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8-K - 8-K - MARTIN MIDSTREAM PARTNERS L.P.form8-k3qprearningsrelease.htm


EXHIBIT 99.1
MARTIN MIDSTREAM PARTNERS REPORTS
2013 THIRD QUARTER FINANCIAL RESULTS

KILGORE, Texas, October 30, 2013 (GlobeNewswire) -- Martin Midstream Partners L.P. (Nasdaq: MMLP) (the "Partnership") announced today its financial results for the third quarter ended September 30, 2013.
 
The Partnership's adjusted EBITDA for the third quarter of 2013 was $26.8 million. This compared to adjusted EBITDA for the third quarter of 2012 of $27.7 million. The Partnership's adjusted EBITDA for the nine months ended September 30, 2013 was $99.4 million. This compared to adjusted EBITDA for the nine months ended September 30, 2012 of $89.3 million. EBITDA and adjusted EBITDA are non-GAAP financial measures which are explained in greater detail below under the heading “Use of Non-GAAP Financial Information.” The Partnership has also included below a table entitled “Reconciliation of EBITDA, Adjusted EBITDA, and Distributable Cash Flow” in order to show the components of these non-GAAP financial measures and their reconciliation to the most comparable GAAP measurement.

The Partnership's distributable cash flow for the third quarter of 2013 was $13.3 million. This compared to distributable cash flow for the third quarter of 2012 of $19.6 million. The Partnership's distributable cash flow for the nine months ended September 30, 2013 was $62.8 million. This compared to distributable cash flow for the nine months ended September 30, 2012 of $59.7 million. Distributable cash flow is a non-GAAP financial measure which is explained in greater detail below under “Use of Non-GAAP Financial Information.” The Partnership has also included below a table entitled “Reconciliation of EBITDA, Adjusted EBITDA, and Distributable Cash Flow” in order to show the components of this non-GAAP financial measure and its reconciliation to the most comparable GAAP measurement.

The Partnership reported net income for the third quarter of 2013 of $0.2 million, or $0.01 per limited partner unit. This compared to net income for the third quarter of 2012 of $72.2 million, or $3.07 per limited partner unit. The Partnership reported net income for the nine months ended September 30, 2013 of $25.9 million, or $0.95 per limited partner unit. This compared to net income for the nine months ended September 30, 2012 of $94.7 million, or $3.73 per limited partner unit. Revenues for the third quarter of 2013 were $359.6 million compared to $354.1 million for the third quarter of 2012.

    The Partnership reported income from continuing operations for the third quarter of 2013 of $0.2 million, or $0.01 per limited partner unit. This compared to income from continuing operations for the third quarter of 2012 of $8.6 million, or $0.44 per limited partner unit. The Partnership reported no income from discontinued operations for the third quarter of 2013. This compared to income from discontinued operations for the third quarter of 2012 of $63.6 million, or $2.63 per limited partner unit.

The Partnership reported income from continuing operations for the nine months ended September 30, 2013 of $25.9 million, or $0.95 per limited partner unit. This compared to the income from continuing operations for the nine months ended September 30, 2012 of $27.4 million, or $0.94 per limited partner unit. The Partnership reported no income from discontinued operations for the nine months ended September 30, 2013. This compared to income from discontinued operations for the nine months ended September 30, 2012 of $67.3 million, or $2.79 per limited partner unit. Revenues for the nine months ended September 30, 2013 were $1,151.5 million compared to $1,036.3 million for the nine months ended September 30, 2012.






Included with this press release are the Partnership's consolidated financial statements as of and for the three and nine months ended September 30, 2013 and certain prior periods. These financial statements should be read in conjunction with the information contained in the Partnership's Quarterly Report on Form 10-Q, to be filed with the Securities and Exchange Commission on November 4, 2013.
    
Ruben Martin, President and Chief Executive Officer of Martin Midstream GP LLC, the general partner of Martin Midstream Partners, said, “For the third quarter our distribution coverage ratio was below expectations as we experienced more than our normal seasonal weakness during the period. However, on a trailing twelve month basis our coverage ratio was 1.02 times.

