a function of the increase in the average index price for caustic soda.  Market prices for caustic soda increased from an average of approximately $425 per DST in the fourth quarter of 2010 to an average of approximately $575 per DST during the fourth quarter of 2011.  Our cost of sales increased correspondingly to the rise in the average index price for caustic soda.
 
Supply and logistics Segment Margin increased $5.9 million, or 59%, between the quarters. The primary factor for Segment Margin increasing quarter-over-quarter was the addition of the black oil barge transportation business acquired in August 2011.  Increased volumes, operating efficiencies and changes we made in some of our existing crude oil and petroleum products commercial arrangements increased Segment Margin.  Additionally, increased production from new sources of crude oil has increased the demand for our services.
 
-3-
 
 

 
Other Components of Available Cash
 
Corporate general and administrative expenses included in the calculation of Available Cash before Reserves increased by $1.8 million due to an increase in personnel resulting in greater salaries and benefits expenses and costs related to technology systems support.   Interest expense in the 2011 fourth quarter was also greater than in the 2010 period due to issuance of unsecured notes in November 2010 to finance our investment in Cameron Highway Oil Pipeline.  This additional financing was the primary factor in the $2.9 million increase in our interest costs.  Also affecting Available Cash before Reserves between the fourth quarter periods was an increase in proceeds from the sales of surplus assets of $1.9 million in the 2011 fourth quarter.
 
Several adjustments to net income attributable to the Partnership are required to calculate Available Cash before Reserves.  The calculation of Available Cash before Reserves for the quarters ended December 31, 2011 and 2010 was as follows:
 

 
   
Three Months Ended
 
   
December 31, 2011
   
December 31, 2010
 
   
(in thousands)
 
             
Available Cash before Reserves
  $ 37,348     $ 29,207  
Depreciation and amortization
    (19,177 )     (13,068 )
Cash received from direct financing leases not
               
included in income
    (1,194 )     (1,087 )
Cash effects of sales of certain assets
    (1,893 )     (19 )
Effects of available cash generated by equity method
               
investees not included in income
    (4,756 )     (1,610 )
Cash effects of equity-based compensation plans
    194       517  
Non-cash tax benefit (expense)
    2,048       (688 )
Non-cash equity-based compensation expense
    (998 )     (78,429 )
Expenses related to acquiring or constructing assets
               
that provide new sources of cash flow
    (847 )     (10,730 )
Unrealized (loss) gain on derivative transactions
               
excluding fair value hedges
    (5,373 )     735  
Other items, net
    1,817       (75 )
Maintenance capital expenditures
    604       597  
Net income (loss) attributable to Genesis Energy, L.P.
  $ 7,773     $ (74,650 )

Other Components of Net Income
 
In the fourth quarter of 2011, the Partnership recorded net income of $7.8 million compared to a net loss attributable to the Partnership of $74.7 million for the fourth quarter of 2010. In addition to the factors impacting Available Cash before Reserves, net income included an increase quarter-over-quarter of $6.1 million in depreciation and amortization expense primarily reflecting the acquisition of our black oil barge assets in August.  In addition, we recorded an income tax benefit of $2.0 million during the 2011 fourth quarter compared to an expense of $0.7 million in the prior period. The current period also included a non-cash unrealized loss on derivative instruments of $5.4 million compared to a non-cash unrealized gain of $0.7 in the prior year period.
 
Non-cash equity-based compensation expense totaled $78.4 million in the 2010 fourth quarter, substantially all of which was borne by our general partner and associated with the elimination of our IDRs. Net loss for the 2010 fourth quarter also included $10.7 million of expenses related to the acquisition of assets, which were primarily one-time transaction costs.   Expense related to non-cash compensation and transaction costs were $1.0 million and $0.9 million, respectively, in the 2011 fourth quarter.
 
-4-
 
 

 
Comparison 2011 to 2010
 
Available Cash before Reserves for the full year 2011 increased by $36.7 million over the previous year to a total of $138.2 million.  Segment Margin increased by $52.9 million reflecting increases in all of our segments.
 
