Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 30, 2016 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,016 | |
Entity Registrant Name | SemGroup Corp | |
Entity Central Index Key | 1,489,136 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Common Class A [Member] | ||
Entity Common Stock, Shares Outstanding | 44,162,390 | |
Class B | ||
Entity Common Stock, Shares Outstanding | 0 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 72,489 | $ 58,096 |
Restricted cash | 0 | 32 |
Accounts receivable (net of allowance of $3,114 and $3,019, respectively) | 288,838 | 326,713 |
Receivable from affiliates | 3,677 | 5,914 |
Inventories | 65,344 | 70,239 |
Other current assets | 18,754 | 19,387 |
Total current assets | 449,102 | 480,381 |
Property, plant and equipment (net of accumulated depreciation of $343,535 and $319,769, respectively) | 1,629,751 | 1,566,821 |
Equity method investments | 503,914 | 551,078 |
Goodwill | 35,008 | 48,032 |
Other intangible assets (net of accumulated amortization of $32,308 and $29,515, respectively) | 159,496 | 162,223 |
Other noncurrent assets | 24,561 | 45,374 |
Total assets | 2,801,832 | 2,853,909 |
Current liabilities: | ||
Accounts payable (including $193,885 and $243,548, respectively, attributable to Rose Rock) | 215,751 | 273,666 |
Payable to affiliates (including $3,402 and $5,033, respectively, attributable to Rose Rock) | 3,407 | 5,033 |
Accrued liabilities (including $20,243 and $22,240, respectively, attributable to Rose Rock) | 85,688 | 85,047 |
Other current liabilities (including $3,436 and $4,246, respectively, attributable to Rose Rock) | 11,880 | 13,281 |
Total current liabilities | 316,726 | 377,027 |
Long-term debt, net (including $756,921 and $732,356, respectively, attributable to Rose Rock) | 1,122,588 | 1,057,816 |
Deferred income taxes | 180,599 | 200,953 |
Other noncurrent liabilities | $ 23,551 | $ 21,757 |
Commitments and contingencies (Note 10) | ||
SemGroup owners’ equity: | ||
Common stock, $0.01 par value (authorized - 100,000 shares; issued - 45,104 and 44,863 shares, respectively) | $ 441 | $ 439 |
Additional paid-in capital | 1,200,744 | 1,217,255 |
Treasury stock, at cost (972 and 931 shares, respectively) | (6,400) | (5,593) |
Accumulated deficit | (53,280) | (38,012) |
Accumulated other comprehensive loss | (62,671) | (58,562) |
Total SemGroup Corporation owners’ equity | 1,078,834 | 1,115,527 |
Noncontrolling interests in consolidated subsidiaries | 79,534 | 80,829 |
Total owners’ equity | 1,158,368 | 1,196,356 |
Total liabilities and owners’ equity | $ 2,801,832 | $ 2,853,909 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Allowance for doubtful accounts | $ 3,114 | $ 3,019 |
Accumulated depreciation | 343,535 | 319,769 |
Accumulated amortization | 32,308 | 29,515 |
Accounts Payable | 215,751 | 273,666 |
Due to Related Parties | 3,407 | 5,033 |
Accrued Liabilities | 85,688 | 85,047 |
Other Liabilities, Current | $ 11,880 | $ 13,281 |
Common stock, $0.01 par value | $ 0.01 | $ 0.01 |
Common stock shares authorized | 100,000 | 100,000 |
Common stock shares issued | 45,104 | 44,863 |
Treasury stock shares | 972 | 931 |
Variable Interest Entity, Primary Beneficiary [Member] | ||
Accounts Payable | $ 193,885 | $ 243,548 |
Due to Related Parties | 3,402 | 5,033 |
Accrued Liabilities | 20,243 | 22,240 |
Other Liabilities, Current | $ 3,436 | $ 4,246 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenues: | ||
Product | $ 236,896 | $ 220,131 |
Service | 64,073 | 61,877 |
Other | 13,882 | 16,302 |
Total revenues | 314,851 | 298,310 |
Expenses: | ||
Costs of products sold, exclusive of depreciation and amortization shown below | 196,947 | 192,072 |
Operating | 50,192 | 53,090 |
General and administrative | 21,060 | 32,310 |
Depreciation and amortization | 24,047 | 23,734 |
Loss on disposal or impairment, net | 13,307 | 1,058 |
Total expenses | 305,553 | 302,264 |
Earnings from equity method investments | 23,071 | 20,559 |
Loss on issuance of common units by equity method investee | (41) | 0 |
Operating income | 32,328 | 16,605 |
Other expenses (income), net: | ||
Interest expense | 18,935 | 14,591 |
Foreign currency transaction loss (gain) | 1,469 | (519) |
Loss (gain) on sale or impairment of equity method investment | 39,764 | (7,894) |
Other income, net | (187) | (91) |
Total other expenses, net | 59,981 | 6,087 |
Income (loss) from continuing operations before income taxes | (27,653) | 10,518 |
Income tax expense (benefit) | (21,407) | 4,742 |
Income (loss) from continuing operations | (6,246) | 5,776 |
Loss from discontinued operations, net of income taxes | (2) | 0 |
Net income (loss) | (6,248) | 5,776 |
Less: net income attributable to noncontrolling interests | 9,020 | 4,310 |
Net income (loss) attributable to SemGroup | (15,268) | 1,466 |
Other comprehensive loss, net of income taxes | (4,109) | (9,060) |
Comprehensive loss | (10,357) | (3,284) |
Less: comprehensive income attributable to noncontrolling interests | 9,020 | 4,310 |
Comprehensive loss attributable to SemGroup | $ (19,377) | $ (7,594) |
Net income (loss) attributable to SemGroup per common share (Note 12): | ||
Basic | $ (0.35) | $ 0.03 |
Diluted | $ (0.35) | $ 0.03 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (6,248) | $ 5,776 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Net unrealized loss (gain) related to derivative instruments | (4,548) | 2,645 |
Depreciation and amortization | 24,047 | 23,734 |
Loss on disposal or impairment, net | 13,307 | 1,058 |
Earnings from equity method investments | (23,071) | (20,559) |
Loss on issuance of common units by equity method investee | 41 | 0 |
Loss (gain) on sale or impairment of equity method investment | 39,764 | (7,894) |
Distributions from equity investments | 25,712 | 25,879 |
Amortization of debt issuance costs | 1,396 | 1,066 |
Deferred tax benefit | (22,642) | (682) |
Non-cash equity compensation | 2,874 | 2,777 |
Provision for uncollectible accounts receivable, net of recoveries | 11 | 383 |
Currency loss (gain) | 1,469 | (519) |
Inventory valuation adjustment | 0 | 1,187 |
Changes in operating assets and liabilities (Note 13) | (4,572) | (16,307) |
Net cash provided by operating activities | 47,540 | 18,544 |
Cash flows from investing activities: | ||
Capital expenditures | (73,520) | (84,327) |
Proceeds from sale of long-lived assets | 40 | 117 |
Contributions to equity method investments | (1,356) | (15,182) |
Proceeds from sale of common units of equity method investee | 0 | 29,012 |
Distributions in excess of equity in earnings of affiliates | 6,074 | 5,201 |
Net cash used in investing activities | (68,762) | (65,179) |
Cash flows from financing activities: | ||
Debt issuance costs | 0 | (601) |
Borrowings on credit facilities and issuance of senior unsecured notes, net of discount | 174,000 | 422,000 |
Principal payments on credit facilities and other obligations | (110,011) | (162,012) |
Rose Rock Midstream, L.P. equity issuance | 0 | 89,119 |
Distributions to noncontrolling interests | (10,833) | (8,953) |
Repurchase of common stock for payment of statutory taxes due on equity-based compensation | (807) | (3,630) |
Dividends paid | (19,887) | (14,846) |
Proceeds from issuance of common stock under employee stock purchase plan | 269 | 313 |
Net cash provided by financing activities | 32,731 | 321,390 |
Effect of exchange rate changes on cash and cash equivalents | 2,884 | 172 |
Change in cash and cash equivalents | 14,393 | 274,927 |
Cash and cash equivalents at beginning of period | 58,096 | 40,598 |
Cash and cash equivalents at end of period | $ 72,489 | $ 315,525 |
Overview
Overview | 3 Months Ended |
Mar. 31, 2016 | |
Overview [Abstract] | |
OVERVIEW | OVERVIEW SemGroup Corporation is a Delaware corporation headquartered in Tulsa, Oklahoma. The terms "we," "our," "us," "SemGroup," "the Company" and similar language used in these notes to the unaudited condensed consolidated financial statements refer to SemGroup Corporation and its subsidiaries. Basis of presentation The accompanying condensed consolidated balance sheet at December 31, 2015 , which is derived from audited financial statements, and the unaudited condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States and the rules and regulations of the Securities and Exchange Commission ("SEC"). These financial statements include all normal and recurring adjustments that, in the opinion of management, are necessary to present fairly the financial position of the Company and the results of its operations and its cash flows. Our condensed consolidated financial statements include the accounts of our controlled subsidiaries. All significant transactions between our consolidated subsidiaries have been eliminated. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts and disclosures in the financial statements. Although management believes these estimates are reasonable, actual results could differ materially from these estimates. The results of operations for the three months ended March 31, 2016 , are not necessarily indicative of the results to be expected for the full year ending December 31, 2016 . Pursuant to the rules and regulations of the SEC, the accompanying condensed consolidated financial statements do not include all of the information and notes normally included with financial statements prepared in accordance with accounting principles generally accepted in the United States. Certain reclassifications have been made to conform previously reported balances to the current presentation. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2015 , which are included in our Annual Report on Form 10-K for the year ended December 31, 2015 , filed with the SEC. Our significant accounting policies are consistent with those described in our Annual Report on Form 10-K for the year ended December 31, 2015 . Recent accounting pronouncements In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting'', which simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. For public entities, this ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those years and early adoption is permitted. We will adopt this guidance in the first quarter of 2017. The impact is not expected to be material. In February 2016, the FASB issued ASU 2016-02, "Leases (Topic 842)", which amends the existing lease guidance to require lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by operating and finance leases and to disclose additional quantitative and qualitative information about leasing arrangements. This ASU also provides clarifications surrounding the presentation of the effects of leases in the income statement and statement of cash flows. For public entities, this ASU will be effective for annual periods beginning after December 15, 2018, and interim periods within those years. The new guidance shall be applied using a modified retrospective approach and early adoption is permitted. We are currently evaluating the impact of the adoption of ASU 2016-02 on our consolidated financial statements. We will adopt this guidance in the first quarter of 2019. In November 2015, the FASB issued ASU 2015-17, "Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes", which requires all deferred tax assets and liabilities to be classified as noncurrent in the statement of financial position. For public entities, this ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those years. The new guidance may be applied prospectively or retrospectively and early adoption is permitted. We have not determined which method we will apply when we adopt the standard. We will adopt this guidance in the first quarter of 2017. The impact is not expected to be material. In July 2015, the FASB issued ASU 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory", which requires that inventory within the scope of the guidance be measured at the lower of cost and net realizable value rather than the lower of cost or market. The standard will be effective for public business entities for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The new guidance shall be applied prospectively and early adoption is permitted. We will adopt this guidance in the first quarter of 2017. The impact is not expected to be material. In April 2015, the FASB issued ASU 2015-03, “Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs”, which is designed to simplify presentation of debt issuance costs. The standard requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU 2015-15, “Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements - Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting,” which amended the SEC paragraphs of ASC Subtopic 835-30 to include the language from the SEC Staff Announcement indicating that the SEC would not object to presenting deferred debt issuance costs related to line-of-credit agreements as assets and subsequently amortizing the deferred debt issuance costs ratably over the term of the agreement. The standards are effective for U.S. public companies for annual reporting periods beginning after December 15, 2015. Early adoption is permitted. The new guidance has been applied on a retrospective basis for all periods presented. We adopted this guidance in the first quarter of 2016. The impact was not material. For presentation purposes, $16.8 million of debt issuance costs which had previously been reported as other noncurrent assets were reclassified as a reduction of long-term debt on the December 31, 2015 balance sheet. Capitalized loan fees related to our revolving credit facilities continue to be presented as other noncurrent assets. In February 2015, the FASB issued ASU 2015-02, “Consolidation (Topic 810): Amendments to the Consolidation Analysis,” which adds requirements that limited partnerships must meet to qualify as voting interest entities and modifies the evaluation of whether limited partnerships are variable interest entities or voting interest entities. It also eliminates the presumption that a general partner should consolidate a limited partnership. This guidance is effective for public companies for fiscal years beginning after December 15, 2015. We adopted this guidance in the first quarter of 2016. The impact was not material. In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers," which supersedes nearly all existing revenue recognition guidance under accounting principles generally accepted in the United States ("U.S. GAAP"). The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP. The standard permits using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). In August 2015, the FASB issued ASU 2015-14 which deferred the effective date of ASU 2014-09 by one year. In March 2016, the FASB issued ASU 2016-08 which amended the principal-versus-agent implementation guidance set forth in ASU 2014-09. Among other things, ASU 2016-08 clarifies that an entity should evaluate whether it is the principal or the agent for each specified good or service promised in a contract with a customer. In April 2016, the FASB issued ASU 2016-10 which amended certain aspects of the guidance related to identifying performance obligations and licensing implementation within ASU 2014-09. We are currently evaluating the impact of our pending adoption of ASU 2014-09 on our consolidated financial statements and have not yet determined the method by which we will adopt the standard. We will adopt this guidance in the first quarter of 2018. |
Rose Rock Midstream, L.P.