"Looking across our segments, we increased our cash flow in the third quarter in three of our four business segments, but we experienced more than our normal seasonal downturn in our Sulfur Services segment, primarily in our fertilizer business. Our performance trailed our forecast due to weaker seasonal demand as pricing for several of our key fertilizer products fell sharply. This was a result of much weaker agricultural product prices and a later than normal harvest. Looking ahead, we expect these softer market conditions to continue in the near term until spring fertilizer application commences next year.
"Our third-quarter seasonality is also more apparent now than in years past due to the inclusion of the butane business as part of our Natural Gas Services segment. Now that the refinery’s butane blending season has begun, our fourth quarter cash flow and first quarter 2014 will improve significantly reflective of the normal sales cycle in this business. In addition, we expect to realize balance sheet improvements due to falling butane-related working capital requirements beginning in the fourth quarter.
"Our Marine Transportation segment showed modestly improved results versus the second quarter as we experienced increased utilization from our inland fleet. Several vessels came out of dry dock from earlier in the year and are back on day rate. Our offshore fleet remains near full utilization. The outlook is favorable as we have achieved recent success re-contracting offshore marine assets with improved terms and day rates.
"In our Terminalling and Storage segment, we are pleased to announce that our new dock at the Partnership’s Corpus Christi Crude Terminal (CCCT) will be completed in November. This newly constructed asset will allow our customer significantly improved loading access resulting in higher through-put across the terminal. We expect a significant increase in barrels through CCCT when construction of the new dock is complete. In addition, the construction of our final three tanks comprising 300,000 barrels of storage remains on schedule for completion in the second quarter of 2014. Upon completion of the additional storage, we expect a subsequent increase in barrels through CCCT from our customer.
"Lastly, during the quarter, the parent of our general partner closed its transaction with Alinda Capital Partners, effectively selling a 49% voting and 50% economic interest in our general partner. While the Alinda partnership is brand new, an immediate positive impact and favorable market reaction is evident. Further, we have gained access to multiple acquisition opportunities that previously would have been unattainable for the Partnership on a stand-alone basis. I am confident that Alinda will assist in the Partnership's continued growth."
Investors' Conference Call
An investors' conference call to review the third quarter results will be held on Thursday, October 31, 2013, at 8:00 a.m. Central Time. The conference call can be accessed by calling (877) 878-2695. An audio replay of the conference call will be available by calling (855) 859-2056 from 11:00 a.m. Central Time on October 31, 2013 through 10:59 p.m. Central Time on November 6, 2013. The access code for





the conference call and the audio replay is Conference ID No. 90801714. The audio replay of the conference call will also be archived on Martin Midstream Partners' website at www.martinmidstream.com.

Quarterly Cash Distribution
 
The quarterly cash distribution of $0.7825 per common units which was announced on October 24, 2013 is payable on November 14, 2013 to common unitholders of record as of the close of business on November 7, 2013. The ex-dividend date for the cash distribution is November 5, 2013. This distribution reflects an annualized distribution rate of $3.13 per unit.

About Martin Midstream Partners
The Partnership is a publicly traded limited partnership with a diverse set of operations focused primarily in the United States Gulf Coast region. The Partnership's primary business segments include: terminalling and storage services for petroleum products and by-products including the refining, blending and packaging of finished products; natural gas services, including liquids distribution services and natural gas storage; sulfur and sulfur-based products processing, manufacturing, marketing and distribution; and marine transportation services for petroleum products and by-products. The Partnership is based in Kilgore, Texas and was founded in 2002.

Forward-Looking Statements
 
Statements about the Partnership's outlook and all other statements in this release other than historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements and all references to financial estimates rely on a number of assumptions concerning future events and are subject to a number of uncertainties and other factors, many of which are outside its control, which could cause actual results to differ materially from such statements. While the Partnership believes that the assumptions concerning future events are reasonable, it cautions that there are inherent difficulties in anticipating or predicting certain important factors. A discussion of these factors, including risks and uncertainties, is set forth in the Partnership's annual and quarterly reports filed from time to time with the Securities and Exchange Commission. The Partnership disclaims any intention or obligation to revise any forward-looking statements, including financial estimates, whether as a result of new information, future events, or otherwise.

Use of Non-GAAP Financial Information
  
The Partnership's management uses a variety of financial and operational measurements other than its financial statements prepared in accordance with United States Generally Accepted Accounting Principles (“GAAP”) to analyze its performance. These include: (1) net income before interest expense, income tax expense, and depreciation and amortization (“EBITDA”), (2) adjusted EBITDA and (3) distributable cash flow. The Partnership's management views these measures as important performance measures of core profitability for its operations and the ability to generate and distribute cash flow, and as key components of its internal financial reporting. The Partnership's management believes investors benefit from having access to the same financial measures that management uses.

EBITDA and Adjusted EBITDA. Certain items excluded from EBITDA and adjusted EBITDA are significant components in understanding and assessing an entity's financial performance, such as cost of capital and historic costs of depreciable assets. The Partnership has included information concerning EBITDA and adjusted EBITDA because it provides investors and management with additional





information to better understand the following: financial performance of the Partnership's assets without regard to financing methods, capital structure or historical cost basis; the Partnership's operating performance and return on capital as compared to those of other similarly situated entities; and the viability of acquisitions and capital expenditure projects. The Partnership's method of computing adjusted EBITDA may not be the same method used to compute similar measures reported by other entities. The economic substance behind the Partnership's use of adjusted EBITDA is to measure the ability of the Partnership's assets to generate cash sufficient to pay interest costs, support its indebtedness and make distributions to its unit holders.

Distributable Cash Flow. Distributable cash flow is a significant performance measure used by the Partnership's management and by external users of its financial statements, such as investors, commercial banks and research analysts, to compare basic cash flows generated by the Partnership to the cash distributions it expects to pay unitholders. Distributable cash flow is also an important financial measure for the Partnership's unitholders since it serves as an indicator of the Partnership's success in providing a cash return on investment. Specifically, this financial measure indicates to investors whether or not the Partnership is generating cash flow at a level that can sustain or support an increase in its quarterly distribution rates. Distributable cash flow is also a quantitative standard used throughout the investment community with respect to publicly-traded partnerships because the value of a unit of such an entity is generally determined by the unit's yield, which in turn is based on the amount of cash distributions the entity pays to a unitholder.