Segment Margin
 
The following table presents selected financial information by segment for the annual reporting periods:
 


   
Pipeline
   
Refinery
   
Supply &
       
   
Transportation
   
Services
   
Logistics
   
Total
 
   
(in thousands)
 
Segment Margin (1)
                       
                         
Year ended December 31, 2011
  $ 67,908     $ 74,618     $ 59,975     $ 202,501  
                                 
Year ended December 31, 2010
  $ 48,305     $ 62,923     $ 38,336     $ 149,564  
                                 

(1)  
Segment Margin was calculated as revenues less cost of sales, operating expenses and segment general and administrative expenses, plus our share of the distributable cash generated by our joint ventures.  Segment Margin excludes the non-cash effects of our stock appreciation rights plan and unrealized gains and losses from derivative transactions, and includes the non-income portion of payments received under direct financing leases.  A reconciliation of Segment Margin to income before income taxes is presented for periods presented in the table at the end of this release.
 
Pipeline transportation Segment Margin increased $19.6 million or 41% in 2011 as compared to 2010. Our share of the distributable cash generated by Cameron Highway increased $15.3 million during 2011 as a result of owning our 50% interest in the pipeline for a full year in 2011. Crude oil tariffs increased $4.5 million primarily reflecting increased volumes on our Texas system due to increased demand by one of the refiners connected to our system with capabilities for processing light crude such as that being produced in the Eagle Ford Shale area.
 
Refinery services Segment Margin increased $11.7 million or 19% between 2011 and 2010.  NaHS sales volumes increased 2% to 147,670 DST in 2011 primarily reflecting increased demand for paper products and packaging materials due to economic improvements in the world’s emerging economies. Revenues increased 33% to $210.4 million during 2011 as a function of the increase in the average index price for caustic soda.  Market prices for caustic soda increased to an average of approximately $513 per DST in 2011 from an average of approximately $353 per DST during 2010.  Our cost of sales increased correspondingly to the rise in the average index price for caustic soda, although this was somewhat offset by the efficiencies gained from our bulk purchase, logistic and storage capabilities, as well as operating efficiencies realized at several of our sour gas processing locations.
 
Supply and logistics Segment Margin increased $21.6 million or 56% in 2011 primarily due to increased volumes, improved operating efficiencies and modifications to our existing crude oil and petroleum products commercial arrangements. Volumes increased 14% from 2010 due to increased shale oil production and a greater availability of crude oil and heavy-end petroleum products from increased refinery utilization in our operating areas. Greater demand for fuel oil and other heavy-end petroleum products in countries outside the United States helped to sustain the price environment for the products that we sell. Segment Margin also increased year-over-year due to the addition of the black oil barge transportation business acquired in August 2011.
 
-5-
 
 

 
Other Components of Available Cash
 
Increases in our interest costs of $20.9 million partly offset the increase in Segment Margin. The issuance of $250 million of unsecured notes in mid-November 2010 was the primary reason for the interest expense increase.  These funds were utilized for the acquisition of our interest in Cameron Highway Oil Pipeline.  Additionally, our average debt balance under our revolving credit agreement was greater in 2011 by $8.1 million reflecting new growth initiative projects.
 
Corporate general and administrative expenses increased by $5.3 million compared to 2010 due to increases in salaries and benefits related to increased personnel.
 
Other items affecting Available cash before Reserve between 2011 and 2010 were the increase in the cash effects of sales of certain assets of $5.5 million and an increase in maintenance capital expenditures of $1.4 million.
 