Rose Rock Midstream, L.P. | 3 Months Ended |
Mar. 31, 2016 | |
Investments in and Advances to Affiliates [Line Items] | |
ROSE ROCK MIDSTREAM, L.P. | ROSE ROCK MIDSTREAM, L.P. We control the operations of our consolidated subsidiary, Rose Rock Midstream, L.P. (NYSE: RRMS) ("Rose Rock"), through our ownership of the general partner interest. As of March 31, 2016 , we own the 2% general partner interest and a 55.1% limited partner interest. Subsequent to the adoption of ASU 2015-02, Rose Rock is considered to be a variable interest entity due to the limited partners' lack of substantive kick-out rights or substantive participating rights. We will continue to consolidate Rose Rock as we are the primary beneficiary due to our general partner interest, majority limited partner interest and incentive distribution rights. Rose Rock's assets are pledged as collateral under its senior secured revolving credit facility agreement. The credit agreement restricts Rose Rock’s ability to make certain types of payments relating to its units, including the declaration or payment of cash distributions; provided that Rose Rock may make quarterly distributions of available cash so long as no default under the agreement then exists or would result therefrom. The agreement is guaranteed by all of Rose Rock’s material domestic subsidiaries and secured by a lien on substantially all of the property and assets of Rose Rock and the guarantors, subject to customary exceptions. Rose Rock's creditors have no recourse to the credit of SemGroup. As the general partner of Rose Rock, SemGroup may provide support for Rose Rock to maintain its expected quarterly distributions while maintaining its target distribution coverage ratio. However, SemGroup is not contractually obligated to do so. Cash distributions We receive distributions from Rose Rock on our common units, our 2% general partner interest and incentive distribution rights. Rose Rock intends to pay a minimum quarterly distribution of $0.3625 per unit, to the extent it has sufficient available cash, as defined in Rose Rock’s partnership agreement. The following table shows the cash distributions paid or declared during 2016 and 2015 (in thousands, except for per unit amounts): Distribution Per Unit Distributions Paid/To Be Paid Quarter Ended SemGroup Noncontrolling Interest Common Units Total Distributions General Partner Incentive Distributions Common Units Subordinated Units December 31, 2014 $ 0.6200 $ 485 $ 3,487 $ 6,551 $ 5,202 $ 8,544 $ 24,269 March 31, 2015 $ 0.6350 $ 568 $ 4,450 $ 13,148 $ — $ 10,213 $ 28,379 June 30, 2015 $ 0.6500 $ 590 $ 4,979 $ 13,458 $ — $ 10,456 $ 29,483 September 30, 2015 $ 0.6600 $ 604 $ 5,333 $ 13,665 $ — $ 10,619 $ 30,221 December 31, 2015 $ 0.6600 $ 604 $ 5,333 $ 13,665 $ — $ 10,622 $ 30,224 March 31, 2016 $ 0.6600 * $ 605 $ 5,338 $ 13,665 $ — $ 10,643 $ 30,251 *Expected distributions related to the quarter ended March 31, 2016 , which will be paid on May 13, 2016 to unitholders of record as of May 3, 2016 . Summarized financial information Certain summarized balance sheet information of Rose Rock is shown below (in thousands): (Unaudited) March 31, December 31, Cash $ 10,672 $ 9,059 Other current assets 279,802 310,555 Property, plant and equipment, net 443,415 441,596 Equity method investments 433,572 438,291 Goodwill 26,628 26,628 Other noncurrent assets, net 18,748 19,461 Total assets $ 1,212,837 $ 1,245,590 Current liabilities $ 229,164 $ 283,029 Long-term debt 756,921 732,356 Partners’ capital attributable to SemGroup 147,218 149,376 Partners’ capital attributable to noncontrolling interests 79,534 80,829 Total liabilities and partners' capital $ 1,212,837 $ 1,245,590 Certain summarized income statement information of Rose Rock for the three months ended March 31, 2016 and 2015 is shown below (in thousands): Three Months Ended March 31, 2016 2015 Revenue $ 203,951 $ 134,693 Cost of products sold $ 151,391 $ 96,237 Operating, general and administrative expenses $ 26,601 $ 26,571 Depreciation and amortization expense $ 7,893 $ 10,143 Earnings from equity method investments $ 20,839 $ 20,864 Net income $ 26,468 $ 14,600 |
Equity Method Investments
Equity Method Investments | 3 Months Ended |
Mar. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
EQUITY METHOD INVESTMENTS | EQUITY METHOD INVESTMENTS Our equity method investments consisted of the following (in thousands): March 31, 2016 December 31, 2015 White Cliffs Pipeline, L.L.C. $ 293,811 $ 297,109 NGL Energy Partners LP 70,342 112,787 Glass Mountain Pipeline, LLC 139,761 141,182 Total equity method investments $ 503,914 $ 551,078 Our earnings from equity method investments consisted of the following (in thousands): Three Months Ended March 31, 2016 2015 White Cliffs Pipeline, L.L.C. $ 19,780 $ 19,090 NGL Energy Partners LP* 2,232 (305 ) Glass Mountain Pipeline, LLC 1,059 1,774 Total earnings from equity method investments $ 23,071 $ 20,559 * Excluding loss on issuance of common units of $41.0 thousand for the three months ended March 31, 2016 . Additionally, gains and losses on the disposal or impairment of equity investments are not reported within "earnings from equity method investments" in the condensed consolidated statements of operations and comprehensive income (loss). Cash distributions received from equity method investments consisted of the following (in thousands): Three Months Ended March 31, 2016 2015 White Cliffs Pipeline, L.L.C. $ 24,098 $ 24,154 NGL Energy Partners LP 4,873 5,015 Glass Mountain Pipeline, LLC 2,815 1,911 Total cash distributions received from equity method investments $ 31,786 $ 31,080 White Cliffs Pipeline, L.L.C. Certain unaudited summarized income statement information of White Cliffs Pipeline, L.L.C. ("White Cliffs") for the three months ended March 31, 2016 and 2015 is shown below (in thousands): Three Months Ended March 31, 2016 2015 Revenue $ 58,056 $ 54,614 Operating, general and administrative expenses $ 9,852 $ 8,353 Depreciation and amortization expense $ 8,963 $ 8,538 Net income $ 39,247 $ 37,723 The equity in earnings of White Cliffs for the three months ended March 31, 2016 and 2015 is less than 51% of the net income of White Cliffs for the same periods. This is due to certain general and administrative expenses we incur in managing the operations of White Cliffs that the other owners are not obligated to share. Such expenses are recorded by White Cliffs and are allocated to our ownership interest. White Cliffs recorded $0.5 million and $0.3 million of such general and administrative expense for the three months ended March 31, 2016 and 2015 , respectively. The members of White Cliffs are required to contribute capital to White Cliffs to fund various projects. For the three months ended March 31, 2016 , we contributed $0.5 million for an expansion project adding approximately 65,000 barrels per day of capacity. Remaining contributions related to the expansion project will be paid in 2016 and are expected to total $1.7 million . The project is expected to be completed during the first half of 2016. NGL Energy Partners LP At March 31, 2016 , we owned 4,652,568 common units representing limited partner interests in NGL Energy Partners LP (NYSE: NGL) ("NGL Energy"), which represents approximately 4.4% of the total 105,383,639 limited partner units of NGL Energy outstanding at December 31, 2015, and an 11.78% interest in the general partner of NGL Energy. At March 31, 2016 , the fair market value of our 4,652,568 common unit investment in NGL Energy was $35.0 million , based on a March 31, 2016 closing price of $7.52 per common unit. This does not reflect our 11.78% interest in the general partner of NGL Energy. The fair value of our limited partner investment in NGL Energy is categorized as a Level 1 measurement, as it is based on quoted market prices. See Note 4 for discussion of the other-than-temporary impairment of our common unit investment in NGL Energy. Our policy is to record our equity in earnings of NGL Energy on a one-quarter lag, as we do not expect information on the earnings of NGL Energy to always be available in time to consistently record the earnings in the quarter in which they are generated. Accordingly, the equity in earnings from NGL Energy, which is reflected in our condensed consolidated statements of operations and comprehensive income (loss) for the three months ended March 31, 2016 and 2015 , relates to the earnings of NGL Energy for the three months ended December 31, 2015 and 2014, respectively. During the three months ended December 31, 2015, NGL issued common units which diluted our limited partnership interest. As we record activity on a one-quarter lag, we recognized a non-cash loss of $41.0 thousand associated with these issuances for the three months ended March 31, 2016 . During the three months ended March 31, 2015 , we sold 999,533 of our NGL Energy common units for $29.0 million , net of related costs of $0.4 million . We recorded a net gain related to these sales of $7.9 million in our condensed consolidated statement of operations and comprehensive income (loss) for the three months ended March 31, 2015 . On April 27, 2016, we sold all of our NGL Energy limited partner units for $13.00 per unit. We expect to record a gain of approximately $9.1 million in the second quarter related to this transaction. Certain unaudited summarized income statement information of NGL Energy for the three months ended December 31, 2015 and 2014 is shown below (in thousands): Three Months Ended December 31, 2015 2014 Revenue $ 2,685,006 $ 4,552,146 Cost of sales $ 2,433,500 $ 4,311,668 Operating, general and administrative expenses $ 131,146 $ 172,064 Depreciation and amortization expense $ 59,180 $ 50,335 Net income (loss) $ 29,621 $ (5,269 ) Glass Mountain Pipeline, LLC We own a 50% interest in Glass Mountain Pipeline, LLC ("Glass Mountain"), which we account for under the equity method. The excess of the recorded amount of our investment over the book value of our share of the underlying net assets represents equity method goodwill and capitalized interest at March 31, 2016 . Capitalized interest is amortized as a reduction of earnings from equity method investments. Certain unaudited summarized income statement information of Glass Mountain for the three months ended March 31, 2016 and 2015 is shown below (in thousands): Three Months Ended March 31, 2016 2015 Revenue $ 8,572 $ 11,121 Cost of sales $ 565 $ 1,982 Operating, general and administrative expenses $ 1,845 $ 1,438 Depreciation and amortization expense $ 3,936 $ 4,044 Net income $ 2,225 $ 3,655 The equity in earnings of Glass Mountain for the three months ended March 31, 2016 reported in our condensed consolidated statement of operations and comprehensive income (loss) is less than 50% of the net income of Glass Mountain for the same period due to amortization of capitalized interest for the period. For the three months ended March 31, 2016 , we contributed $0.3 million to Glass Mountain related to capital projects. |
Impairments
Impairments | 3 Months Ended |
Mar. 31, 2016 | |