EBITDA, adjusted EBITDA and distributable cash flow should not be considered alternatives to, or more meaningful than, net income, cash flows from operating activities, or any other measure presented in accordance with GAAP. The Partnership's method of computing these measures may not be the same method used to compute similar measures reported by other entities.

Additional information concerning the Partnership is available on the Partnership's website at www.martinmidstream.com.

Contact: Robert D. Bondurant, Executive Vice President and Chief Financial Officer of Martin Midstream GP LLC, the Partnership's general partner at (903) 983-6200.







MARTIN MIDSTREAM PARTNERS L.P.
CONSOLIDATED AND CONDENSED BALANCE SHEETS
(Dollars in thousands)
 
September 30, 2013
 
December 31, 2012
 
(Unaudited)
 
(Audited)
Assets
 
 
 
Cash
$
45

 
$
5,162

Accounts and other receivables, less allowance for doubtful accounts of $2,864 and $2,805, respectively
147,609

 
190,652

Product exchange receivables
3,635

 
3,416

Inventories
106,783

 
95,987

Due from affiliates
18,531

 
13,343

Other current assets
9,141

 
2,777

Assets held for sale
750

 
3,578

Total current assets
286,494

 
314,915

 
 
 
 
Property, plant and equipment, at cost
900,175

 
767,344

Accumulated depreciation
(291,638
)
 
(256,963
)
Property, plant and equipment, net
608,537

 
510,381

 
 
 
 
Goodwill
19,616

 
19,616

Investment in unconsolidated entities
181,586

 
154,309

Debt issuance costs, net
16,469

 
10,244

Other assets, net
7,500

 
3,531

 
$
1,120,202

 
$
1,012,996

 
 
 
 
Liabilities and Partners’ Capital
 

 
 

Current installments of long-term debt and capital lease obligations
$
3,173

 
$
3,206

Trade and other accounts payable
110,617

 
140,045

Product exchange payables
13,123

 
12,187

Due to affiliates
2,791

 
3,316

Income taxes payable
1,121

 
10,239

Other accrued liabilities
18,331

 
9,489

Total current liabilities
149,156

 
178,482

 
 
 
 
Long-term debt and capital lease obligations, less current installments
648,004

 
474,992

Other long-term obligations
2,236

 
1,560

Total liabilities
799,396

 
655,034

 
 
 
 
Partners’ capital
320,806

 
357,962

Commitments and contingencies


 


 
$
1,120,202

 
$
1,012,996


These financial statements should be read in conjunction with the financial statements and the accompanying notes and other information included in the Partnership's Quarterly Report on Form 10-Q to be filed with the Securities and Exchange Commission on November 4, 2013.







MARTIN MIDSTREAM PARTNERS L.P.
CONSOLIDATED AND CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands, except per unit amounts)
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2013
 
20121
 
2013
 
20121
Revenues:
 
 
 
 
 
 
 
Terminalling and storage  *
$
28,956

 
$
23,875

 
$
85,267

 
$
65,107

Marine transportation  *
24,217

 
22,102

 
74,694

 
63,678

Sulfur services
3,001

 
2,926

 
9,003

 
8,777

Product sales: *
 
 
 
 
 
 
 
Natural gas services
204,296

 
190,738

 
650,605

 
527,666

Sulfur services
39,096

 
57,670

 
164,375

 
193,464

Terminalling and storage
60,050

 
56,779

 
167,546

 
177,570

 
303,442

 
305,187

 
982,526

 
898,700

Total revenues
359,616

 
354,090

 
1,151,490

 
1,036,262

 
 
 
 
 
 
 
 
Costs and expenses:
 

 
 

 
 

 
 

Cost of products sold: (excluding depreciation and amortization)
 

 
 

 
 

 
 

Natural gas services *
196,308

 
185,686

 
626,609

 
515,928

Sulfur services *
33,994

 
47,272

 
131,577

 
149,582

Terminalling and storage *
52,718

 
52,161

 
146,806

 
160,271

 
283,020

 
285,119

 
904,992

 
825,781

Expenses:
 

 
 

 
 

 
 

Operating expenses  *
43,444

 
36,654

 
129,839

 
108,108

Selling, general and administrative  *
7,211

 
5,774

 
20,624

 
17,184

Depreciation and amortization
13,698

 
10,292

 
37,944

 
30,315

Total costs and expenses
347,373

 
337,839

 
1,093,399

 
981,388

 
 
 
 
 
 
 
 
Other operating income

 
(5
)
 
796

 
368

Operating income
12,243

 
16,246

 
58,887

 
55,242

 
 
 
 
 
 
 
 
Other income (expense):
 

 
 

 
 

 
 

Equity in earnings (loss) of unconsolidated entities
(577
)
 
(775
)
 
(878
)
 
256

Interest expense
(11,060
)
 
(6,789
)
 
(31,058
)
 
(23,284
)
Debt prepayment premium

 

 

 
(2,470
)
Other, net
(111
)
 
505

 
(134
)
 
1,054

Total other expense
(11,748
)
 
(7,059
)
 
(32,070
)
 