Several adjustments to net income attributable to the Partnership are required to calculate Available Cash before Reserves.  The calculation of Available Cash before Reserves for the years ended December 31, 2011 and 2010 was as follows:
 


   
Year Ended
 
   
December 31, 2011
   
December 31, 2010
 
   
(in thousands)
 
             
Available Cash before Reserves
  $ 138,199     $ 101,499  
Depreciation and amortization
    (61,926 )     (53,557 )
Cash received from direct financing leases not
               
included in income
    (4,615 )     (4,203 )
Cash effects of sales of certain assets
    (6,688 )     (1,158 )
Effects of available cash generated by equity method
               
investees not included in income
    (16,681 )     (2,285 )
Cash effects of equity-based compensation plans
    2,394       1,350  
Non-cash tax benefit (expense)
    2,075       (1,337 )
Loss of DG Marine in excess of distributable cash
    -       848  
Non-cash equity-based compensation expense
    (311 )     (82,979 )
Expenses related to acquiring or constructing assets
               
that provide new sources of cash flow
    (4,376 )     (11,260 )
Unrealized loss on derivative transactions
               
excluding fair value hedges
    (724 )     (59 )
Other items, net
    (335 )     1,826  
Maintenance capital expenditures
    4,237       2,856  
Net income (loss) attributable to Genesis Energy, L.P.
  $ 51,249     $ (48,459 )
                 

Other Components of Net Income
 
Net income was $51.2 million for 2011 compared to a net loss attributable to the Partnership of $48.5 million for 2010, an increase of $99.7 million. In addition to the factors impacting Available Cash before Reserves, net income included an increase of $8.4 million in depreciation and amortization expense primarily reflecting the acquisition of our black oil barge assets in August 2011.
 
Non-cash equity-based compensation expense totaled $83.0 million in 2010 reflecting an arrangement between our management team and our general partner resulting in charges of $76.9 million, substantially all of which were borne by our general partner and associated with the elimination of our IDRs. We also incurred transaction costs of $11.3 million in 2010 related to the restructuring of our IDRs and growth projects including the acquisition of our 50% interest in Cameron Highway.  In 2011, transaction costs totaled $4.4 million.
 
-6-
 
 

 
Distributions
 
We have increased our quarterly distribution rate for twenty-six consecutive quarters.  During this period, twenty-one of those quarterly increases have been 10% or greater year-over-year. Over the last four quarters, we have increased the distribution rate on our common units by a total of $0.04 per unit, or 10%.  Distributions paid over the last four quarters, and the distribution paid on February 14, 2012 for the fourth quarter of 2011, were as follows:
 


     
Per Unit
 
Distribution For
Date Paid
 
Amount
 
Fourth quarter 2011
February 2012
  $ 0.4400  
Third quarter 2011
November 2011
  $ 0.4275  
Second quarter 2011
August 2011
  $ 0.4150  
First quarter 2011
May 2011
  $ 0.4075  
Fourth quarter 2010
February 2011
  $ 0.4000  
           

Earnings Conference Call
 
We will broadcast our Earnings Conference Call on Thursday, February 16, 2012, at 9:00 a.m. Central time.  This call can be accessed at www.genesisenergy.com.  Choose the Investor Relations button.  Listeners should go to this website at least fifteen minutes before this event to download and install any necessary audio software.  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 pipeline transportation, refinery services and supply and logistics.  The Pipeline Transportation Division is engaged in the pipeline transportation of crude oil and carbon dioxide. The Refinery Services Division primarily processes sour gas streams to remove sulfur at refining operations, principally located in Texas, Louisiana, and Arkansas. The Supply and Logistics Division is engaged in the transportation, storage and supply and marketing of energy products, including crude oil, refined products, and certain industrial gases. Genesis’ operations are primarily located in Texas, Louisiana, Arkansas, Mississippi, Alabama, Florida and the Gulf of Mexico.
 
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.  We undertake no obligation to publicly update or revise any forward-looking statement.
 
-7-
 
 

 


Genesis Energy, L.P.
   
