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EXHIBIT 99.1

NGL Energy Partners LP Announces Third Quarter Fiscal 2017 Results

Revenue for the third quarter of Fiscal 2017 totaled $3.41 billion, compared to revenue for the third quarter of Fiscal 2016 of $2.69 billion; Operating income for the third quarter of Fiscal 2017 totaled $22.6 million, compared to operating income of $82.6 million during the third quarter of Fiscal 2016
Adjusted EBITDA for the third quarter of Fiscal 2017 was $120.6 million, compared to Adjusted EBITDA of $113.5 million for the third quarter of Fiscal 2016
Distributable Cash Flow for the third quarter of Fiscal 2017 was $85.2 million
Grand Mesa Pipeline became fully operational on November 1, 2016
Growth capital expenditures and other investments totaled approximately $75 million during the third quarter including expenditures on the Grand Mesa Pipeline project and the acquisition of the Port of Point Comfort crude terminal project
Issued $700.0 million of 7.50% Senior Notes due 2023 in October 2016
Announced expected distribution growth of 28% over the next year and distribution growth of 10% per year for the following three years

TULSA, Okla.--(BUSINESS WIRE)--February 7, 2017--NGL Energy Partners LP (NYSE:NGL) (“NGL” or the “Partnership”) today reported operating income for the quarter ended December 31, 2016 of $22.6 million compared to operating income of $82.6 million in the same quarter last year. Operating income in the quarter ended December 31, 2015, included $8.5 million of operating income from our consolidation of TransMontaigne Partners L.P., which was divested in early 2016. Net income for the quarter ended December 31, 2016 was $1.3 million compared to net income of $51.0 million during the same quarter last year. Adjusted EBITDA was $120.6 million for the quarter ended December 31, 2016, a 6.3% year over year increase when compared to Adjusted EBITDA of $113.5 million during the quarter ended December 31, 2015. Distributable Cash Flow was $85.2 million for the quarter ended December 31, 2016, compared to $71.9 million for the quarter ended December 31, 2015.

“We are excited to be in the positive position we are today with the successful completion of our Grand Mesa Pipeline and the growth in cash flows from this project going forward. In addition, in December 2016 we announced the new crude oil pipeline into the Stack shale play, the purchase of the Port Hudson and Kingfisher terminals at an attractive multiple and the favorable resolution of the contract with a DJ basin shipper,” stated Mike Krimbill, CEO of NGL. “We recently announced our final quarter of the temporary distribution reduction and our expectation for 28% growth in distributions next year and double digit growth over the following three years.  We will continue to focus on improving our balance sheet and operating at a target distribution coverage range of 1.3 to 1.5 times over this period.  We are as excited as ever about the opportunities in and around our various business segments and look forward to providing significant value to all of our stakeholders.”

Capitalization and Liquidity

In October 2016, the Partnership issued $700.0 million of 7.50% Senior Notes and received net proceeds from the issuance of $687.9 million. The notes mature on November 1, 2023 and net proceeds were used to reduce the outstanding balance on its revolving credit facility. Total liquidity (cash plus available capacity on our revolving credit facility) was in excess of $900 million as of December 31, 2016.

Total long-term debt outstanding, excluding working capital borrowings, was $2,341.0 million at December 31, 2016 compared to $2,294.3 million at March 31, 2016, an increase of $46.7 million. Management expects long-term debt to decrease as cash flow in excess of distributions is used to fund capital expenditures and repay borrowings, primarily in the fourth quarter of our fiscal year. Working capital borrowings totaled $875.5 million at December 31, 2016 compared to $618.5 million at March 31, 2016, an increase of $257.0 million driven by the increase in commodity prices and inventory volumes during the period. Working capital borrowings, which are fully secured by the Partnership’s net working capital, are subject to a monthly borrowing base determination and are excluded from the Partnership’s debt compliance ratios.






Quarterly Results of Operations

The following table summarizes operating income (loss) by operating segment for the three months ended December 31, 2016 and December 31, 2015 (restated to give effect to correct the recording and re-measuring contingent consideration related to certain acquisitions in its Water Solutions segment) (in thousands):
 
 
 
 
As Restated
 
 
December 31, 2016
 
December 31, 2015
Crude Oil Logistics
 
$
(9,163
)
 
$
804

Water Solutions
 
(11,898
)
 
15,596

Liquids
 
24,765

 
32,921

Retail Propane
 
21,772

 
14,450

Refined Products and Renewables
 
8,209

 
31,702

Corporate and Other
 
(11,128
)
 
(12,919
)
Total operating income
 
$
22,557

 
$
82,554


The tables included in this release reconcile operating income (loss) to Adjusted EBITDA for each of our operating segments.