Asset Impairment Charges [Text Block] | IMPAIRMENTS SemGas goodwill impairment In March 2016, our SemGas segment revised the volume forecast for its northern Oklahoma system based on revised volume forecasts provided by certain producers who have been impacted by the Oklahoma Corporation Commission's Regional Earthquake Response Plan (the "OCC Plan"). The OCC Plan curtails the amount of volume that can be injected into disposal wells which reduces producers' ability to develop new wells. Based on the reduction to our forecast, we tested our SemGas segment's long-lived assets, finite-lived intangible and goodwill for impairment at March 31, 2016. No impairment was indicated for SemGas' long-lived assets and finite-lived intangible assets based on an undiscounted cash flow analysis. However, we did record an impairment of SemGas' goodwill for the entire balance of $13.1 million . To test the goodwill for impairment, we used an income approach, supplemented by a market approach to calculate the fair value of the reporting unit. Under the income approach, we utilized a discounted cash flow model to determine the fair value of our SemGas operations. Significant judgments and assumptions included the discount rate, anticipated revenue and volume growth rates, estimated operating expenses and capital expenditures, which were based on our operating and capital budgets as well as our strategic plans. A significant underlying assumption is that commodity prices will eventually improve, water injection issues will be resolved and production volumes will begin to increase. If production does not increase in the future or the production takes longer than anticipated to return, this would negatively affect our key assumptions and potentially lead to finite-lived intangible and long-lived asset impairments in the future. We considered the market approach by comparing the revenue and earnings multiples implied by our income approach to those of comparable companies for reasonableness. Other-than-temporary impairment of equity method investment in NGL Energy During the fourth quarter of 2015, the market price of NGL Energy common units fell below our carrying value per unit and remained below our carrying value as of March 31, 2016. At December 31, 2015, in accordance with ASC 320-10-S99 “Investments - Debt and Equity Securities” we assessed whether such decline in value was other than temporary. During this initial assessment, the decrease in value was determined not to be other-than-temporary. The evidence management considered in such assessment included the nature and volatility of such decline, as well as the latest public financial guidance, condition, and results of NGL Energy. Subsequently, we continued to monitor events and developments and, based on NGL Energy's April 21, 2016 announcement of a reduction in its quarterly distribution and lowering of financial performance guidance for the most recent quarter, we concluded that the decline in the value of our investment is other-than-temporary as of March 31, 2016. As such, we recorded an impairment of $39.8 million to our investment in the limited partner units of NGL Energy for the three months ended March 31, 2016 . The value of our limited partner investment in NGL Energy was written-down to the market price of $11.04 on December 31, 2015, which is the date through which we have recorded our equity in earnings as discussed in Note 3. See Note 3 for discussion of the sale of our NGL Energy limited partner units on April 27, 2016. Our investment in the general partner of NGL Energy is not considered to be impaired at March 31, 2016. There is no readily available market price for our general partner investment as these units are not publicly traded. Based on the relatively low book value of our general partner investment, the value of incentive distribution rights and comparable general partner transactions, we do not believe our investment in the general partner of NGL Energy is impaired. |
Segments
Segments | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
SEGMENTS | SEGMENTS Our businesses are organized based on the nature and location of the services they provide. Certain summarized information related to our reportable segments is shown in the tables below. None of the operating segments have been aggregated. Our equity investment in NGL Energy is included within the SemStream segment. Although Corporate and Other does not represent an operating segment, it is included in the tables below to reconcile segment information to that of the consolidated Company. Eliminations of transactions between segments are also included within Corporate and Other in the tables below. During the year ended December 31, 2015, management made the decision to disaggregate certain activities and functions within the domestic crude oil business to provide additional granularity, both internally and externally, to our operating results. As such, the prior period results of the former Crude segment have been recast to reflect the resulting reportable segments: Crude Transportation, Crude Facilities and Crude Supply and Logistics. Certain amounts formerly included in the Crude segment have been included in Corporate and Other in the current presentation. No other segments were impacted. Additionally, current year activity includes intersegment revenues generated by our Crude Transportation and Crude Facilities segments for services provided to our Crude Supply and Logistics segment. With the exception of intersegment trucking revenues of our Crude Transportation segment, these intersegment charges did not exist in the prior year. The accounting policies of each segment are the same as the accounting policies of the consolidated Company. Transactions between segments are generally recorded based on prices negotiated between the segments. Certain general and administrative and interest expenses incurred at the corporate level were allocated to the segments based on our allocation policies in effect at the time. Our results by segment are presented in the tables below (in thousands): Three Months Ended March 31, 2016 2015 Revenues: Crude Transportation External $ 17,196 $ 20,327 Intersegment 7,213 3,721 Crude Facilities External 10,133 11,405 Intersegment 2,746 — Crude Supply and Logistics External 176,622 102,961 SemGas External 43,520 60,276 Intersegment 2,746 5,981 SemCAMS External 30,866 29,724 SemLogistics External 6,380 5,152 SemMexico External 30,134 61,490 Corporate and Other External — 6,975 Intersegment (12,705 ) (9,702 ) Total Revenues $ 314,851 $ 298,310 Three Months Ended March 31, 2016 2015 Earnings from equity method investments: Crude Transportation $ 20,839 $ 20,864 SemStream (1) 2,191 (305 ) Total earnings from equity method investments $ 23,030 $ 20,559 (1) SemStream earnings from equity method investments includes gain (loss) on issuance of common units by equity method investee. Gains and losses on the disposal or impairment of equity investments are not reported within "earnings from equity method investments" in the condensed consolidated statements of operations and comprehensive income (loss). Three Months Ended March 31, 2016 2015 Depreciation and amortization: Crude Transportation $ 5,859 $ 8,618 Crude Facilities 1,884 1,369 Crude Supply and Logistics 40 39 SemGas 8,922 7,138 SemCAMS 3,951 3,066 SemLogistics 1,960 2,040 SemMexico 941 1,053 Corporate and Other 490 411 Total depreciation and amortization $ 24,047 $ 23,734 Three Months Ended March 31, 2016 2015 Income tax expense (benefit): SemCAMS $ 965 $ 551 SemLogistics 59 (369 ) SemMexico 607 990 Corporate and other (23,038 ) 3,570 Total income tax expense (benefit) $ (21,407 ) $ 4,742 Three Months Ended March 31, 2016 2015 Segment profit (1) : Crude Transportation $ 25,418 $ 24,524 Crude Facilities 9,587 8,402 Crude Supply and Logistics 9,093 5,181 SemGas (992 ) 14,880 SemCAMS 9,904 7,885 SemStream 2,181 (308 ) SemLogistics 2,659 861 SemMexico 2,318 5,123 Corporate and Other (8,341 ) (23,564 ) Total segment profit $ 51,827 $ 42,984 (1) Segment profit represents revenues excluding unrealized gains (losses) related to derivative instruments plus earnings from equity method investments less cost of sales excluding depreciation and amortization and less operating and general and administrative expenses. Three Months Ended March 31, 2016 2015 Reconciliation of segment profit to net income: Total segment profit $ 51,827 $ 42,984 Less: Net unrealized loss (gain) related to derivative instruments (4,548 ) 2,645 Depreciation and amortization 24,047 23,734 Interest expense 18,935 14,591 Foreign currency transaction gain (loss) 1,469 (519 ) Loss (gain) on sale or impairment of equity method investment 39,764 (7,894 ) Other income, net (187 ) (91 ) Income tax expense (21,407 ) 4,742 Loss from discontinued operations, net of taxes 2 — Net income $ (6,248 ) $ 5,776 March 31, December 31, Total assets (excluding intersegment receivables): Crude Transportation $ 900,365 $ 877,017 Crude Facilities 152,361 155,186 Crude Supply and Logistics 297,163 328,419 SemGas 700,881 719,789 SemCAMS 372,467 331,749 SemLogistics 153,939 155,794 SemMexico 86,453 89,608 SemStream 70,342 112,787 Corporate and Other 67,861 83,560 Total $ 2,801,832 $ 2,853,909 March 31, December 31, Equity investments: Crude Transportation $ 433,572 $ 438,291 SemStream 70,342 112,787 Total equity investments $ 503,914 $ 551,078 |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES Inventories consist of the following (in thousands): March 31, December 31, Crude oil $ 57,075 $ 59,121 Asphalt and other 8,269 11,118 Total inventories $ 65,344 $ 70,239 At March 31, 2015 , our Crude Supply and Logistics segment recorded non-cash charges of $1.2 million to write-down crude oil inventory to the lower of cost or market. A lower of cost or market adjustment was not necessary at March 31, 2016 . |
Financial Instruments
Financial Instruments | 3 Months Ended |
Mar. 31, 2016 | |
Financial Instruments And Fair Value Disclosures [Abstract] | |
FINANCIAL INSTRUMENTS | FINANCIAL INSTRUMENTS Fair value of financial instruments We record certain financial assets and liabilities at fair value at each balance sheet date. The tables below summarize the balances of commodity derivative assets and liabilities at March 31, 2016 and December 31, 2015 (in thousands): March 31, 2016 December 31, 2015 Derivatives subject to netting arrangements: Level 1 Netting* Total Level 1 Netting* Total Commodity derivatives: Assets $ 6,041 $ (1,832 ) $ 4,209 $ 131 $ (131 ) $ — Liabilities $ 1,832 $ (1,832 ) $ — $ 470 $ (131 ) $ 339 *Relates primarily to exchange traded futures. Gain and loss positions on multiple contracts are settled net on a daily basis with the exchange. "Level 1" measurements are based on inputs consisting of unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. These include commodity futures contracts that are traded on an exchange. "Level 2" measurements are based on inputs consisting of market observable and corroborated prices for similar derivative contracts. Assets and liabilities classified as Level 2 include over the counter ("OTC") traded physical fixed priced purchases and sales forward contracts. "Level 3" measurements are based on inputs from a pricing service and/or internal valuation models incorporating observable and unobservable market data. These include commodity derivatives, such as forwards and swaps for which there is not a highly liquid market and therefore are not included in Level 2 above. Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the measurement requires judgment and may affect the valuation of assets and liabilities and their placement within the fair value levels. At March 31, 2016 , all of our physical fixed price forward purchases and sales contracts were being accounted for as normal purchases and normal sales. There were no financial assets or liabilities recorded at fair value which were classified as Level 2 or Level 3 during the three months ended March 31, 2016 and 2015 . As such, no rollforward of Level 3 activity has been presented. Commodity derivative contracts Our consolidated results of operations and cash flows are impacted by changes in market prices for petroleum products. This exposure to commodity price risk is managed, in part, by entering into various commodity derivatives. We seek to manage the price risk associated with our marketing operations by limiting our net open positions through (i) the concurrent purchase and sale of like quantities of petroleum products to create back-to-back transactions that are intended to lock in positive margins based on the timing, location or quality of the petroleum products purchased and delivered or (ii) derivative contracts. Our storage and transportation assets can also be used to mitigate location and time basis risk. All marketing activities are subject to our Comprehensive Risk Management Policy, which establishes limits in order to manage risk and mitigate financial exposure. Our commodity derivatives can be comprised of swaps, futures contracts and forward contracts of crude oil, natural gas and natural gas liquids. These are defined as follows: Swaps – OTC transactions where a floating price, basis or index is exchanged for a fixed (or a different floating) price, basis or index at a preset schedule in the future, according to an agreed-upon formula. Futures contracts – Exchange traded contracts to buy or sell a commodity. These contracts are standardized by the exchange in terms of quality, quantity, delivery period and location for each commodity. Forward contracts – OTC contracts to buy or sell a commodity at an agreed upon future date. The buyer and seller agree on specific terms (price, quantity, delivery period and location) and conditions at the inception of the contract. The following table sets forth the notional quantities for commodity derivative instruments entered into (in thousands of barrels): Three Months Ended March 31, 2016 2015 Sales 10,420 5,731 Purchases 10,510 5,905 We have not designated any of our commodity derivative instruments as accounting hedges. We have recorded the fair value of our commodity derivative instruments on our condensed consolidated balance sheets in other current assets and other current liabilities in the following amounts (in thousands): March 31, 2016 December 31, 2015 Assets Liabilities Assets Liabilities Commodity contracts $ 4,209 $ — $ — $ 339 We have posted margin deposits as collateral with brokers who have the right of set off associated with these funds. Our margin accounts were in a net liability position as of March 31, 2016 of $1.0 million . At December 31, 2015 , our margin deposit balance was an asset of $2.9 million . These margin account balances have not been offset against our net commodity derivative instrument (contract) positions. Had these margin deposits been netted against our net commodity derivative instrument (contract) positions as of March 31, 2016 and December 31, 2015 , we would have had net asset positions of $3.2 million and $2.6 million , respectively. Realized and unrealized gains (losses) from our commodity derivatives were recorded to product revenue in the following amounts (in thousands): Three Months Ended March 31, 2016 2015 Commodity contracts $ 3,354 $ (66 ) Concentrations of risk During the three months ended March 31, 2016 , one customer of our Crude Supply and Logistics segment accounted for more than 10% of our consolidated revenues at approximately 35% . We purchased approximately $27.9 million of product from one third-party supplier of our Crude Supply and Logistics segment, which represented approximately 14% of our costs of products sold. At March 31, 2016 , one third-party customer, primarily of our Crude Supply and Logistics segment, accounted for approximately 34% of our consolidated accounts receivable. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The effective tax rate was 77% and 45% for the three months ended March 31, 2016 and 2015, respectively. Significant items that impacted the effective tax rate for each period, as compared to the U.S. federal statutory rate of 35% , include earnings in foreign jurisdictions taxed at lower rates and a non-controlling interest in Rose Rock for which taxes are not provided. Further, the foreign earnings are taxed in foreign jurisdictions as well as in the U.S., since they are disregarded entities for U.S. federal income tax purposes. These combined factors, and the magnitude of the permanent items impacting the tax rate relative to income from continuing operations before income taxes result in rates that are not comparable between the periods. We have a valuation allowance on a small portion of our state net operating loss carryovers with shorter carryover periods and our foreign tax credit carryover. We have not released the valuation allowance on the foreign tax credits due to the foreign tax credit limitation and the relative subjectivity of forecasts of the relational magnitude of U.S. and foreign taxable income in future periods, as well as the shorter carryover period available for the credits. Deferred tax assets are reduced by a valuation allowance when a determination is made that it is more likely than not that some, or all, of the deferred tax assets will not be realized based on the weight of all available evidence. Evidence which is objectively verifiable carries a higher weight in the analysis. The ultimate realization of deferred tax assets is dependent upon the existence of sufficient taxable income of the appropriate character within the carryback and carryforward period available under the tax law. Sources of taxable income include future reversals of existing taxable temporary differences, future earnings and available tax planning strategies. We have analyzed filing positions in all of the federal, state and foreign jurisdictions where we are required to file income tax returns and determined that no accruals related to uncertainty in tax positions are required. All income tax years of the Company ending after the emergence from bankruptcy remain open for examination in U.S. jurisdictions under general operation of the statute of limitations, including special provisions with regard to net operating loss carryovers. In foreign jurisdictions, all tax periods prior to the emergence from bankruptcy are closed. The statute of limitations has not been waived with respect to any foreign jurisdictions post emergence and tax periods are open for examination in accordance with the general statutes of each foreign jurisdiction. Currently, there are no examinations in progress for our federal, state or foreign jurisdictions. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | LONG-TERM DEBT Our long-term debt consisted of the following (in thousands): March 31, December 31, SemGroup 7.50% senior unsecured notes due 2021 $ 300,000 $ 300,000 Unamortized debt issuance costs on SemGroup notes (4,333 ) (4,540 ) SemGroup 7.50% senior unsecured notes due 2021, net 295,667 295,460 Rose Rock 5.625% senior unsecured notes due 2022 400,000 400,000 Unamortized debt issuance costs on Rose Rock 2022 notes (6,709 ) (6,975 ) Rose Rock 5.625% senior unsecured notes due 2022, net 393,291 393,025 Rose Rock 5.625% senior unsecured notes due 2023 350,000 350,000 Unamortized discount on Rose Rock 2023 notes (5,317 ) (5,455 ) Unamortized debt issuance costs on Rose Rock 2023 notes (5,098 ) (5,266 ) Rose Rock 5.625% senior unsecured notes due 2023, net 339,585 339,279 SemGroup corporate revolving credit facility 70,000 30,000 Rose Rock revolving credit facility 24,000 — SemMexico revolving credit facility — — Capital leases 72 83 Total long-term debt, net 1,122,615 1,057,847 Less: current portion of long-term debt 27 31 Noncurrent portion of long-term debt, net $ 1,122,588 $ 1,057,816 SemGroup senior unsecured notes due 2021 For the three months ended March 31, 2016 and 2015 , we incurred $5.8 million and $5.8 million , respectively, of interest expense related to $300 million of 7.50% senior unsecured notes due 2021 (the "SemGroup Notes") including the amortization of debt issuance costs. SemGroup corporate revolving credit facility At March 31, 2016 , we had $70.0 million of outstanding cash borrowings on our $500 million revolving credit facility of which $40.0 million incurred interest at the alternate base rate ("ABR") and $30.0 million incurred interest at the Eurodollar rate. The interest rate in effect at March 31, 2016 on ABR borrowings was 4.50% . The interest rate in effect at March 31, 2016 on Eurodollar rate borrowings was 2.62% . At March 31, 2016 , we had outstanding letters of credit under the facility of $5.3 million , for which the rate in effect was 2.0% . We incurred interest expense related to the SemGroup revolving credit facility of $1.4 million and $1.0 million for the three months ended March 31, 2016 and 2015 , respectively, including amortization of debt issuance costs. Rose Rock senior unsecured notes due 2022 At March 31, 2016 , Rose Rock had outstanding $400 million of 5.625% senior unsecured notes due 2022 (the "Rose Rock 2022 Notes"). For the three months ended March 31, 2016 and 2015 , we incurred $5.9 million and $5.8 million , respectively, of interest expense related to the Rose Rock 2022 Notes including amortization of debt issuance costs. Rose Rock senior unsecured notes due 2023 At March 31, 2016 , Rose Rock had $350 million of 5.625% senior unsecured notes due 2023 (the “Rose Rock 2023 Notes”), which were issued on May 14, 2015. For the three months ended March 31, 2016 , we incurred $5.2 million of interest expense related to the Rose Rock 2023 Notes including amortization of debt issuance costs. Rose Rock revolving credit facility At March 31, 2016 , Rose Rock had $24.0 million of outstanding cash borrowings under the $585 million Rose Rock revolving credit facility, which incurred interest at the ABR rate. At March 31, 2016 , the interest rate in effect on ABR borrowings was 5.0% . At March 31, 2016 , Rose Rock had $33.4 million in outstanding letters of credit, and the rate in effect was 2.50% . Rose Rock had $33.5 million of secured bilateral letters of credit outstanding at March 31, 2016 . The interest rate in effect was 1.75% . Secured bilateral letters of credit are external to the facility and do not reduce availability for borrowing on the revolving credit facility. We incurred $1.5 million and $2.3 million of interest expense related to this facility during the three months ended March 31, 2016 and 2015 , respectively, including letters of credit and amortization of debt issuance costs. SemMexico revolving credit facility At March 31, 2016 , SemMexico had a $100 million Mexican pesos (U.S. $5.8 million at the March 31, 2016 exchange rate) revolving credit facility, which matures in May 2018. There were no outstanding borrowings on the facility at March 31, 2016 . Borrowings are unsecured and bear interest at the bank prime rate in Mexico plus 1.50% . At March 31, 2016 , SemMexico had an outstanding letter of credit of $292.8 million Mexican pesos (U.S. $17.0 million at the March 31, 2016 exchange rate). The letter of credit was issued for a fee of 0.25% . Capitalized interest During the three months ended March 31, 2016 and 2015 , we capitalized interest of $0.8 million and $0.3 million , respectively. Fair value We estimate the fair value of the SemGroup Notes, the Rose Rock 2022 Notes