Condensed Consolidated Statements of Operations - Unaudited
   
(in thousands except per unit amounts and volumes)
   
               
   
Three Months Ended
   
Three Months Ended
   
   
December 31, 2011
   
December 31, 2010
   
               
Revenues
  $ 806,881     $ 602,243    
Costs of sales
    763,600       565,364    
General and administrative expenses
    9,134       89,728    
Depreciation and amortization
    19,177       13,068    
Gain from disposal of surplus assets
    (87 )     (13 )  
OPERATING INCOME (LOSS)
    15,057       (65,904 )  
Equity in (losses) earnings of equity investees
    (30 )     1,433    
Interest expense
    (9,097 )     (9,418 )  
Income (loss) before income taxes
    5,930       (73,889 )  
Income tax benefit (expense)
    1,843       (761 )  
NET INCOME (LOSS)
  $ 7,773     $ (74,650 )  
                   
NET INCOME PER COMMON UNIT -
                 
BASIC AND DILUTED
  $ 0.10     $ 0.02    
                   
Volume data:
                 
Crude oil pipeline barrels per day (onshore total)
    80,813       75,981    
Jay Pipeline System barrels per day
    18,238       17,006    
Texas Pipeline System barrels per day
    42,701       36,070    
Mississippi Pipeline System barrels per day
    19,874       22,905    
Cameron Highway barrels per day (offshore total)
    110,053       149,270  
(1)
Free State CO2 System Mcf per day
    180,823       203,460    
NaHS dry short tons sold
    40,961       38,384    
NaOH (caustic soda) dry short tons sold
    25,413       26,505    
Crude oil and petroleum products sales - barrels per day
    68,084       65,273    
                   
(1) Represents 100% of joint venture volume from November 23, 2010 to December 31, 2010
 
-8-
 
 

 
 


Genesis Energy, L.P.
   
Condensed Consolidated Statements of Operations - Unaudited
   
(in thousands except per unit amounts and volumes)
   
               
   
Year Ended
   
Year Ended
   
   
December 31, 2011
   
December 31, 2010
   
               
Revenues
  $ 3,089,669     $ 2,101,324    
Costs of sales
    2,910,554       1,961,733    
General and administrative expenses
    34,473       113,406    
Depreciation and amortization
    61,926       53,557    
Loss from disposal of surplus assets
    264       12    
OPERATING INCOME (LOSS)
    82,452       (27,384 )  
Equity in earnings of equity investees
    3,347       2,355    
Interest expense
    (35,767 )     (22,924 )  
Income (loss) before income taxes
    50,032       (47,953 )  
Income tax benefit (expense)
    1,217       (2,588 )  
NET INCOME (LOSS)
    51,249       (50,541 )  
Net loss attributable to noncontrolling interests
    -       2,082    
NET INCOME (LOSS) ATTRIBUTABLE
                 
TO GENESIS ENERGY, L.P.
  $ 51,249     $ (48,459 )  
                   
NET INCOME PER COMMON UNIT -
                 
BASIC AND DILUTED
  $ 0.75     $ 0.49    
                   
Volume data:
                 
Crude oil pipeline barrels per day (onshore total)
    82,712       67,931    
Jay Pipeline System barrels per day
    16,900       15,646    
Texas Pipeline System barrels per day
    45,183       28,748    
Mississippi Pipeline System barrels per day
    20,629       23,537    
Cameron Highway barrels per day (offshore total)
    120,723       149,270  
(1)
Free State CO2 System Mcf per day
    169,962       167,619    
NaHS dry short tons sold
    147,670       145,213    
NaOH (caustic soda) dry short tons sold
    99,702       93,283    
Crude oil and petroleum products sales - barrels per day
    69,305       61,012    
                   
                       (1) Represents 100% of joint venture volume  from November 23, 2010 to December 31, 2010
 

 
-9-
 
 

 


Genesis Energy, L.P.
 