(24,444
)
 
 
 
 
 
 
 
 
Net income before taxes
495

 
9,187

 
26,817

 
30,798

Income tax expense
(303
)
 
(541
)
 
(910
)
 
(3,366
)
Income from continuing operations
192

 
8,646

 
25,907

 
27,432

Income from discontinued operations, net of income taxes

 
63,603

 

 
67,312

Net income
192

 
72,249

 
25,907

 
94,744

Less general partner's interest in net income
(4
)
 
(1,448
)
 
(518
)
 
(4,603
)
Less pre-acquisition income allocated to Parent

 
152

 

 
(4,622
)
Less income allocable to unvested restricted units
(1
)
 

 
(67
)
 

Limited partners' interest in net income
$
187

 
$
70,953

 
$
25,322

 
$
85,519


These financial statements should be read in conjunction with the financial statements and the accompanying notes and other information included in the Partnership's Quarterly Report on Form 10-Q to be filed with the Securities and Exchange Commission on November 4, 2013.
     
1 Financial information for 2012 has been revised to include results attributable to the Redbird Class A interests and the Blending and Packaging Assets acquired from Cross prior to October 2, 2012.
*Related Party Transactions Shown Below





MARTIN MIDSTREAM PARTNERS L.P.
CONSOLIDATED AND CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands, except per unit amounts)


*Related Party Transactions Included Above
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2013
 
20121
 
2013
 
20121
Revenues:
 
 
 
 
 
 
 
Terminalling and storage
$
18,044

 
$
18,531

 
$
52,857

 
$
48,611

Marine transportation
5,943

 
3,979

 
18,828

 
13,282

Product Sales
964

 
1,637

 
4,012

 
5,784

Costs and expenses:
 

 
 

 
 

 
 

Cost of products sold: (excluding depreciation and amortization)
 

 
 

 
 

 
 

Natural gas services
7,799

 
6,761

 
23,391

 
18,783

Sulfur services
4,539

 
4,111

 
13,514

 
12,512

Terminalling and storage
13,488

 
13,165

 
39,638

 
36,509

Expenses:
 

 
 

 
 

 
 

Operating expenses
17,902

 
14,100

 
53,410

 
42,308

Selling, general and administrative
4,356

 
2,764

 
12,944

 
8,258


These financial statements should be read in conjunction with the financial statements and the accompanying notes and other information included in the Partnership's Quarterly Report on Form 10-Q to be filed with the Securities and Exchange Commission on November 4, 2013.

1 Financial information for 2012 has been revised to include results attributable to the Redbird Class A interests and the Blending and Packaging Assets acquired from Cross prior to October 2, 2012.












MARTIN MIDSTREAM PARTNERS L.P.
CONSOLIDATED AND CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands, except per unit amounts)

 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2013
 
20121
 
2013
 
20121
Allocation of net income attributable to:
 
 
 
 
 
 
 
   Limited partner interest:
 
 
 
 
 
 
 
 Continuing operations
$
187

 
$
10,128

 
$
25,322

 
$
21,645

 Discontinued operations

 
60,825

 

 
63,874

 
$
187

 
$
70,953

 
$
25,322

 
$
85,519

   General partner interest:
 

 
 

 
 
 
 

  Continuing operations
$
4

 
$
(1,330
)
 
$
518

 
$
1,165

  Discontinued operations

 
2,778

 

 
3,438

 
$
4

 
$
1,448

 
$
518

 
$
4,603

 
 

 
 

 
 
 
 

Net income per unit attributable to limited partners:
 
 
 
 
 
 
 
Basic:
 

 
 

 
 
 
 

Continuing operations
$
0.01

 
$
0.44

 
$
0.95

 
$
0.94

Discontinued operations

 
2.63

 

 
2.79

 
$
0.01

 
$
3.07

 
$
0.95

 
$
3.73

Weighted average limited partner units - basic
26,552

 
23,101

 
26,561

 
22,929

Diluted:
 

 
 

 
 
 
 

Continuing operations
$
0.01

 
$
0.44

 
$
0.95

 
$
0.94

Discontinued operations

 
2.63

 

 
2.79

 
$
0.01

 
$
3.07

 
$
0.95

 
$
3.73

Weighted average limited partner units - diluted
26,579

 
23,105

 
26,581

 
22,932


These financial statements should be read in conjunction with the financial statements and the accompanying notes and other information included in the Partnership's Quarterly Report on Form 10-Q to be filed with the Securities and Exchange Commission on November 4, 2013.

1 Financial information for 2012 has been revised to include results attributable to the Redbird Class A interests and the Blending and Packaging Assets acquired from Cross prior to October 2, 2012.






MARTIN MIDSTREAM PARTNERS L.P.
CONSOLIDATED AND CONDENSED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
(Dollars in thousands)

 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2013
 
20121
 
2013
 
20121
Net income
$
192

 
$
72,249

 
$
25,907

 
$
94,744

Other comprehensive income adjustments:
 

 
 

 
 

 
 

Changes in fair values of commodity cash flow hedges

 

 

 
126

Commodity cash flow hedging losses reclassified to earnings

 
(63
)
 

 
(752
)
Other comprehensive income

 
(63
)
 

 
(626
)
Comprehensive income
$
192

 
$
72,186

 
$
25,907

 
$
94,118


These financial statements should be read in conjunction with the financial statements and the accompanying notes and other information included in the Partnership's Quarterly Report on Form 10-Q to be filed with the Securities and Exchange Commission on November 4, 2013.