and the Rose Rock 2023 Notes to be $242 million , $270 million and $228 million , respectively, at March 31, 2016 , based on unadjusted, transacted market prices near the measurement date, which are categorized as Level 2 measurements. We estimate that the fair value of our revolving long-term debt was not materially different than the reported values at March 31, 2016 , and is categorized as a Level 2 measurement. It is our belief that neither the market interest rates nor our credit profile have changed significantly enough to have had a material impact on the fair value of our revolving debt outstanding at March 31, 2016 . |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Bankruptcy matters On July 22, 2008 (the "Petition Date"), SemGroup, L.P. and certain subsidiaries filed petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code. Also on July 22, 2008, SemGroup, L.P.'s Canadian subsidiaries filed for creditor protection in Canada. Later during 2008, certain other U.S. subsidiaries filed petitions for reorganization. While in bankruptcy, SemGroup, L.P. filed a plan of reorganization with the court, which was confirmed on October 28, 2009 (the "Plan of Reorganization"). The Plan of Reorganization determined, among other things, how pre-Petition Date obligations would be settled, the equity structure of the reorganized company upon emergence and the financing arrangements upon emergence. SemGroup Corporation emerged from bankruptcy protection on November 30, 2009 (the "Emergence Date"). Claims reconciliation process A large number of parties made claims against us for obligations alleged to have been incurred prior to our predecessor's bankruptcy filing. We have resolved or settled all of these outstanding claims and have made all required distributions. The Plan of Reorganization has therefore been fully administered. On November 7, 2014, SemGroup Corporation and the other reorganized debtors moved for a final decree from the bankruptcy court closing the debtors’ bankruptcy cases. The United States Bankruptcy Court for the District of Delaware granted the request and entered its Order Granting Motion of Remaining Debtors for Entry of Final Decree on December 18, 2014. Accordingly, the bankruptcy cases for SemCrude, L.P., Eaglwing, L.P., SemCanada II, L.P., SemCanada L.P., SemGas, L.P., SemGroup, L.P., SemMaterials, L.P., and SemStream, L.P. have been closed. As part of its decree, the Court retained jurisdiction over certain on-going adversary proceedings, but the debtors have estimated and paid the claims associated with these remaining adversaries, leaving the non-debtor parties to the adversaries to resolve their remaining claims amongst themselves. On January 2, 2015, Bettina M. Whyte, the duly appointed Trustee of the SemGroup Litigation Trust (the “Litigation Trustee”), filed a notice of appeal of the Bankruptcy Court’s December 18, 2014 order closing the aforementioned bankruptcy cases. However, the Bankruptcy Court’s order of final decree was effective upon entry, and the appeal does not stay the effect of the order. The Litigation Trustee’s appeal to the United States District Court for the District of Delaware is currently pending and will be opposed by SemGroup Corporation and the other remaining reorganized debtors. Dimmit County, TX claims An employee of Rose Rock Midstream Field Services, LLC was involved in a tractor trailer accident on January 15, 2015 in Dimmit County, Texas. A second accident followed resulting in six fatalities and multiple injuries. Multiple lawsuits involving claims of wrongful death and personal injury were filed in Zavala County and Dimmit County, Texas. These lawsuits have been consolidated and the trial will be held in the District Court, 293rd Judicial District, Zavala County, Texas. The trial for cause number 15-01-13356-ZCV, Maribel Rodriguez and the Estate of David Rodriguez, et al., vs. Rose Rock Midstream Field Services, LLC, SemGroup Corporation, Rose Rock Midstream, L.P. and SemManagement LLC, et al., was set to begin on April 12, 2016, and has been postponed to June 13, 2016. Mediation including all parties is scheduled for the second week of May 2016. Although the plaintiffs currently claim total damages in an amount in excess of our insurance coverage, we believe that any liability that may arise from this action will be within the limits covered by our insurance. We will continue to defend our position, however we cannot predict the outcome. Environmental We may, from time to time, experience leaks of petroleum products from our facilities and, as a result of which, we may incur remediation obligations or property damage claims. In addition, we are subject to numerous environmental regulations. Failure to comply with these regulations could result in the assessment of fines or penalties by regulatory authorities. The Kansas Department of Health and Environment ("the KDHE") initiated discussions during our bankruptcy proceeding regarding six of our sites in Kansas ( five owned by Crude Transportation and one owned by SemGas) that KDHE believed, based on their historical use, may have had soil or groundwater contamination in excess of state standards. KDHE sought our agreement to undertake assessments of these sites to determine whether they are contaminated. We reached an agreement with KDHE on this matter and entered into a Consent Agreement and Final Order with KDHE to conduct environmental assessments on the sites and to pay KDHE’s costs associated with their oversight of this matter. We have conducted Phase II investigations at all sites. Four sites are in various stages of follow up investigation, remediation, monitoring, or closure under KDHE oversight. The environmental work at these sites is being completed under consent orders between Rose Rock Midstream Crude, LP and the KDHE. Two of the remaining sites have limited impacts to shallow soil and groundwater and the groundwater is currently being monitored on a semi-annual basis until such time that closure can be granted by the KDHE. No active remediation is anticipated for these two sites. The final two sites have required additional investigation and soil and groundwater remediation may be necessary to achieve KDHE closure. We do not anticipate any penalties or fines for these historical sites. We received a Notice of Probable Violation and Civil Penalty dated March 29, 2016 from the U.S. Department of Transportation (the “Notice”) for alleged violations of pipeline operation and maintenance regulations related to a 2014 crude oil release that occurred on our Blackwell to See pipeline segment located in Oklahoma. This pipeline segment was idled in March 2016 when we initiated service on our new pipeline segment that transports Kansas crude volumes to our Cushing, Oklahoma terminal. The Notice proposes a penalty of $600,200 . We responded to the Notice in April 2016 with information that we believe warrants reduction of the amount of the proposed penalty. Other matters We are party to various other claims, legal actions, and complaints arising in the ordinary course of business. In the opinion of our management, the ultimate resolution of these claims, legal actions and complaints, after consideration of amounts accrued, insurance coverage and other arrangements, will not have a material adverse effect on our consolidated financial position, results of operations or cash flows. However, the outcome of such matters is inherently uncertain, and estimates of our consolidated liabilities may change materially as circumstances develop. Asset retirement obligations We will be required to incur significant removal and restoration costs when we retire our natural gas gathering and processing facilities in Canada. At March 31, 2016 , we have an asset retirement obligation liability of $17.6 million , which is included within other noncurrent liabilities on our condensed consolidated balance sheets. This amount was calculated using the $125.9 million cost we estimate we would incur to retire these facilities, discounted based on our risk-adjusted cost of borrowing and the estimated timing of remediation. The calculation of the liability for an asset retirement obligation requires the use of significant estimates, including those related to the length of time before the assets will be retired, cost inflation over the assumed life of the assets, actual remediation activities to be required, and the rate at which such obligations should be discounted. Future changes in these estimates could result in material changes in the value of the recorded liability. In addition, future changes in laws or regulations could require us to record additional asset retirement obligations. Our other segments may also be subject to removal and restoration costs upon retirement of their facilities. However, we are unable to predict when, or if, our pipelines, storage tanks and other facilities would become completely obsolete and require decommissioning. Accordingly, we have not recorded a liability or corresponding asset, as both the amount and timing of such potential future costs are indeterminable. Purchase and sale commitments We routinely enter into agreements to purchase and sell petroleum products at specified future dates. We account for derivatives at fair value with the exception of commitments which have been designated as normal purchases and sales for which we do not record assets or liabilities related to these agreements until the product is purchased or sold. At March 31, 2016 , such commitments included the following (in thousands): Volume (Barrels) Value Fixed price purchases 2,459 $ 86,203 Fixed price sales 3,613 $ 128,923 Floating price purchases 15,214 $ 579,964 Floating price sales 19,915 $ 678,336 Certain of the commitments shown in the table above relate to agreements to purchase product from a counterparty and to sell a similar amount of product (in a different location) to the same counterparty. Many of the commitments shown in the table above are cancellable by either party, as long as notice is given within the time frame specified in the agreement (generally 30 to 120 days). Our SemGas segment has a take or pay contractual obligation related to the fractionation of natural gas liquids through June 2023. At March 31, 2016 , approximately $394 thousand was due under the contract. The approximate amount of future obligation is as follows (in thousands): For year ending: December 31, 2016 $ 8,894 December 31, 2017 11,938 December 31, 2018 10,060 December 31, 2019 9,121 December 31, 2020 8,451 Thereafter 15,940 Total expected future payments $ 64,404 SemGas also enters into contracts under which we are responsible for marketing the majority of the gas and natural gas liquids produced by the counterparties to the agreements. The majority of SemGas’ revenues were generated from such contracts. Rose Rock has a take-or-pay obligation with our equity method investee, White Cliffs, for approximately 5,000 barrels per day of space on White Cliffs' pipeline. The agreement became effective in October 2015 and has a term of 5 years. Annual payments to White Cliffs under the agreement are expected to be $9.4 million . See Note 3 for capital contribution requirements related to the White Cliffs expansion. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