Condensed Consolidated Balance Sheets - Unaudited
 
(in thousands, except number of units)
 
             
             
   
December 31, 2011
   
December 31, 2010
 
             
ASSETS
           
Cash and cash equivalents
  $ 10,817     $ 5,762  
Accounts receivable, net
    237,989       171,550  
Inventories
    101,124       55,428  
Other current assets
    26,174       19,798  
Total current assets
    376,104       252,538  
Fixed assets, net
    416,925       265,056  
Investment in direct financing leases
    162,460       168,438  
Equity investees
    326,947       343,434  
Intangible assets, net
    93,356       120,175  
Goodwill
    325,046       325,046  
Other assets, net
    30,006       32,048  
Total Assets
  $ 1,730,844     $ 1,506,735  
                 
LIABILITIES AND PARTNERS' CAPITAL
               
Accounts payable
  $ 199,357     $ 165,978  
Accrued liabilities
    50,071       40,736  
Total current liabilities
    249,428       206,714  
Senior secured credit facilities
    409,300       360,000  
Senior unsecured notes
    250,000       250,000  
Deferred tax liabilities
    12,549       15,193  
Other liabilities
    16,929       5,564  
Partners' Capital:
               
Common unitholders
    792,638       669,264  
Total Liabilities and Partners' Capital
  $ 1,730,844     $ 1,506,735  
                 
                 
Units Data:
               
Total common units outstanding
    71,965,062       64,615,062  
                 

-10-
 
 

 


RECONCILIATION OF SEGMENT MARGIN TO INCOME (LOSS) BEFORE
 
INCOME TAXES-UNAUDITED
                       
                         
   
Three Months Ended
   
Year Ended
 
   
December 31,
   
December 31,
 
   
2011
   
2010
   
2011
   
2010
 
   
(in thousands)
 
                         
Segment margin
  $ 52,742     $ 41,677     $ 202,501     $ 149,564  
Corporate general and administrative expenses
    (8,417 )     (88,884 )     (31,685 )     (110,058 )
Non-cash items included in corporate general and
                               
administrative costs
    317       76,281       (72 )     78,930  
Cash expenditures not included in Adjusted EBITDA
    847       7,512       4,376       8,042  
Cash expenditures not included in net income
    (210 )     (556 )     (2,476 )     (1,493 )
DG Marine contribution to segment margin
    -       -       -       (6,056 )
Adjusted EBITDA
    45,279       36,030       172,644       118,929  
DG Marine contribution to segment margin
    -       -       -       6,056  
Depreciation and amortization
    (19,177 )     (13,068 )     (61,926 )     (53,557 )
Net gain (loss) from disposal of surplus assets
    87       13       (264 )     (12 )
Interest expense, net
    (9,097 )     (9,418 )     (35,767 )     (22,924 )
Cash expenditures not included in Adjusted EBITDA
                               
or net income
    (637 )     (6,956 )     (1,900 )     (6,549 )
Adjustment to exclude distributions from equity
                               
investees and include equity in investees net income
    (4,756 )     (1,610 )     (16,681 )     (2,285 )
Non-cash compensation charges
    (998 )     (78,429 )     (311 )     (82,979 )
Other non-cash items
    (4,771 )     (451 )     (5,763 )     (4,632 )
Income (loss) before income taxes
  $ 5,930     $ (73,889 )   $ 50,032     $ (47,953 )
                                 

-11-
 
 

 
 


CALCULATION OF NET INCOME PER COMMON UNIT - UNAUDITED
       
(in thousands, except per unit amounts)
           
   
Three Months Ended
 
   
December 31,
 
   
2011
   
2010
 
Numerators for basic and diluted net income
           
per common unit:
           
Net income (loss)
  $ 7,773     $ (74,650 )
Add: Expense allocable to our general partner
    -       75,634  
Subtotal
    7,773       984  
Less: General partner 2% ownership
    -       (20 )
Income available for common unitholders
  $ 7,773     $ 964  
                 
                 
Denominator for basic and diluted per common unit
    71,965       43,486  
                 
                 
Basic and diluted net income per common unit
  $ 0.10     $ 0.02  
                 
                 
                 