1 Financial information for 2012 has been revised to include results attributable to the Redbird Class A interests and the Blending and Packaging Assets acquired from Cross prior to October 2, 2012.







MARTIN MIDSTREAM PARTNERS L.P.
CONSOLIDATED AND CONDENSED STATEMENTS OF CAPITAL
(Unaudited)
(Dollars in thousands)
 
Partners’ Capital
 
 
 
Parent Net Investment1
 
Common Limited
 
General Partner
 
Accumulated
Other
Comprehensive
Income
 
 
 
 
Units
 
Amount
 
Amount
 
(Loss)
 
Total
Balances - January 1, 2012
$
51,571

 
20,471,776

 
$
279,562

 
$
5,428

 
$
626

 
$
337,187

 
 
 
 
 
 
 
 
 
 
 
 
Net income
4,622

 

 
85,519

 
4,603

 

 
94,744

 
 
 
 
 
 
 
 
 
 
 
 
Follow-on public offering

 
2,645,000

 
91,361

 

 

 
91,361

 
 
 
 
 
 
 
 
 
 
 
 
General partner contribution

 

 

 
1,951

 

 
1,951

 
 
 
 
 
 
 
 
 
 
 
 
Cash distributions

 

 
(52,880
)
 
(5,452
)
 

 
(58,332
)
 
 
 
 
 
 
 
 
 
 
 
 
Unit-based compensation

 
6,250

 
379

 

 

 
379

 
 
 
 
 
 
 
 
 
 
 
 
Purchase of treasury units
 
 
(6,250
)
 
(221
)
 

 

 
(221
)
 
 
 
 
 
 
 
 
 
 
 
 
Adjustment in fair value of derivatives

 

 

 

 
(626
)
 
(626
)
 
 
 
 
 
 
 
 
 
 
 
 
Balances - September 30, 2012
$
56,193

 
23,116,776

 
$
403,720

 
$
6,530

 
$

 
$
466,443

 
 
 
 
 
 
 
 
 
 
 
 
Balances - January 1, 2013
$

 
26,566,776

 
$
349,490

 
$
8,472

 
$

 
$
357,962

 
 
 
 
 
 
 
 
 
 
 
 
Net income

 

 
25,389

 
518

 

 
25,907

 
 
 
 
 
 
 
 
 
 
 
 
Issuance of restricted units

 
63,750

 

 

 

 

 
 
 
 
 
 
 
 
 
 
 
 
Forfeiture of restricted units

 
(250
)
 

 

 

 

 
 
 
 
 
 
 
 
 
 
 
 
General partner contribution

 

 

 
37

 

 
37

 
 
 
 
 
 
 
 
 
 
 
 
Cash distributions

 

 
(61,902
)
 
(1,384
)
 

 
(63,286
)
 
 
 
 
 
 
 
 
 
 
 
 
Unit-based compensation

 

 
737

 

 

 
737

 
 
 
 
 
 
 
 
 
 
 
 
Excess purchase price over carrying value of acquired assets

 

 
(301
)
 

 

 
(301
)
 
 
 
 
 
 
 
 
 
 
 
 
Purchase of treasury units

 
(6,000
)
 
(250
)
 

 

 
(250
)
 
 
 
 
 
 
 
 
 
 
 
 
Balances - September 30, 2013
$

 
26,624,276

 
$
313,163

 
$
7,643

 
$

 
$
320,806

 
These financial statements should be read in conjunction with the financial statements and the accompanying notes and other information included in the Partnership's Quarterly Report on Form 10-Q to be filed with the Securities and Exchange Commission on November 4, 2013.

1 Financial information for 2012 has been revised to include results attributable to the Redbird Class A interests and the Blending and Packaging Assets acquired from Cross prior to October 2, 2012.






MARTIN MIDSTREAM PARTNERS L.P.
CONSOLIDATED AND CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)
 
Nine Months Ended
 
September 30,
 
2013
 
20121
Cash flows from operating activities:
 
 
 
Net income
$
25,907

 
$
94,744

Less:  Income from discontinued operations

 
(67,312
)
Net income from continuing operations
25,907

 
27,432

Adjustments to reconcile net income to net cash provided by operating activities:
 

 
 

Depreciation and amortization
37,944

 
30,315

Amortization of deferred debt issuance costs
2,890

 
2,611

Amortization of debt discount
230

 
504

Deferred taxes

 
402

(Gain) loss on sale of property, plant and equipment
(796
)
 
7

Gain on sale of equity method investment

 
(486
)
Equity in (earnings) loss of unconsolidated entities
878

 
(256
)
Unit-based compensation
737

 
379

Preferred dividends on MET investment
1,171

 

Other
7

 

Change in current assets and liabilities, excluding effects of acquisitions and dispositions:
 

 
 

Accounts and other receivables
43,043

 
(10,352
)
Product exchange receivables
(219
)
 