EQUITY | EQUITY Unaudited condensed consolidated statement of changes in owners’ equity The following table shows the changes in our consolidated owners’ equity accounts from December 31, 2015 to March 31, 2016 (in thousands): Common Stock Additional Paid-in Capital Treasury Stock Accumulated Deficit Accumulated Other Comprehensive Loss Noncontrolling Interests Total Owners’ Equity Balance at December 31, 2015 $ 439 $ 1,217,255 $ (5,593 ) $ (38,012 ) $ (58,562 ) $ 80,829 $ 1,196,356 Net income (loss) — — — (15,268 ) — 9,020 (6,248 ) Other comprehensive loss, net of income taxes — — — — (4,109 ) — (4,109 ) Distributions to noncontrolling interests — — — — — (10,833 ) (10,833 ) Dividends paid — (19,887 ) — — — — (19,887 ) Unvested dividend equivalent rights — 222 — — — 153 375 Non-cash equity compensation — 2,466 — — — 365 2,831 Issuance of common stock under compensation plans 2 688 — — — — 690 Repurchase of common stock — — (807 ) — — — (807 ) Balance at March 31, 2016 $ 441 $ 1,200,744 $ (6,400 ) $ (53,280 ) $ (62,671 ) $ 79,534 $ 1,158,368 Accumulated other comprehensive loss The following table presents the changes in the components of accumulated other comprehensive loss from December 31, 2015 to March 31, 2016 (in thousands): Currency Translation Employee Benefit Plans Total Balance at December 31, 2015 $ (57,201 ) $ (1,361 ) $ (58,562 ) Currency translation adjustment, net of income tax benefit of $2,508 (4,114 ) — (4,114 ) Changes related to benefit plans, net of income tax expense of $2 — 5 5 Balance at March 31, 2016 $ (61,315 ) $ (1,356 ) $ (62,671 ) There were no significant items reclassified out of accumulated other comprehensive loss to net income for the three months ended March 31, 2016 . Common stock During the three months ended March 31, 2016 , we issued 30,718 shares under the Employee Stock Purchase Plan and 131,806 shares related to our equity based compensation awards. Equity-based compensation At March 31, 2016 , there were 796,797 unvested shares that have been granted under our director and employee compensation programs. The par value of these shares is not reflected in common stock on the condensed consolidated balance sheet, as these shares have not yet vested. For certain of the awards, the number of shares that will vest is contingent upon our achievement of certain specified targets. If we meet the specified maximum targets, approximately 408,000 additional shares could vest. The holders of certain restricted stock awards are entitled to equivalent dividends (“UDs”) to be received upon vesting of the related restricted stock awards and will be settled in cash. At March 31, 2016 , the value of the UDs to be settled in cash related to unvested restricted stock awards was approximately $373 thousand . During the three months ended March 31, 2016 , we granted 517,303 restricted stock awards with a weighted average grant date fair value of $18.59 per award. Dividends The following table sets forth the quarterly dividends per share declared and/or paid to shareholders for the periods indicated: Quarter Ending Dividend Per Share Date of Record Date Paid March 31, 2015 $ 0.34 March 9, 2015 March 20, 2015 June 30, 2015 $ 0.38 May 18, 2015 May 29, 2015 September 30, 2015 $ 0.42 August 17, 2015 August 25, 2015 December 31, 2015 $ 0.45 November 16, 2015 November 24, 2015 March 31, 2016 $ 0.45 March 7, 2016 March 17, 2016 June 30, 2016 $ 0.45 May 16, 2016 May 26, 2016 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Earnings per share is calculated based on income from continuing and discontinued operations less any income attributable to noncontrolling interests. Income attributable to noncontrolling interests represents third-party limited partner unitholders' interests in the earnings of our consolidated subsidiary, Rose Rock. Rose Rock allocates net income to its limited partners based on the distributions pertaining to the current period's available cash as defined by Rose Rock's partnership agreement. After adjusting for the appropriate period's distributions, the remaining undistributed earnings or excess distributions over earnings, if any, are allocated to Rose Rock's general partner, limited partners and participating securities in accordance with the contractual terms of Rose Rock's partnership agreement and as further prescribed under the two-class method. Incentive distribution rights do not participate in undistributed earnings. Basic earnings per share is calculated based on the weighted average shares outstanding during the period. Diluted earnings per share includes the dilutive effect of unvested equity compensation awards. The following summarizes the calculation of basic earnings per share for the three months ended March 31, 2016 and 2015 (in thousands, except per share amounts): Three Months Ended March 31, 2016 Three Months Ended March 31, 2015 Continuing Operations Discontinued Operations Net Continuing Operations Discontinued Operations Net Income (loss) $ (6,246 ) $ (2 ) $ (6,248 ) $ 5,776 $ — $ 5,776 less: Income attributable to noncontrolling interests 9,020 — 9,020 4,310 — 4,310 Income (loss) attributable to SemGroup $ (15,266 ) $ (2 ) $ (15,268 ) $ 1,466 $ — $ 1,466 Weighted average common stock outstanding 43,870 43,870 43,870 43,717 43,717 43,717 Basic earnings (loss) per share $ (0.35 ) $ — $ (0.35 ) $ 0.03 $ — $ 0.03 The following summarizes the calculation of diluted earnings per share for the three months ended March 31, 2016 and 2015 (in thousands, except per share amounts): Three Months Ended March 31, 2016 Three Months Ended March 31, 2015 Continuing Operations Discontinued Operations Net Continuing Operations Discontinued Operations Net Income (loss) $ (6,246 ) $ (2 ) $ (6,248 ) $ 5,776 $ — $ 5,776 less: Income attributable to noncontrolling interests 9,020 — 9,020 4,310 — 4,310 Income (loss) attributable to SemGroup $ (15,266 ) $ (2 ) $ (15,268 ) $ 1,466 $ — $ 1,466 Weighted average common stock outstanding 43,870 43,870 43,870 43,717 43,717 43,717 Effect of dilutive securities — — — 223 223 223 Diluted weighted average common stock outstanding 43,870 43,870 43,870 43,940 43,940 43,940 Diluted earnings (loss) per share $ (0.35 ) $ — $ (0.35 ) $ 0.03 $ — $ 0.03 For the three months March 31, 2016, we experienced a net loss, as such the unvested equity compensation awards would have been antidilutive and, therefore, were not included in the computation of diluted earnings per share. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Mar. 31, 2016 | |
Supplemental Cash Flow Information [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | SUPPLEMENTAL CASH FLOW INFORMATION The following table summarizes the changes in the components of operating assets and liabilities shown on our condensed consolidated statements of cash flows (in thousands): Three Months Ended March 31, 2016 2015 Decrease (increase) in restricted cash $ 32 $ 342 Decrease (increase) in accounts receivable 40,535 56,863 Decrease (increase) in receivable from affiliates 2,237 1,663 Decrease (increase) in inventories 4,834 (25,857 ) Decrease (increase) in derivatives and margin deposits 3,914 (2,356 ) Decrease (increase) in other current assets 1,582 2,280 Decrease (increase) in other assets 12 (628 ) Increase (decrease) in accounts payable and accrued liabilities (55,581 ) (51,435 ) Increase (decrease) in payable to affiliates (1,626 ) 2,728 Increase (decrease) in payables to pre-petition creditors — (2 ) Increase (decrease) in other noncurrent liabilities (511 ) 95 $ (4,572 ) $ (16,307 ) Other supplemental disclosures We paid cash interest of $13.3 million and $15.0 million for the three months ended March 31, 2016 and 2015 , respectively. We paid cash for income taxes (net of refunds received) of $1.1 million and $3.3 million for the three months ended March 31, 2016 and 2015 , respectively. We incurred liabilities for construction work in process that had not been paid of $7.3 million and $16.6 million as of March 31, 2016 and 2015 , respectively. Such amounts are not included in capital expenditures on the consolidated statements of cash flows. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS NGL Energy As described in Note 3, we own interests in NGL Energy, which we account for under the equity method. During the three months ended March 31, 2016 and 2015 , we generated the following transactions with NGL Energy and its subsidiaries (in thousands): Three Months Ended March 31, 2016 2015 Revenues $ 8,529 $ 45,469 Purchases $ 6,830 $ 35,234 Reimbursements from NGL Energy for services $ — $ 42 Transactions with NGL Energy and its subsidiaries primarily relate to marketing, leased storage and transportation services of crude oil, including buy/sell transactions. In accordance with ASC 845-10-15, these transactions were reported as revenue on a net basis in our condensed consolidated statements of operations and comprehensive income (loss) because the purchases of inventory and subsequent sales of the inventory were with the same counterparty. White Cliffs During the three months ended March 31, 2016 and 2015 , we generated storage revenue from White Cliffs of approximately $1.1 million and $1.0 million , respectively. We incurred $2.5 million and $0.7 million of cost for the three months ended March 31, 2016 and 2015 , respectively, related to transportation fees for shipments on White Cliffs. We received $0.1 million and $0.1 million in management fees from White Cliffs for the three months ended March 31, 2016 and 2015 , respectively. Glass Mountain We incurred $1.9 million and $0.5 million of cost for the three months ended March 31, 2016 and 2015 , respectively, related to transportation fees for shipments on the Glass Mountain Pipeline. We received $0.2 million and $0.2 million in fees from Glass Mountain for the three months ended March 31, 2016 and 2015 , respectively, related to support and administrative services associated with pipeline operations. We made purchases of crude oil of $0.4 million and $1.5 million from Glass Mountain during the three months ended March 31, 2016 and 2015 , respectively. Legal services The law firm of Conner & Winters, LLP, of which Mark D. Berman is a partner, performs legal services for us. Mr. Berman is the spouse of Candice L. Cheeseman, Vice President and General Counsel. Mr. Berman does not perform any legal services for us. SemGroup paid $0.2 million and $0.3 million in legal fees and related expenses to this law firm during the three months ended March 31, 2016 and 2015 , respectively. |
Condensed Consolidating Guarant
Condensed Consolidating Guarantor Financial Statements (Notes) | 3 Months Ended |
Mar. 31, 2016 | |
Condensed Consolidating Guarantor Financial Statements [Abstract] | |