   
Year Ended
 
   
December 31,
      2011       2010  
Numerators for basic and diluted net income
               
per common unit:
               
Net income (loss) attributable to Genesis Energy, L.P.
  $ 51,249     $ (48,459 )
Less: General partner's incentive distribution
               
to be paid for the period
    -       (8,128 )
Add: Expense allocable to our general partner
    -       76,923  
Subtotal
    51,249       20,336  
Less: General partner 2% ownership
    -       (407 )
Income available for common unitholders
  $ 51,249     $ 19,929  
                 
                 
Denominator for basic and diluted per common unit
    67,938       40,560  
                 
                 
Basic and diluted net income per common unit
  $ 0.75     $ 0.49  
                 

 

 -12-
 
 

 
GAAP to Non-GAAP Financial Measure Reconciliation - Unaudited
                   
                         
AVAILABLE CASH BEFORE RESERVES RECONCILIATION TO
                   
NET CASH FLOWS FROM OPERATING ACTIVITIES
                   
                         
   
Three Months Ended
   
Year Ended
 
   
December 31,
   
December 31,
 
   
2011
   
2010
   
2011
   
2010
 
   
(in thousands)
 
                         
Net cash flows provided by operating
                       
        activities (GAAP measure)
  $ 19,161     $ 56,389     $ 58,307     $ 90,463  
Adjustments to reconcile net cash flow provided by
                               
operating activities to Available Cash before
                               
Reserves:
                               
Maintenance capital expenditures
    (604 )     (597 )     (4,237 )     (2,856 )
Proceeds from sales of certain assets
    1,980       19       6,424       1,146  
Amortization and write-off of debt issue costs
    (838 )     (584 )     (2,940 )     (3,082 )
Effects of available cash from equity investees not
                               
included in operating cash flows
    2,859       914       11,436       1,017  
Net loss of DG Marine in excess of
                               
distributable cash
    -       -       -       (848 )
Expenses related to acquiring or constructing
                               
assets that provide new sources of cash flow
    847       10,730       4,376       11,260  
Other items affecting Available Cash
    (2,250 )     (141 )     (2,098 )     (1,088 )
Net effect of changes in operating accounts not
                               
included in calculation of Available Cash
    16,193       (37,523 )     66,931       5,487  
Available Cash before Reserves (Non-GAAP measure)
  $ 37,348     $ 29,207     $ 138,199     $ 101,499  
                                 



CHANGES IN OPERATING ACCOUNTS NOT INCLUDED IN CALCULATION
             
OF AVAILABLE CASH BEFORE RESERVES OR ADJUSTED EBITDA - UNAUDITED
       
                         
   
Three Months Ended
   
Year Ended
 
   
December 31,
   
December 31,
 
   
2011
   
2010
   
2011
   
2010
 
   
(in thousands)
 
Decrease (increase) in:
                       
Accounts receivable
  $ (13,853 )   $ (1,877 )   $ (66,208 )   $ (41,648 )
Inventories
    (11,394 )     8,701       (46,151 )     (16,870 )
Other current assets
    (5,113 )     (4,867 )     (3,598 )     (4,036 )
Increase (decrease) in:
                               
Accounts payable
    16,096       24,898       33,049       47,401  
Accrued liabilities
    (1,929 )     10,668       15,977       9,666  
Net changes in components of operating assets
                               
and liabilities
  $ (16,193 )   $ 37,523     $ (66,931 )   $ (5,487 )
                                 



-13-
 
 

 
ADJUSTED EBITDA RECONCILIATION TO
                       
NET CASH FLOWS FROM OPERATING ACTIVITIES
                       
                         
   
Three Months Ended
   
Year Ended
 
   
December 31,
   
December 31,
 
   
2011
   
2010
   
2011
   
2010
 
   
(in thousands)
 
                         
Net cash flows provided by operating
                       
        activities (GAAP measure)
  $ 19,161     $ 56,389     $ 58,307     $ 90,463  
Adjustments to reconcile net cash flow provided by
                               
operating activities to Adjusted EBITDA:
                               