Crude Oil Logistics

The Partnership’s Crude Oil Logistics segment generated Adjusted EBITDA of $16.6 million during the quarter ended December 31, 2016, compared to Adjusted EBITDA of $10.5 million during the quarter ended December 31, 2015. The Partnership’s Grand Mesa Pipeline project commenced commercial operations on November 1, 2016 and contributed Adjusted EBITDA of approximately $16.6 million during the current quarter. The Partnership currently anticipates year one Adjusted EBITDA related to this project to be approximately $120 million and year two Adjusted EBITDA to be approximately $150 million based on current contracts. The average contract term on the pipeline is approximately nine years and all contracts are fee-based with volume commitments.

The Crude Oil Logistics segment’s current quarter results were impacted by increased competition due to the continued production decline in the majority of the basins across the United States. The Partnership’s quarterly results were also impacted by the flattening of the contango curve for crude oil during the quarter. The Partnership expects cash flows from this business segment to become more stable with the start-up and completion of the Grand Mesa Pipeline and other crude oil pipeline and terminal projects previously announced.

Refined Products and Renewables

The Partnership’s Refined Products and Renewables segment generated Adjusted EBITDA of $29.8 million during the quarter ended December 31, 2016, compared to Adjusted EBITDA of $29.3 million during the quarter ended December 31, 2015. The seasonal impact from motor fuel blending, which is represented in the gasoline price curve, impacts the value of the segment’s gasoline inventory and the corresponding hedges of that inventory, resulting in lower earnings during fiscal third quarter reporting periods. This also represents a period in which the segment builds inventory volumes on its system. The Partnership has hedges in place for its forecasted year-end inventory, the benefit of which it expects to recognize in the fiscal fourth quarter.

Refined product barrels sold during the quarter ended December 31, 2016 totaled approximately 35.4 million barrels, and increased by approximately 9.3 million barrels compared to the same period in the prior year, as a result of the increase in pipeline capacity rights purchased over the previous nine months, an expansion of our refined products operations, and the continued demand for motor fuels in the current low gasoline price environment. Refined product barrels sold are expected to remain at a similar level through the remainder of Fiscal 2017 as motor fuel demand remains strong in the current price environment. Renewable barrels sold during the quarter ended December 31, 2016 were approximately 1.9 million, compared to approximately 1.5 million during the quarter ended December 31, 2015.

Liquids

The Partnership’s Liquids segment generated Adjusted EBITDA of $26.1 million during the quarter ended December 31, 2016, compared to Adjusted EBITDA of $35.4 million during the quarter ended December 31, 2015. Our wholesale propane operations performed significantly better than in the prior year quarter with a rising propane price and increased weather-related propane demand. Our butane business continues to be negatively impacted by lower margins, railcar costs and increased





storage capacity, all of which were forecasted and included in our previously announced guidance. Propane volumes increased by 38.3 million gallons, or 11.0%, during the quarter ended December 31, 2016 when compared to the quarter ended December 31, 2015. Other Liquids volumes increased by 13.7 million gallons, or 6.1%, during the quarter ended December 31, 2016 when compared to the same period in the prior year. Total product margin per gallon was $0.054 for the quarter ended December 31, 2016, compared to $0.085 for the quarter ended December 31, 2015.

Retail Propane

The Partnership’s Retail Propane segment generated Adjusted EBITDA of $32.4 million during the quarter ended December 31, 2016, compared to Adjusted EBITDA of $23.0 million during the quarter ended December 31, 2015. Propane sold during the quarter ended December 31, 2016 increased by approximately 14.1 million gallons, or 33.3%, when compared to the quarter ended December 31, 2015, primarily due to increased weather-related demand and acquisitions made during previous quarters. Distillates sold during the quarter ended December 31, 2016 increased by less than 0.1 million gallons when compared to the quarter ended December 31, 2015. Total product margin per gallon was $0.906 for the quarter ended December 31, 2016, compared to $0.899 for the quarter ended December 31, 2015.