12,190

Inventories
(8,362
)
 
(41,736
)
Due from affiliates
(5,188
)
 
(27,795
)
Other current assets
(6,358
)
 
1,996

Trade and other accounts payable
(29,641
)
 
(16,808
)
Product exchange payables
936

 
(9,405
)
Due to affiliates
(525
)
 
21,040

Income taxes payable
(440
)
 
154

Other accrued liabilities
8,842

 
1,353

Change in other non-current assets and liabilities
(210
)
 
(1,126
)
Net cash provided by (used in) continuing operating activities
70,846

 
(9,581
)
Net cash provided by (used in) discontinued operating activities
(8,678
)
 
120

Net cash provided by (used in) operating activities
62,168

 
(9,461
)
Cash flows from investing activities:
 

 
 

Payments for property, plant and equipment
(68,591
)
 
(71,550
)
Acquisitions
(73,921
)
 

Payments for plant turnaround costs

 
(2,578
)
Proceeds from sale of property, plant and equipment
4,719

 
33

Proceeds from sale of equity method investment

 
531

Investment in unconsolidated subsidiaries

 
(775
)
Milestone distributions from ECP

 
2,208

Return of investments from unconsolidated entities
1,551

 
5,133

Contributions to unconsolidated entities
(30,877
)
 
(22,786
)
Net cash used in continuing investing activities
(167,119
)
 
(89,784
)
Net cash provided by discontinued investing activities

 
271,181

Net cash provided by (used in) investing activities
(167,119
)
 
181,397

Cash flows from financing activities:
 

 
 

Payments of long-term debt
(518,000
)
 
(547,000
)
Payments of notes payable and capital lease obligations
(251
)
 
(6,522
)
Proceeds from long-term debt
691,000

 
349,000

Net proceeds from follow on offering

 
91,361

General partner contribution
37

 
1,951

Purchase of treasury units
(250
)
 
(221
)
Decrease in affiliate funding of investments in unconsolidated entities

 
(2,208
)
Payment of debt issuance costs
(9,115
)
 
(204
)
Excess purchase price over carrying value of acquired assets
(301
)
 

Cash distributions paid
(63,286
)
 
(58,332
)
Net cash provided by (used in) financing activities
99,834

 
(172,175
)
Net decrease in cash
(5,117
)
 
(239
)
Cash at beginning of period
5,162

 
266

Cash at end of period
$
45

 
$
27


These financial statements should be read in conjunction with the financial statements and the accompanying notes and other information included in the Partnership's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 4, 2013.  
1 Financial information for 2012 has been revised to include results attributable to the Redbird Class A interests and the Blending and Packaging Assets acquired from Cross prior to October 2, 2012.





MARTIN MIDSTREAM PARTNERS L.P.
SEGMENT OPERATING INCOME
(Unaudited)
(Dollars and volumes in thousands, except BBL per day)

Terminalling and Storage Segment

Comparative Results of Operations for the Three Months Ended September 30, 2013 and 2012

 
Three Months Ended September 30,
 
Variance
 
Percent Change
 
2013
 
2012
 
 
 
(In thousands, except BBL per day)
 
 
Revenues:
 
 
 
 
 
 
 
Services
$
30,151

 
$
25,066

 
$
5,085

 
20%
Products
60,054

 
56,779

 
3,275

 
6%
Total revenues
90,205

 
81,845

 
8,360

 
10%
 
 
 
 
 
 
 
 
Cost of products sold
53,215

 
52,697

 
518

 
1%
Operating expenses
19,427

 
14,372

 
5,055

 
35%
Selling, general and administrative expenses
979

 
1,434

 
(455
)
 
(32)%
Depreciation and amortization
8,532

 
5,829

 
2,703

 
46%
 
8,052

 
7,513

 
539

 
7%
Other operating income

 

 

 
 
Operating income
$
8,052

 
$
7,513

 
$
539

 
7%
 
 
 
 
 
 
 
 
Lubricant sales volumes (gallons)
10,638

 
9,475

 
1,163

 
12%
Shore-based throughput volumes (gallons)
65,516

 
54,728

 
10,788

 
20%
Smackover refinery throughput volumes (BBL per day)
6,878

 
7,404

 
(526
)
 
(7)%
Corpus Christi crude terminal (BBL per day)
101,921

 
49,400

 
52,521

 
106%

Comparative Results of Operations for the Nine Months Ended September 30, 2013 and 2012
 
Nine Months Ended September 30,
 
Variance
 
Percent Change
 
2013
 
2012
 
 
 
(In thousands, except BBL per day)
 
 
Revenues:
 
 
 
 
 
 
 
Services
$
88,770

 
$
68,649

 
$
20,121

 
29%
Products
167,550

 
177,570

 
(10,020
)
 
(6)%
Total revenues
256,320

 
246,219

 
10,101

 
4%
 
 
 
 
 
 
 
 
Cost of products sold
148,624

 
161,850

 
(13,226
)
 
(8)%
Operating expenses
54,860

 
42,339

 
12,521

 
30%
Selling, general and administrative expenses
2,422

 
3,898

 
(1,476
)
 