Interest expense, net of amortization and write-off of credit
                               
facility issuance fees
    8,259       8,834       32,827       19,842  
Income tax expense
    205       73       858       1,251  
Effects of available cash from equity investees not
                               
included in operating cash flows
    2,859       914       11,436       1,017  
Cash flows of DG Marine unavailable to the Partnership
    -       -       -       (6,056 )
Expenses related to acquiring or constructing
                               
assets that provide new sources of cash flow
    847       7,512       4,376       8,042  
Miscellaneous non-cash and other amounts to reconcile Adjusted
                         
EBITDA and net cash flows provided by operating activities
    (2,245 )     (169 )     (2,091 )     (1,117 )
Net effect of changes in operating accounts not
                               
included in calculation of Adjusted EBITDA
    16,193       (37,523 )     66,931       5,487  
Adjusted EBITDA (Non-GAAP measure)
  $ 45,279     $ 36,030     $ 172,644     $ 118,929  
                                 

 
 
 
 
This press release and the accompanying schedules include non-generally accepted accounting principle (“non-GAAP”) financial measures of available cash and Adjusted EBITDA.  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 as alternatives to GAAP measures of liquidity or financial performance.  We believe that investors benefit from having access to the same financial measures being utilized by management, lenders, analysts and other market participants.
 
Available cash before Reserves. Available Cash before Reserves is a measure used by management to compare cash flows generated by us to the cash distribution paid to our common unitholders.  This is an important financial measure to the external users of financial statements, such as investors, commercial banks, research analysts and rating agencies, to assess: (1) the financial performance of our assets without regard to financing methods, capital structures, or historical cost basis; (2) the ability of our assets to generate cash sufficient to pay interest cost and support our indebtedness; (3) our operating performance and return on capital as compared to those of other companies in the midstream energy industry, without regard to financing and capital structure; and (4) the viability of projects and the overall rates of return on alternative investment opportunities.  Lastly, Available Cash before Reserves (also referred to as distributable cash flow) is the quantitative standard used throughout the investment community with respect to publicly-traded partnerships.  Available Cash before Reserves data presented in this press release may not be comparable to similarly titled measures of other companies as Available Cash before Reserves excludes some, but not all items that affect net income or loss and because these measures may vary among other companies.
 
-14-
 
 

 
We define available cash as net income or loss as adjusted for specific items, the most significant of which are the addition of non-cash expenses (such as depreciation), the substitution of cash generated by our joint ventures in lieu of our equity income attributable to such joint ventures, the elimination of gains and losses on asset sales (except those from the sale of surplus assets) and unrealized gains and losses on derivative transactions, the elimination of expenses related to acquiring assets that provide new sources of cash flows and the subtraction of maintenance capital expenditures, which are expenditures that are necessary to sustain existing (but not to provide new sources of) cash flows.
 
Adjusted EBITDA.                                Adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”) is commonly used as a supplemental financial measure by management and external users of our financial statements, such as investors, commercial banks, research analysts and rating agencies.  Since Adjusted EBITDA excludes some, but not all, items that affect net income or loss and because these measures may vary among other companies, the Adjusted EBITDA data presented in this press release may not be comparable to similarly titled measures of other companies.  The GAAP measure most directly comparable to Adjusted EBITDA is net cash flows provided by operating activities.
 
We define Adjusted EBITDA as net income or loss plus net interest expense, income taxes, depreciation and amortization plus other specific items, the most significant of which are the addition of cash received from direct financing leases not included in income, non-cash equity-based compensation expense, expenses related to acquiring assets that provide new sources of cash flow and the effects of available cash generated by equity method investees not included in income.  We also exclude the effect on net income or loss of unrealized gains or losses on derivative transactions.
 

 

 
# # #
 
.
 


Contact:
Genesis Energy, L.P.
Bob Deere
Chief Financial Officer
(713) 860-2516

-15-