Water Solutions

The Partnership’s Water Solutions segment generated Adjusted EBITDA of $16.9 million during the quarter ended December 31, 2016, compared to Adjusted EBITDA of $21.6 million during the quarter ended December 31, 2015. Water barrels processed during the quarter ended December 31, 2016 were approximately 47.5 million, compared to approximately 55.6 million during the quarter ended December 31, 2015, as our Water Solutions segment continues to be impacted by the reduction in crude oil drilling, completions and production. Despite these headwinds, volumes for the current quarter were approximately 15% higher than those reported in the first quarter of Fiscal 2017 and approximately 3% higher than those reported in the second quarter of Fiscal 2017 as drilling activity has increased in certain basins. We continued to benefit from the increased rig count in the Permian Basin, which has continued to climb subsequent to this quarter end. Revenues from recovered hydrocarbons decreased by $2.0 million to $6.4 million for the quarter ended December 31, 2016, compared to the quarter ended December 31, 2015, mostly related to the lower realized price for the skim oil.

Corporate and Other

The Adjusted EBITDA for Corporate and Other was a loss of $1.2 million during the quarter ended December 31, 2016, compared to a loss of $6.3 million during the quarter ended December 31, 2015. General and administrative expenses for the quarter ended December 31, 2016 benefited from lower compensation expense and the reversal of certain accruals that were ultimately covered by insurance.

Growth capital expenditures totaled approximately $246.2 million for the nine months ended December 31, 2016, including $96 million related to the Grand Mesa Pipeline project. Acquisitions and other investments totaled approximately $212.4 million, resulting in total capital expenditures related to expansion investments of approximately $416 million fiscal year-to-date. In January 2017, we closed on the acquisition of a natural gas liquids terminal and a natural gas liquids and condensate facility for a combined purchase price of approximately $50 million. Our expectation for growth capital expenditures and investments for Fiscal 2017, including the January acquisition, is approximately $475 million as the majority of capital investments were funded in the first half of the fiscal year.

Third Quarter Conference Call Information

A conference call to discuss NGL’s results of operations is scheduled for 11:00 am Eastern Time (10:00 am Central Time) on Tuesday, February 7, 2017. Analysts, investors, and other interested parties may access the conference call by dialing (800) 291-4083 and providing access code 58491899. An archived audio replay of the conference call will be available for 7 days beginning at 2:00 pm Eastern Time (1:00 pm Central Time) on February 7, 2017, which can be accessed by dialing (855) 859-2056 and providing access code 58491899.

Non-GAAP Financial Measures

NGL defines EBITDA as net income (loss) attributable to NGL Energy Partners LP, plus interest expense, income tax expense (benefit), and depreciation and amortization expense. NGL defines Adjusted EBITDA as EBITDA excluding net unrealized gains and losses on derivatives, lower of cost or market adjustments, gains and losses on disposal or impairment of assets, gain on early extinguishment of liabilities, revaluation of investments, equity-based compensation expense, acquisition expense and other. We also include in Adjusted EBITDA certain inventory valuation adjustments related to our Refined Products and





Renewables segment, as discussed below. EBITDA and Adjusted EBITDA should not be considered alternatives to net income, income before income taxes, cash flows from operating activities, or any other measure of financial performance calculated in accordance with GAAP as those items are used to measure operating performance, liquidity or the ability to service debt obligations. NGL believes that EBITDA provides additional information to investors for evaluating NGL’s ability to make quarterly distributions to NGL’s unitholders and is presented solely as a supplemental measure. NGL believes that Adjusted EBITDA provides additional information to investors for evaluating NGL’s financial performance without regard to NGL’s financing methods, capital structure and historical cost basis. Further, EBITDA and Adjusted EBITDA, as NGL defines them, may not be comparable to EBITDA, Adjusted EBITDA, or similarly titled measures used by other entities.

Other than for NGL’s Refined Products and Renewables segment, for purposes of the Adjusted EBITDA calculation, NGL makes a distinction between realized and unrealized gains and losses on derivatives. During the period when a derivative contract is open, NGL records changes in the fair value of the derivative as an unrealized gain or loss. When a derivative contract matures or is settled, NGL reverses the previously recorded unrealized gain or loss and record a realized gain or loss. NGL does not draw such a distinction between realized and unrealized gains and losses on derivatives of NGL’s Refined Products and Renewables segment. The primary hedging strategy of NGL’s Refined Products and Renewables segment is to hedge against the risk of declines in the value of inventory over the course of the contract cycle, and many of the hedges are six months to one year in duration at inception. The “inventory valuation adjustment” row in the reconciliation table reflects the difference between the market value of the inventory of NGL’s Refined Products and Renewables segment at the balance sheet date and its cost. NGL includes this in Adjusted EBITDA because the gains and losses associated with derivative contracts of this segment, which are intended primarily to hedge inventory holding risk, also affect Adjusted EBITDA.