(38)%
Depreciation and amortization
22,925

 
16,028

 
6,897

 
43%
 
27,489

 
22,104

 
5,385

 
24%
Other operating income
168

 
395

 
(227
)
 
(57)%
Operating income
$
27,657

 
$
22,499

 
$
5,158

 
23%
 
 
 
 
 
 
 
 
Lubricant sales volumes (gallons)
29,885

 
29,319

 
566

 
2%
Shore-based throughput volumes (gallons)
207,533

 
165,701

 
41,832

 
25%
Smackover refinery throughput volumes (BBL per day)
6,780

 
5,879

 
901

 
15%
Corpus Christi crude terminal (BBL per day)
105,759

 
40,122

 
65,637

 
164%





MARTIN MIDSTREAM PARTNERS L.P.
SEGMENT OPERATING INCOME
(Unaudited)
(Dollars and volumes in thousands, except BBL per day)


Natural Gas Services Segment

Comparative Results of Operations for the Three Months Ended September 30, 2013 and 2012
 
Three Months Ended September 30,
 
Variance
 
Percent Change
 
2013
 
2012
 
 
 
(In thousands)
 
 
Revenues:
 
 
 
 
 
 
 
Marine transportation
$
630

 
$

 
$
630

 
 
Products
204,296

 
190,738

 
13,558

 
7%
Total revenues
204,926

 
190,738

 
14,188

 
7%
 
 
 
 
 
 
 
 
Cost of products sold
196,719

 
186,080

 
10,639

 
6%
Operating expenses
1,863

 
847

 
1,016

 
120%
Selling, general and administrative expenses
1,156

 
786

 
370

 
47%
Depreciation and amortization
598

 
149

 
449

 
301%
Operating income
$
4,590

 
$
2,876

 
$
1,714

 
60%
 
 
 
 
 
 
 
 
Distributions from unconsolidated entities
$
761

 
$
836

 
$
(75
)
 
(9)%
 
 
 
 
 
 
 
 
NGL sales volumes (Bbls)
3,162

 
3,092

 
70

 
2%


Comparative Results of Operations for the Nine Months Ended September 30, 2013 and 2012

 
Nine Months Ended September 30,
 
Variance
 
Percent Change
 
2013
 
2012
 
 
 
(In thousands)
 
 
Revenues:
 
 
 
 
 
 
 
Marine transportation
$
2,475

 
$

 
$
2,475

 
 
Products
650,605

 
527,666

 
122,939

 
23%
Total revenues
653,080

 
527,666

 
125,414

 
24%
 
 
 
 
 
 
 
 
Cost of products sold
627,748

 
517,083

 
110,665

 
21%
Operating expenses
3,834

 
2,603

 
1,231

 
47%
Selling, general and administrative expenses
2,800

 
2,242

 
558

 
25%
Depreciation and amortization
1,444

 
436

 
1,008

 
231%
Operating income
$
17,254

 
$
5,302

 
$
11,952

 
225%
 
 
 
 
 
 
 
 
Distributions from unconsolidated entities
$
2,722

 
$
3,114

 
$
(392
)
 
(13)%
 
 
 
 
 
 
 
 
NGL sales volumes (Bbls)
9,883

 
7,825

 
2,058

 
26%







MARTIN MIDSTREAM PARTNERS L.P.
SEGMENT OPERATING INCOME
(Unaudited)
(Dollars and volumes in thousands, except BBL per day)

Sulfur Services Segment

Comparative Results of Operations for the Three Months Ended September 30, 2013 and 2012
 
Three Months Ended September 30,
 
Variance
 
Percent Change
 
2013
 
2012
 
 
 
(In thousands)
 
 
Revenues:
 
 
 
 
 
 
 
Services
$
3,001

 
$
2,926

 
$
75

 
3%
Products
39,096

 
57,670

 
(18,574
)
 
(32)%
Total revenues
42,097

 
60,596

 
(18,499
)
 
(31)%
 
 
 
 
 
 
 
 
Cost of products sold
34,085

 
47,362

 
(13,277
)
 
(28)%
Operating expenses
4,166

 
4,357

 
(191
)
 
(4)%
Selling, general and administrative expenses
1,069

 
1,008

 
61

 
6%
Depreciation and amortization
2,024

 
1,750

 
274

 
16%
 
753

 
6,119

 
(5,366
)
 
(88)%
Other operating income

 
(5
)
 
5

 
(100)%
Operating income
$
753

 
$
6,114

 
$
(5,361
)
 
(88)%
 
 
 
 
 
 
 
 
Sulfur (long tons)
211.8

 
200.8

 
11.0

 
5%
Fertilizer (long tons)
44.8

 
61.2

 
(16.4
)
 
(27)%
Total sulfur services volumes (long tons)
256.6

 
262.0

 
(5.4
)
 
(2)%


Comparative Results of Operations for the Nine Months Ended September 30, 2013 and 2012
 
Nine Months Ended September 30,
 
Variance
 
Percent Change
 
2013
 
2012
 
 
 
(In thousands)
 
 
Revenues:
 
 
 
 
 
 
 
Services
$
9,003

 
$
8,777

 
$
226

 
3%
Products
164,375

 
193,464

 
(29,089
)
 