Condensed Consolidating Guarantor Financial Statements [Text Block] | CONDENSED CONSOLIDATING GUARANTOR FINANCIAL STATEMENTS Our SemGroup Notes are guaranteed by certain of our subsidiaries as follows: SemGas, L.P., SemMaterials, L.P., SemGroup Europe Holding, L.L.C., SemOperating G.P., L.L.C., SemMexico, L.L.C., SemDevelopment, L.L.C., Rose Rock Midstream Holdings, LLC and Mid-America Midstream Gas Services, L.L.C. (collectively, the "Guarantors"). Each of the Guarantors is 100% owned by SemGroup Corporation (the "Parent"). Such guarantees of the SemGroup Notes are full and unconditional and constitute the joint and several obligations of the Guarantors. There are no significant restrictions upon the ability of the Parent or any of the Guarantors to obtain funds from its respective subsidiaries by dividend or loan. None of the assets of the Guarantors represent restricted net assets pursuant to Rule 4-08(e)(3) of Regulation S-X under the Securities Act. In June 2015, SemCanada, L.P. and SemCanada II, L.P. were released as Guarantors and no longer guarantee our SemGroup Notes. Prior period comparative information has been recast to reflect SemCanada, L.P. and SemCanada II, L.P. as non-guarantors. Unaudited condensed consolidating financial statements for the Parent, the Guarantors and non-guarantors as of March 31, 2016 and December 31, 2015 and for the three months ended March 31, 2016 and 2015 are presented on an equity method basis in the tables below (in thousands). Intercompany receivable and payable balances, including notes receivable and payable, are capital transactions primarily to facilitate the capital needs of our subsidiaries. As such, subsidiary intercompany balances have been reported as a reduction to equity on the condensed consolidating Guarantor balance sheets. The Parent's net intercompany balance, including note receivable, and investments in subsidiaries have been reported in equity method investments on the condensed consolidating Guarantor balance sheets. Intercompany transactions, such as daily cash management activities, have been reported as financing activities within the condensed consolidating Guarantor statements of cash flows. The Parent's investing activities with subsidiaries, such as the drop down of WOT and Glass Mountain to Rose Rock in the first quarter of 2015, have been reflected as cash flows from investing activities. Quarterly cash distributions from Rose Rock representing a return on capital have been included in the Parent's cash flows from operations. These balances are eliminated through consolidating adjustments below. Condensed Consolidating Guarantor Balance Sheets March 31, 2016 Parent Guarantors Non-guarantors Consolidating Adjustments Consolidated ASSETS Current assets: Cash and cash equivalents $ 2,608 $ — $ 71,969 $ (2,088 ) $ 72,489 Accounts receivable, net 703 14,561 273,574 — 288,838 Receivable from affiliates 2,209 881 3,742 (3,155 ) 3,677 Inventories — 122 65,222 — 65,344 Other current assets 8,323 161 10,270 — 18,754 Total current assets 13,843 15,725 424,777 (5,243 ) 449,102 Property, plant and equipment, net 4,474 539,195 1,086,082 — 1,629,751 Equity method investments 1,553,273 495,139 433,574 (1,978,072 ) 503,914 Goodwill — — 35,008 — 35,008 Other intangible assets, net 19 142,133 17,344 — 159,496 Other noncurrent assets 18,761 813 4,987 — 24,561 Total assets $ 1,590,370 $ 1,193,005 $ 2,001,772 $ (1,983,315 ) $ 2,801,832 LIABILITIES AND OWNERS’ EQUITY Current liabilities: Accounts payable $ 255 $ 9,587 $ 205,909 $ — $ 215,751 Payable to affiliates 73 25 6,464 (3,155 ) 3,407 Accrued liabilities 10,370 13,341 61,976 1 85,688 Other current liabilities 321 — 11,559 — 11,880 Total current liabilities 11,019 22,953 285,908 (3,154 ) 316,726 Long-term debt, net 365,667 7,125 773,421 (23,625 ) 1,122,588 Deferred income taxes 132,249 — 48,350 — 180,599 Other noncurrent liabilities 2,601 — 20,950 — 23,551 Commitments and contingencies Owners’ equity excluding noncontrolling interests in consolidated subsidiaries 1,078,834 1,162,927 793,609 (1,956,536 ) 1,078,834 Noncontrolling interests in consolidated subsidiaries — — 79,534 — 79,534 Total owners’ equity 1,078,834 1,162,927 873,143 (1,956,536 ) 1,158,368 Total liabilities and owners’ equity $ 1,590,370 $ 1,193,005 $ 2,001,772 $ (1,983,315 ) $ 2,801,832 December 31, 2015 Parent Guarantors Non-guarantors Consolidating Adjustments Consolidated ASSETS Current assets: Cash and cash equivalents $ 4,559 $ — $ 55,101 $ (1,564 ) $ 58,096 Restricted cash — — 32 — 32 Accounts receivable, net 640 20,015 306,058 — 326,713 Receivable from affiliates 1,616 1,119 6,141 (2,962 ) 5,914 Inventories — (48 ) 70,287 — 70,239 Other current assets 8,477 359 10,551 — 19,387 Total current assets 15,292 21,445 448,170 (4,526 ) 480,381 Property, plant and equipment, net 4,335 536,628 1,025,858 — 1,566,821 Equity method investments 1,546,853 426,801 438,291 (1,860,867 ) 551,078 Goodwill — 13,052 34,980 — 48,032 Other intangible assets, net 20 144,183 18,020 — 162,223 Other noncurrent assets 39,358 881 5,135 — 45,374 Total assets $ 1,605,858 $ 1,142,990 $ 1,970,454 $ (1,865,393 ) $ 2,853,909 LIABILITIES AND OWNERS’ EQUITY Current liabilities: Accounts payable $ 734 $ 11,221 $ 261,711 $ — $ 273,666 Payable to affiliates 78 155 7,762 (2,962 ) 5,033 Accrued liabilities 5,551 10,957 68,534 5 85,047 Other current liabilities 569 — 12,712 — 13,281 Total current liabilities 6,932 22,333 350,719 (2,957 ) 377,027 Long-term debt, net 325,460 7,340 748,856 (23,840 ) 1,057,816 Deferred income taxes 155,411 — 45,542 — 200,953 Other noncurrent liabilities 2,528 — 19,229 — 21,757 Commitments and contingencies Owners’ equity excluding noncontrolling interests in consolidated subsidiaries 1,115,527 1,113,317 725,279 (1,838,596 ) 1,115,527 Noncontrolling interests in consolidated subsidiaries — — 80,829 — 80,829 Total owners’ equity 1,115,527 1,113,317 806,108 (1,838,596 ) 1,196,356 Total liabilities and owners’ equity $ 1,605,858 $ 1,142,990 $ 1,970,454 $ (1,865,393 ) $ 2,853,909 Condensed Consolidating Guarantor Statements of Operations Three Months Ended March 31, 2016 Parent Guarantors Non-guarantors Consolidating Adjustments Consolidated Revenues: Product $ — $ 33,398 $ 206,244 $ (2,746 ) $ 236,896 Service — 12,868 51,205 — 64,073 Other — — 13,882 — 13,882 Total revenues — 46,266 271,331 (2,746 ) 314,851 Expenses: Costs of products sold, exclusive of depreciation and amortization shown below — 24,609 175,084 (2,746 ) 196,947 Operating — 7,693 42,499 — 50,192 General and administrative 5,872 2,246 12,942 — 21,060 Depreciation and amortization 380 8,874 14,793 — 24,047 Loss on disposal or impairment of long-lived assets, net — 13,052 255 — 13,307 Total expenses 6,252 56,474 245,573 (2,746 ) 305,553 Earnings from equity method investments 6,590 19,180 20,839 (23,538 ) 23,071 Loss on issuance of common units by equity method investee (41 ) — — — (41 ) Operating income 297 8,972 46,597 (23,538 ) 32,328 Other expenses (income), net: Interest expense (income) (577 ) 8,003 11,746 (237 ) 18,935 Foreign currency transaction loss — — 1,469 — 1,469 Loss on sale or impairment of equity method investment 39,764 — — — 39,764 Other income, net (237 ) — (187 ) 237 (187 ) Total other expenses, net 38,950 8,003 13,028 — 59,981 Income (loss) from continuing operations before income taxes (38,653 ) 969 33,569 (23,538 ) (27,653 ) Income tax expense (benefit) (23,385 ) — 1,978 — (21,407 ) Income (loss) from continuing operations (15,268 ) 969 31,591 (23,538 ) (6,246 ) Loss from discontinued operations, net of income taxes — (2 ) — — (2 ) Net income (loss) (15,268 ) 967 31,591 (23,538 ) (6,248 ) Less: net income attributable to noncontrolling interests — — 9,020 — 9,020 Net income (loss) attributable to SemGroup $ (15,268 ) $ 967 $ 22,571 $ (23,538 ) $ (15,268 ) Net income (loss) $ (15,268 ) $ 967 $ 31,591 $ (23,538 ) $ (6,248 ) Other comprehensive income (loss), net of income taxes (20,466 ) 216 16,141 — (4,109 ) Comprehensive income (loss) (35,734 ) 1,183 47,732 (23,538 ) (10,357 ) Less: comprehensive income attributable to noncontrolling interests — — 9,020 — 9,020 Comprehensive income (loss) attributable to SemGroup $ (35,734 ) $ 1,183 $ 38,712 $ (23,538 ) $ (19,377 ) Three Months Ended March 31, 2015 Parent Guarantors Non-guarantors Consolidating Adjustments Consolidated Revenues: Product $ — $ 51,053 $ 175,052 $ (5,974 ) $ 220,131 Service — 14,459 47,418 — 61,877 Other — — 16,302 — 16,302 Total revenues — 65,512 238,772 (5,974 ) 298,310 Expenses: Costs of products sold, exclusive of depreciation and amortization shown below — 40,668 157,378 (5,974 ) 192,072 Operating — 8,114 44,976 — 53,090 General and administrative 17,602 2,064 12,644 — 32,310 Depreciation and amortization 294 7,033 16,407 — 23,734 Loss (gain) on disposal or impairment of long-lived assets, net — (1 ) 1,059 — 1,058 Total expenses 17,896 57,878 232,464 (5,974 ) 302,264 Earnings from equity method investments 14,805 12,528 20,864 (27,638 ) 20,559 Operating income (loss) (3,091 ) 20,162 27,172 (27,638 ) 16,605 Other expenses (income), net: Interest expense 1,422 5,491 8,444 (766 ) 14,591 Foreign currency transaction gain — — (519 ) — (519 ) Gain on sale or impairment of equity method investment (7,894 ) — — — (7,894 ) Other income, net (792 ) — (65 ) 766 (91 ) Total other expense (income), net (7,264 ) 5,491 7,860 — 6,087 Income from continuing operations before income taxes 4,173 14,671 19,312 (27,638 ) 10,518 Income tax expense 2,707 — 2,035 — 4,742 Net income 1,466 14,671 17,277 (27,638 ) 5,776 Less: net income attributable to noncontrolling interests — — 4,310 — 4,310 Net income attributable to SemGroup $ 1,466 $ 14,671 $ 12,967 $ (27,638 ) $ 1,466 Net income $ 1,466 $ 14,671 $ 17,277 $ (27,638 ) $ 5,776 Other comprehensive income (loss), net of income taxes 8,646 — (17,706 ) — (9,060 ) Comprehensive income (loss) 10,112 14,671 (429 ) (27,638 ) (3,284 ) Less: comprehensive income attributable to noncontrolling interests — — 4,310 — 4,310 Comprehensive income (loss) attributable to SemGroup $ 10,112 $ 14,671 $ (4,739 ) $ (27,638 ) $ (7,594 ) Condensed Consolidating Guarantor Statements of Cash Flows Three Months Ended March 31, 2016 Parent Guarantors Non-guarantors Consolidating Adjustments Consolidated Net cash provided by operating activities $ 24,745 $ 10,727 $ 29,516 $ (17,448 ) $ 47,540 Cash flows from investing activities: Capital expenditures (518 ) (9,781 ) (63,221 ) — (73,520 ) Proceeds from sale of long-lived assets — — 40 — 40 Contributions to equity method investments — — (1,356 ) — (1,356 ) Distributions in excess of equity in earnings of affiliates 2,158 — 6,074 (2,158 ) 6,074 Net cash provided by (used in) investing activities 1,640 (9,781 ) (58,463 ) (2,158 ) (68,762 ) Cash flows from financing activities: Borrowings on credit facilities 90,500 — 83,500 — 174,000 Principal payments on credit facilities and other obligations (50,500 ) — (59,511 ) — (110,011 ) Distributions to noncontrolling interests — — (10,833 ) — (10,833 ) Repurchase of common stock for payment of statutory taxes due on equity-based compensation (807 ) — — — (807 ) Dividends paid (19,887 ) — — — (19,887 ) Proceeds from issuance of common stock under employee stock purchase plan 269 — — — 269 Intercompany borrowings (advances), net (47,911 ) (946 ) 29,775 19,082 — Net cash provided by (used in) financing activities (28,336 ) (946 ) 42,931 19,082 32,731 Effect of exchange rate changes on cash and cash equivalents — — 2,884 — 2,884 Change in cash and cash equivalents (1,951 ) — 16,868 (524 ) 14,393 Cash and cash equivalents at beginning of period 4,559 — 55,101 (1,564 ) 58,096 Cash and cash equivalents at end of period $ 2,608 $ — $ 71,969 $ (2,088 ) $ 72,489 Three Months Ended March 31, 2015 Parent Guarantors Non-guarantors Consolidating Adjustments Consolidated Net cash provided by operating activities $ 5,224 $ 4,610 $ 15,719 $ (7,009 ) $ 18,544 Cash flows from investing activities: Capital expenditures (769 ) (34,152 ) (49,406 ) — (84,327 ) Proceeds from sale of long-lived assets — 12 105 — 117 Proceeds from the sale of Wattenberg Holding, LLC and Glass Mountain Holding, LLC to Rose Rock Midstream L.P. 251,181 — — (251,181 ) — Contributions to equity method investments — — (15,182 ) — (15,182 ) Proceeds from sale of common units of equity method investee 29,012 — — — 29,012 Distributions in excess of equity in earnings of affiliates 5,435 — 5,201 (5,435 ) 5,201 Net cash provided by (used in) investing activities 284,859 (34,140 ) (59,282 ) (256,616 ) (65,179 ) Cash flows from financing activities: Debt issuance costs (601 ) — — — (601 ) Borrowings on credit facilities 110,000 — 312,000 — 422,000 Principal payments on credit facilities and other obligations (79,000 ) — (83,012 ) — (162,012 ) Proceeds from issuance of Rose Rock Midstream, L.P. common units, net of offering costs — — 89,119 — 89,119 Distributions to noncontrolling interests — — (8,953 ) — (8,953 ) Repurchase of common stock for payment of statutory taxes due on equity-based compensation (3,630 ) — — — (3,630 ) Dividends paid (14,846 ) — — — (14,846 ) Proceeds from issuance of common stock under employee stock purchase plan 313 — — — 313 Intercompany borrowing (advances), net (59,161 ) 29,530 (235,187 ) 264,818 — Net cash provided by (used in) financing activities (46,925 ) 29,530 73,967 264,818 321,390 Effect of exchange rate changes on cash and cash equivalents — — 172 — 172 Change in cash and cash equivalents 243,158 — 30,576 1,193 274,927 Cash and cash equivalents at beginning of period 9,254 — 35,445 (4,101 ) 40,598 Cash and cash equivalents at end of period $ 252,412 $ — $ 66,021 $ (2,908 ) $ 315,525 |