Distributable Cash Flow is defined as Adjusted EBITDA minus maintenance capital expenditures and cash interest expense. Maintenance capital expenditures represent capital expenditures necessary to maintain the Partnership’s operating capacity. Distributable Cash Flow is a performance metric used by senior management to compare cash flows generated by the Partnership (excluding growth capital expenditures and prior to the establishment of any retained cash reserves by the Board of Directors) to the cash distributions expected to be paid to unitholders. Using this metric, management can quickly compute the coverage ratio of estimated cash flows to planned cash distributions. This financial measure also is important to investors as an indicator of whether the Partnership is generating cash flow at a level that can sustain, or support an increase in, quarterly distribution rates. Actual distributions are set by the Board of Directors of NGL’s general partner.

Forward Looking Statements

This press release includes “forward-looking statements.” All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties. While NGL believes such forward-looking statements are reasonable, NGL cannot assure they will prove to be correct. The forward-looking statements involve risks and uncertainties that affect operations, financial performance, and other factors as discussed in filings with the Securities and Exchange Commission. Other factors that could impact any forward-looking statements are those risks described in NGL’s annual report on Form 10-K, quarterly reports on Form 10-Q, and other public filings. You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.” NGL undertakes no obligation to publicly update or revise any forward-looking statements except as required by law.

NGL provides Adjusted EBITDA guidance that does not include certain charges and costs, which in future periods are generally expected to be similar to the kinds of charges and costs excluded from Adjusted EBITDA in prior periods, such as income taxes, interest and other non-operating items, depreciation and amortization, net unrealized gains and losses on derivatives, lower of cost or market adjustments, gains and losses on disposal or impairment of assets, equity-based compensation, acquisition-related expense, revaluation of liabilities and items that are unusual in nature or infrequently occurring. The exclusion of these charges and costs in future periods will have a significant impact on the Partnership’s Adjusted EBITDA and the Partnership is not able to provide a reconciliation of the Partnership’s Adjusted EBITDA guidance to net income (loss) without unreasonable efforts due to the uncertainty and variability of the nature and amount of these future charges and costs and the Partnership believes that such reconciliation, if possible, would imply a degree of precision that would be potentially confusing or misleading to investors.

About NGL Energy Partners LP

NGL Energy Partners LP is a Delaware limited partnership. NGL owns and operates a vertically integrated energy business with five primary businesses: Crude Oil Logistics, Water Solutions, Liquids, Retail Propane and Refined Products and Renewables. NGL completed its initial public offering in May 2011. For further information, visit the Partnership’s website at www.nglenergypartners.com.






On May 31, 2016, the Partnership filed its Annual Report on Form 10-K for the year ended March 31, 2016 with the Securities and Exchange Commission. A copy of our Form 10-K can be found on the Partnership’s website at www.nglenergypartners.com. Unitholders may also request, free of charge, a hard copy of our Form 10-K.

NGL Energy Partners LP
Trey Karlovich, 918-481-1119
Chief Financial Officer and Executive Vice President
Trey.Karlovich@nglep.com






NGL ENERGY PARTNERS LP AND SUBSIDIARIES
Unaudited Condensed Consolidated Balance Sheets
(U.S. Dollars in Thousands, except unit amounts)
 
 
December 31, 2016
 
March 31, 2016
ASSETS
 
 
 
 
CURRENT ASSETS:
 
 
 
 
Cash and cash equivalents
 
$
28,927

 
$
28,176

Accounts receivable-trade, net of allowance for doubtful accounts of $5,578 and $6,928, respectively
 
765,290

 
521,014

Accounts receivable-affiliates
 
20,008

 
15,625

Inventories
 
613,993

 
367,806

Prepaid expenses and other current assets
 
134,485

 
95,859

Total current assets
 
1,562,703

 
1,028,480

PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of $348,136 and $266,491, respectively
 
1,746,925

 
1,649,572

GOODWILL
 
1,462,116

 
1,315,362

INTANGIBLE ASSETS, net of accumulated amortization of $388,517 and $316,878, respectively
 
1,164,749

 
1,148,890

INVESTMENTS IN UNCONSOLIDATED ENTITIES
 
187,514

 
219,550

LOAN RECEIVABLE-AFFILIATE
 
2,700

 
22,262

OTHER NONCURRENT ASSETS
 
251,369

 
176,039

Total assets
 
$
6,378,076

 
$
5,560,155

LIABILITIES AND EQUITY
 
 
 