(15)%
Total revenues
173,378

 
202,241

 
(28,863
)
 
(14)%
 
 
 
 
 
 
 
 
Cost of products sold
131,849

 
149,853

 
(18,004
)
 
(12)%
Operating expenses
12,791

 
13,164

 
(373
)
 
(3)%
Selling, general and administrative expenses
3,132

 
2,945

 
187

 
6%
Depreciation and amortization
5,947

 
5,325

 
622

 
12%
 
19,659

 
30,954

 
(11,295
)
 
(36)%
Other operating loss

 
(27
)
 
27

 
(100)%
Operating income
$
19,659

 
$
30,927

 
$
(11,268
)
 
(36)%
 
 
 
 
 
 
 
 
Sulfur (long tons)
614.9

 
781.2

 
(166.3
)
 
(21)%
Fertilizer (long tons)
219.8

 
238.7

 
(18.9
)
 
(8)%
Total sulfur services volumes (long tons)
834.7

 
1,019.9

 
(185.2
)
 
(18)%





MARTIN MIDSTREAM PARTNERS L.P.
SEGMENT OPERATING INCOME
(Unaudited)
(Dollars and volumes in thousands, except BBL per day)

Marine Transportation Segment

Comparative Results of Operations for the Three Months Ended September 30, 2013 and 2012
 
Three Months Ended September 30,
 
Variance
 
Percent Change
 
2013
 
2012
 
 
 
(In thousands)
 
 
Revenues
$
24,751

 
$
22,879

 
$
1,872

 
8%
Operating expenses
19,352

 
18,026

 
1,326

 
7%
Selling, general and administrative expenses
228

 
580

 
(352
)
 
(61)%
Depreciation and amortization
2,544

 
2,564

 
(20
)
 
(1)%
 
2,627

 
1,709

 
918

 
54%
Other operating income

 

 

 
 
Operating income
$
2,627

 
$
1,709

 
$
918

 
54%


Comparative Results of Operations for the Nine Months Ended September 30, 2013 and 2012
 
Nine Months Ended September 30,
 
Variance
 
Percent Change
 
2013
 
2012
 
 
 
(In thousands)
 
 
Revenues
$
75,004

 
$
65,912

 
$
9,092

 
14%
Operating expenses
61,417

 
52,773

 
8,644

 
16%
Selling, general and administrative expenses
1,000

 
1,366

 
(366
)
 
(27)%
Depreciation and amortization
7,628

 
8,526

 
(898
)
 
(11)%
 
4,959

 
3,247

 
1,712

 
53%
Other operating income
628

 

 
628

 
 
Operating income
$
5,587

 
$
3,247

 
$
2,340

 
72%








Non-GAAP Financial Measures

The following table reconciles the non-GAAP financial measurements used by management to our most directly comparable GAAP measures for the three and nine months ended September 30, 2013 and 2012, which represents EBITDA, Adjusted EBITDA and Distributable Cash Flow from continuing operations.

Reconciliation of EBITDA, Adjusted EBITDA, and Distributable Cash Flow
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2013
 
2012
 
2013
 
2012
 
 
 
 
 
 
 
 
Net income
$
192

 
$
72,249

 
$
25,907

 
$
94,744

Less: Income from discontinued operations, net of income taxes

 
(63,603
)
 

 
(67,312
)
Income from continuing operations
192

 
8,646

 
25,907

 
27,432

Adjustments:
 
 
 
 


 
 
Interest expense
11,060

 
6,789

 
31,058

 
23,284

Income tax expense
303

 
541

 
910

 
3,366

Depreciation and amortization
13,698

 
10,292

 
37,944

 
30,315

EBITDA
25,253

 
26,268

 
95,819

 
84,397

Adjustments:
 
 
 
 
 
 
 
Equity in (earnings) loss of unconsolidated entities
577

 
775

 
878

 
(256
)
(Gain) loss on sale of property, plant and equipment

 
4

 
(796
)
 
7

(Gain) loss on equity method investment

 
(486
)
 

 
(486
)
Debt prepayment premium

 

 

 
2,470

Distributions from unconsolidated entities
761

 
836

 
2,722

 
3,114

Mont Belvieu indemnity escrow payment

 

 

 
(375
)
Unit-based compensation
258

 
261

 
737

 
379

Adjusted EBITDA
26,849

 
27,658

 
99,360

 
89,250

Adjustments:
 
 
 
 
 
 
 
Interest expense
(11,060
)
 
(6,789
)
 
(31,058
)
 
(23,284
)
Income tax expense
(303
)
 
(541
)
 
(910
)
 
(3,366
)
Amortization of deferred debt issuance costs
815

 
680

 
2,890

 
2,611

Amortization of debt discount
77

 
77

 
230

 
504

Payments of installment notes payable and capital lease obligations
(91
)
 
(81
)
 
(251
)
 
(256
)
Deferred income taxes

 
135

 

 
402

Payments for plant turnaround costs

 
(175
)
 

 
(2,578
)
Maintenance capital expenditures
(2,973
)
 
(1,325
)
 
(7,473
)
 
(3,603
)
Distributable Cash Flow
$
13,314

 
$
19,639

 
$
62,788

 
$
59,680