 
CURRENT LIABILITIES:
 
 
 
 
Accounts payable-trade
 
$
650,886

 
$
420,306

Accounts payable-affiliates
 
22,917

 
7,193

Accrued expenses and other payables
 
196,033

 
214,426

Advance payments received from customers
 
63,509

 
56,185

Current maturities of long-term debt
 
33,501

 
7,907

Total current liabilities
 
966,846

 
706,017

LONG-TERM DEBT, net of debt issuance costs of $24,574 and $15,500, respectively, and current maturities
 
3,216,505

 
2,912,837

OTHER NONCURRENT LIABILITIES
 
186,280

 
247,236

 
 
 
 
 
CLASS A 10.75% CONVERTIBLE PREFERRED UNITS, 19,942,169 and 0 preferred units issued and outstanding, respectively
 
61,170

 

 
 
 
 
 
EQUITY:
 
 
 
 
General partner, representing a 0.1% interest, 109,201 and 104,274 notional units, respectively
 
(50,785
)
 
(50,811
)
Limited partners, representing a 99.9% interest, 109,091,710 and 104,169,573 common units issued and outstanding, respectively
 
1,969,113

 
1,707,326

Accumulated other comprehensive loss
 
(97
)
 
(157
)
Noncontrolling interests
 
29,044

 
37,707

Total equity
 
1,947,275

 
1,694,065

Total liabilities and equity
 
$
6,378,076

 
$
5,560,155







NGL ENERGY PARTNERS LP AND SUBSIDIARIES
Unaudited Condensed Consolidated Statements of Operations
(U.S. Dollars in Thousands, except unit and per unit amounts)
 
 
 
 
As Restated(1)
 
 
 
As Restated(1)
 
 
Three Months Ended December 31,
 
Nine Months Ended December 31,
 
 
2016
 
2015
 
2016
 
2015
REVENUES:
 
 
 
 
 
 
 
 
Crude Oil Logistics
 
$
385,906

 
$
519,425

 
$
1,161,742

 
$
2,854,787

Water Solutions
 
40,359

 
45,438

 
115,845

 
147,225

Liquids
 
470,275

 
353,527

 
909,584

 
861,504

Retail Propane
 
128,654

 
100,145

 
240,131

 
217,798

Refined Products and Renewables
 
2,381,283

 
1,666,471

 
6,746,168

 
5,335,356

Other
 
164

 

 
679

 

Total Revenues
 
3,406,641

 
2,685,006

 
9,174,149

 
9,416,670

COST OF SALES:
 
 
 
 
 
 
 
 
Crude Oil Logistics
 
361,839

 
495,529

 
1,107,587

 
2,770,240

Water Solutions
 
477

 
(3,128
)
 
3,871

 
(8,088
)
Liquids
 
430,946

 
300,766

 
831,221

 
754,157

Retail Propane
 
60,508

 
45,974

 
106,019

 
96,417

Refined Products and Renewables
 
2,374,175

 
1,594,359

 
6,674,194

 
5,149,151

Other
 
77

 

 
300

 

Total Cost of Sales
 
3,228,022

 
2,433,500

 
8,723,192

 
8,761,877

OPERATING COSTS AND EXPENSES:
 
 
 
 
 
 
 
 
Operating
 
76,981

 
104,721

 
225,408

 
307,941

General and administrative
 
18,280

 
23,035

 
88,077

 
114,814

Depreciation and amortization
 
60,767

 
59,180

 
160,276

 
175,772

Loss (gain) on disposal or impairment of assets, net
 
34

 
1,328

 
(203,433
)
 
3,040

Revaluation of liabilities
 

 
(19,312
)
 

 
(46,416
)
Operating Income
 
22,557

 
82,554

 
180,629

 
99,642

OTHER INCOME (EXPENSE):
 
 
 
 
 
 
 
 
Equity in earnings of unconsolidated entities
 
1,279

 
2,858

 
1,726

 
14,008

Revaluation of investments
 

 

 
(14,365
)
 

Interest expense
 
(41,436
)
 
(36,176
)
 
(105,316
)
 
(98,549
)
Gain on early extinguishment of liabilities
 

 

 
30,890

 

Other income, net
 
20,007

 
2,161

 
25,860

 
2,941

Income Before Income Taxes
 
2,407

 
51,397

 
119,424

 
18,042

INCOME TAX (EXPENSE) BENEFIT
 
(1,114
)
 
(402
)
 
(2,036
)
 
1,846

Net Income
 
1,293

 
50,995

 
117,388

 
19,888

LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
 
(317
)
 
(6,838
)
 
(6,091
)
 
(14,685
)
NET INCOME ATTRIBUTABLE TO NGL ENERGY PARTNERS LP
 
976

 
44,157

 
111,297

 
5,203

LESS: DISTRIBUTIONS TO PREFERRED UNITHOLDERS
 
(8,906
)
 

 
(20,958
)
 

LESS: NET INCOME ALLOCATED TO GENERAL PARTNER
 
(22
)
 
(16,239
)
 
(180
)
 
(47,798
)
NET (LOSS) INCOME ALLOCATED TO COMMON UNITHOLDERS
 
$
(7,952
)
 
$
27,918

 
$
90,159

 
$
(42,595
)
BASIC (LOSS) INCOME PER COMMON UNIT
 
$
(0.07
)
 
$
0.27

 
$
0.85

 
$
(0.41
)
DILUTED (LOSS) INCOME PER COMMON UNIT
 
$
(0.07
)
 
$
0.22

 
$
0.82

 
$
(0.41
)
BASIC WEIGHTED AVERAGE COMMON UNITS OUTSTANDING
 
107,966,901

 
105,338,200

 
106,114,668

 
104,808,649

DILUTED WEIGHTED AVERAGE COMMON UNITS OUTSTANDING
 
107,966,901

 
106,194,547

 
109,554,928

 
104,808,649

 
(1)
As reported in our 2016 Annual Report on Form 10-K, we restated our condensed consolidated statements of operations for the three months and nine months ended December 31, 2015 to reduce operating expenses by $21.4 million and $52.9 million, respectively, to correct the recording and re-measuring contingent consideration related to certain acquisitions in its Water Solutions segment.





EBITDA, ADJUSTED EBITDA AND DISTRIBUTABLE CASH FLOW RECONCILIATION
(Unaudited)

The following table reconciles NGL’s net income to NGL’s EBITDA, Adjusted EBITDA and Distributable Cash Flow:
 
 
 
As Restated
 
 
 
As Restated
 
Three Months Ended December 31,
 
Nine Months Ended December 31,
 
2016
 
2015
 
2016
 
2015
 
(in thousands)
Net income
$
1,293

 
$
50,995

 
$
117,388

 
$
19,888

Less: Net income attributable to noncontrolling interests
(317
)
 
(6,838
)
 
(6,091
)
 
(14,685
)
Net income attributable to NGL Energy Partners LP
976

 
44,157

 
111,297

 
5,203

Interest expense
41,486

 
34,740

 
105,283

 
92,908

Income tax expense (benefit)
1,114

 
384

 
2,036

 
(1,900
)
Depreciation and amortization
64,644

 
55,261

 
171,746

 
162,728

EBITDA
108,220

 
134,542

 
390,362

 
258,939

Net unrealized gains on derivatives
(3,957
)
 
(1,748
)
 
(737
)
 
(4,494
)
Inventory valuation adjustment (1)
7,859

 
(16,524
)
 
40,552

 
2,831

Lower of cost or market adjustments
731

 
13,251

 
839

 
7,325

Loss (gain) on disposal or impairment of assets, net
35

 
1,343

 
(203,469
)
 
3,056

Gain on early extinguishment of liabilities

 

 
(30,890
)
 

Revaluation of investments

 

 
14,365

 

Equity-based compensation expense (2)
6,865

 
3,032

 
39,859

 
52,712

Acquisition expense (3)
378

 
239

 
1,539

 
871

Other (4)
472

 
(20,676
)
 
7,381

 
(51,166
)
Adjusted EBITDA
120,603

 
113,459

 
259,801

 
270,074

Cash interest expense
30,233

 
32,722

 
89,102

 
90,217

Maintenance capital expenditures (5)
5,205

 
8,840

 
17,901

 
27,746

Distributable Cash Flow
$
85,165

 
$
71,897

 
$
152,798

 
$
152,111

 
(1)
Amount reflects the difference between the market value of the inventory of NGL’s Refined Products and Renewables segment at the balance sheet date and its cost. See “Non-GAAP Financial Measures” section above for a further discussion.
(2)
Equity-based compensation expense in the table above may differ from equity-based compensation expense reported in the footnotes to our condensed consolidated financial statements included in the Quarterly Report on Form 10-Q. Amounts reported in the table above include expense accruals for bonuses expected to be paid in common units, whereas the amounts reported in the footnotes to our condensed consolidated financial statements only include expenses associated with equity-based awards that have been formally granted.
(3)
During the three months and nine months ended December 31, 2016 and 2015, we incurred expenses related to legal and advisory costs associated with acquisitions.
(4)
The amount for the three months ended December 31, 2016 represents non-cash operating expenses related to our Grand Mesa Pipeline project. The amount for the nine months ended December 31, 2016 represents non-cash operating expenses related to our Grand Mesa Pipeline project and also includes adjustments related to noncontrolling interests. Amounts for the three months and nine months ended December 31, 2015 represent the non-cash valuation adjustment of contingent consideration liabilities, offset by the cash payments, related to royalty agreements acquired as part of acquisitions in our Water Solutions segment.
(5)
Excludes TLP maintenance capital expenditures of $4.3 million and $11.4 million, respectively, during the three months and nine months ended December 31, 2015.






ADJUSTED EBITDA RECONCILIATION BY SEGMENT
 
 
Three Months Ended December 31, 2016
 
 
Crude Oil
Logistics
 
Water
Solutions
 
Liquids
 
Retail
Propane
 
Refined
Products
and
Renewables
 
Corporate
and
Other
 
Consolidated
 
 
(in thousands)
Operating (loss) income
 
$
(9,163
)
 
$
(11,898
)
 
$
24,765

 
$
21,772

 
$
8,209

 
$
(11,128
)
 
$
22,557

Depreciation and amortization
 
16,503

 
27,150

 
4,441

 
11,379

 
404

 
890

 
60,767

Amortization recorded to cost of sales
 
100

 

 
195

 

 
1,458

 

 
1,753

Net unrealized losses (gains) on derivatives
 
732

 
(1,304
)
 
(3,387
)
 
2

 

 

 
(3,957
)
Inventory valuation adjustment
 

 

 

 

 
7,859

 

 
7,859

Lower of cost or market adjustments
 

 

 

 

 
731

 

 
731

Loss (gain) on disposal or impairment of assets, net
 
4,655

 
2,323

 
60

 
(62
)
 
(6,941
)
 
(1
)
 
34

Equity-based compensation expense
 

 

 

 

 

 
6,865

 
6,865

Acquisition expense
 

 

 

 
(2
)
 

 
380

 
378

Other income, net
 
721

 
1,214

 
4

 
19

 
16,220

 
1,829

 
20,007

Adjusted EBITDA attributable to unconsolidated entities
 
2,577

 
54

 

 
(111
)
 
1,867

 

 
4,387

Adjusted EBITDA attributable to noncontrolling interest
 

 
(667
)
 

 
(583
)
 

 

 
(1,250
)
Other
 
472

 

 

 

 

 

 
472

Adjusted EBITDA
 
$
16,597

 
$
16,872

 
$
26,078

 
$
32,414

 
$
29,807

 
$
(1,165
)
 
$
120,603


 
 
As Restated
 
 
Three Months Ended December 31, 2015
 
 
Crude Oil
Logistics
 
Water
Solutions
 
Liquids
 
Retail
Propane
 
Refined
Products
and
Renewables
 
Corporate
and
Other
 
Consolidated
 
 
(in thousands)
Operating income (loss)
 
$
804

 
$
15,596

 
$
32,921

 
$
14,450

 
$
31,702

 
$
(12,919
)
 
$
82,554

Depreciation and amortization
 
10,041

 
23,644

 
3,537

 
9,096

 
11,493

 
1,369

 
59,180

Amortization recorded to cost of sales
 
62

 

 
261

 

 
1,378

 

 
1,701

Net unrealized (gains) losses on derivatives
 
(3,928
)
 
3,732

 
(1,423
)
 
(129
)
 

 

 
(1,748
)
Inventory valuation adjustment
 

 

 

 

 
(16,524
)
 

 
(16,524
)
Lower of cost or market adjustments
 

 

 

 

 
13,251

 

 
13,251

Loss (gain) on disposal or impairment of assets, net
 
1,115

 
213

 
5

 
(4
)
 
(1
)
 

 
1,328

Equity-based compensation expense
 

 

 

 

 
277

 
2,973

 
3,250

Acquisition expense
 

 

 

 

 

 
239

 
239

Other (expense) income, net
 
(672
)
 
569

 
72

 
113

 
61

 
2,018

 
2,161

Adjusted EBITDA attributable to unconsolidated entities
 
3,102

 
(352
)
 

 
(202
)
 
3,547

 

 
6,095

Adjusted EBITDA attributable to noncontrolling interest
 

 
(459
)
 

 
(305
)
 
(15,890
)
 

 
(16,654
)
Other
 

 
(21,374
)
 

 

 

 

 
(21,374
)
Adjusted EBITDA
 
$
10,524

 
$
21,569

 
$
35,373

 
$
23,019

 
$
29,294

 
$
(6,320
)
 
$
113,459






 
 
Nine Months Ended December 31, 2016
 
 
Crude Oil
Logistics
 
Water
Solutions
 
Liquids
 
Retail
Propane
 
Refined
Products
and
Renewables
 
Corporate
and
Other
 
Consolidated
 
 
(in thousands)
Operating (loss) income
 
$
(28,827
)
 
$
63,136

 
$
33,092

 
$
10,553

 
$
169,365

 
$
(66,690
)
 
$
180,629

Depreciation and amortization
 
34,496

 
76,713

 
13,315

 
31,771

 
1,237

 
2,744

 
160,276

Amortization recorded to cost of sales
 
284

 

 
585

 

 
4,229

 

 
5,098

Net unrealized losses (gains) on derivatives
 
951

 
(2,138
)
 
239

 
211

 

 

 
(737
)
Inventory valuation adjustment
 

 

 

 

 
40,552

 

 
40,552

Lower of cost or market adjustments
 

 

 

 

 
839

 

 
839

Loss (gain) on disposal or impairment of assets, net
 
14,617

 
(91,958
)
 
109

 
(96
)
 
(126,101
)
 
(4
)
 
(203,433
)
Equity-based compensation expense
 

 

 

 

 

 
39,859

 
39,859

Acquisition expense
 

 

 

 

 

 
1,539

 
1,539

Other (expense) income, net
 
(589
)
 
1,524

 
67

 
339

 
19,099

 
5,420

 
25,860

Adjusted EBITDA attributable to unconsolidated entities
 
7,651

 
(9
)
 

 
(388
)
 
3,543

 

 
10,797

Adjusted EBITDA attributable to noncontrolling interest
 

 
(2,298
)
 

 
(442
)
 

 

 
(2,740
)
Other
 
1,262

 

 

 

 

 

 
1,262

Adjusted EBITDA
 
$
29,845

 
$
44,970

 
$
47,407

 
$
41,948

 
$
112,763

 
$
(17,132
)
 
$
259,801


 
 
As Restated
 
 
Nine Months Ended December 31, 2015
 
 
Crude Oil
Logistics
 
Water
Solutions
 
Liquids
 
Retail
Propane
 
Refined
Products
and
Renewables
 
Corporate
and
Other
 
Consolidated
 
 
(in thousands)
Operating income (loss)
 
$
12,689

 
$
44,300

 
$
52,820

 
$
11,985

 
$
59,478

 
$
(81,630
)
 
$
99,642

Depreciation and amortization
 
30,096

 
66,906

 
11,286

 
26,711

 
36,820

 
3,953

 
175,772

Amortization recorded to cost of sales
 
187

 

 
783

 

 
4,132

 

 
5,102

Net unrealized (gains) losses on derivatives
 
(3,214
)
 
1,274

 
(2,163
)
 
(391
)
 

 

 
(4,494
)
Inventory valuation adjustment
 

 

 

 

 
2,831

 

 
2,831

Lower of cost or market adjustments
 
(1,211
)
 

 

 

 
8,536

 

 
7,325

Loss (gain) on disposal or impairment of assets, net
 
2,115

 
923

 
(185
)
 
108

 
79

 

 
3,040

Equity-based compensation expense
 

 

 

 

 
862

 
52,529

 
53,391

Acquisition expense
 

 

 

 
7

 

 
864

 
871

Other (expense) income, net
 
(6,432
)
 
1,352

 
279

 
614

 
444

 
6,684

 
2,941

Adjusted EBITDA attributable to unconsolidated entities
 
10,394

 
(611
)
 

 
(387
)
 
13,983

 

 
23,379

Adjusted EBITDA attributable to noncontrolling interest
 

 
(1,392
)
 

 
(279
)
 
(45,110
)
 

 
(46,781
)
Other
 

 
(52,945
)
 

 

 

 

 
(52,945
)
Adjusted EBITDA
 
$
44,624

 
$
59,807

 
$
62,820

 
$
38,368

 
$
82,055

 
$
(17,600
)
 
$
270,074