Overview (Policies)
Overview (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Overview [Abstract] | |
Basis of presentation | Basis of presentation The accompanying condensed consolidated balance sheet at December 31, 2015 , which is derived from audited financial statements, and the unaudited condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States and the rules and regulations of the Securities and Exchange Commission ("SEC"). These financial statements include all normal and recurring adjustments that, in the opinion of management, are necessary to present fairly the financial position of the Company and the results of its operations and its cash flows. Our condensed consolidated financial statements include the accounts of our controlled subsidiaries. All significant transactions between our consolidated subsidiaries have been eliminated. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts and disclosures in the financial statements. Although management believes these estimates are reasonable, actual results could differ materially from these estimates. The results of operations for the three months ended March 31, 2016 , are not necessarily indicative of the results to be expected for the full year ending December 31, 2016 . Pursuant to the rules and regulations of the SEC, the accompanying condensed consolidated financial statements do not include all of the information and notes normally included with financial statements prepared in accordance with accounting principles generally accepted in the United States. Certain reclassifications have been made to conform previously reported balances to the current presentation. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2015 , which are included in our Annual Report on Form 10-K for the year ended December 31, 2015 , filed with the SEC. Our significant accounting policies are consistent with those described in our Annual Report on Form 10-K for the year ended December 31, 2015 . |
Recent accounting pronouncements | Recent accounting pronouncements In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting'', which simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. For public entities, this ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those years and early adoption is permitted. We will adopt this guidance in the first quarter of 2017. The impact is not expected to be material. In February 2016, the FASB issued ASU 2016-02, "Leases (Topic 842)", which amends the existing lease guidance to require lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by operating and finance leases and to disclose additional quantitative and qualitative information about leasing arrangements. This ASU also provides clarifications surrounding the presentation of the effects of leases in the income statement and statement of cash flows. For public entities, this ASU will be effective for annual periods beginning after December 15, 2018, and interim periods within those years. The new guidance shall be applied using a modified retrospective approach and early adoption is permitted. We are currently evaluating the impact of the adoption of ASU 2016-02 on our consolidated financial statements. We will adopt this guidance in the first quarter of 2019. In November 2015, the FASB issued ASU 2015-17, "Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes", which requires all deferred tax assets and liabilities to be classified as noncurrent in the statement of financial position. For public entities, this ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those years. The new guidance may be applied prospectively or retrospectively and early adoption is permitted. We have not determined which method we will apply when we adopt the standard. We will adopt this guidance in the first quarter of 2017. The impact is not expected to be material. In July 2015, the FASB issued ASU 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory", which requires that inventory within the scope of the guidance be measured at the lower of cost and net realizable value rather than the lower of cost or market. The standard will be effective for public business entities for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The new guidance shall be applied prospectively and early adoption is permitted. We will adopt this guidance in the first quarter of 2017. The impact is not expected to be material. In April 2015, the FASB issued ASU 2015-03, “Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs”, which is designed to simplify presentation of debt issuance costs. The standard requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU 2015-15, “Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements - Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting,” which amended the SEC paragraphs of ASC Subtopic 835-30 to include the language from the SEC Staff Announcement indicating that the SEC would not object to presenting deferred debt issuance costs related to line-of-credit agreements as assets and subsequently amortizing the deferred debt issuance costs ratably over the term of the agreement. The standards are effective for U.S. public companies for annual reporting periods beginning after December 15, 2015. Early adoption is permitted. The new guidance has been applied on a retrospective basis for all periods presented. We adopted this guidance in the first quarter of 2016. The impact was not material. For presentation purposes, $16.8 million of debt issuance costs which had previously been reported as other noncurrent assets were reclassified as a reduction of long-term debt on the December 31, 2015 balance sheet. Capitalized loan fees related to our revolving credit facilities continue to be presented as other noncurrent assets. In February 2015, the FASB issued ASU 2015-02, “Consolidation (Topic 810): Amendments to the Consolidation Analysis,” which adds requirements that limited partnerships must meet to qualify as voting interest entities and modifies the evaluation of whether limited partnerships are variable interest entities or voting interest entities. It also eliminates the presumption that a general partner should consolidate a limited partnership. This guidance is effective for public companies for fiscal years beginning after December 15, 2015. We adopted this guidance in the first quarter of 2016. The impact was not material. In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers," which supersedes nearly all existing revenue recognition guidance under accounting principles generally accepted in the United States ("U.S. GAAP"). The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP. The standard permits using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). In August 2015, the FASB issued ASU 2015-14 which deferred the effective date of ASU 2014-09 by one year. In March 2016, the FASB issued ASU 2016-08 which amended the principal-versus-agent implementation guidance set forth in ASU 2014-09. Among other things, ASU 2016-08 clarifies that an entity should evaluate whether it is the principal or the agent for each specified good or service promised in a contract with a customer. In April 2016, the FASB issued ASU 2016-10 which amended certain aspects of the guidance related to identifying performance obligations and licensing implementation within ASU 2014-09. We are currently evaluating the impact of our pending adoption of ASU 2014-09 on our consolidated financial statements and have not yet determined the method by which we will adopt the standard. We will adopt this guidance in the first quarter of 2018. |
Financial Instruments (Policies
Financial Instruments (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Financial Instruments And Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments, Policy [Policy Text Block] | "Level 1" measurements are based on inputs consisting of unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. These include commodity futures contracts that are traded on an exchange. "Level 2" measurements are based on inputs consisting of market observable and corroborated prices for similar derivative contracts. Assets and liabilities classified as Level 2 include over the counter ("OTC") traded physical fixed priced purchases and sales forward contracts. "Level 3" measurements are based on inputs from a pricing service and/or internal valuation models incorporating observable and unobservable market data. These include commodity derivatives, such as forwards and swaps for which there is not a highly liquid market and therefore are not included in Level 2 above. Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the measurement requires judgment and may affect the valuation of assets and liabilities and their placement within the fair value levels. At March 31, 2016 , all of our physical fixed price forward purchases and sales contracts were being accounted for as normal purchases and normal sales. |
Rose Rock Midstream, L.P. (Tabl
Rose Rock Midstream, L.P. (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Investments in and Advances to Affiliates [Line Items] | |
Distributions Paid and Declared | The following table shows the cash distributions paid or declared during 2016 and 2015 (in thousands, except for per unit amounts): Distribution Per Unit Distributions Paid/To Be Paid Quarter Ended SemGroup Noncontrolling Interest Common Units Total Distributions General Partner Incentive Distributions Common Units Subordinated Units December 31, 2014 $ 0.6200 $ 485 $ 3,487 $ 6,551 $ 5,202 $ 8,544 $ 24,269 March 31, 2015 $ 0.6350 $ 568 $ 4,450 $ 13,148 $ — $ 10,213 $ 28,379 June 30, 2015 $ 0.6500 $ 590 $ 4,979 $ 13,458 $ — $ 10,456 $ 29,483 September 30, 2015 $ 0.6600 $ 604 $ 5,333 $ 13,665 $ — $ 10,619 $ 30,221 December 31, 2015 $ 0.6600 $ 604 $ 5,333 $ 13,665 $ — $ 10,622 $ 30,224 March 31, 2016 $ 0.6600 * $ 605 $ 5,338 $ 13,665 $ — $ 10,643 $ 30,251 *Expected distributions related to the quarter ended March 31, 2016 , which will be paid on May 13, 2016 to unitholders of record as of May 3, 2016 . |
Rose Rock Midstream L P [Member] | |
Investments in and Advances to Affiliates [Line Items] | |
Summarized Balance Sheet Information | Certain summarized balance sheet information of Rose Rock is shown below (in thousands): (Unaudited) March 31, December 31, Cash $ 10,672 $ 9,059 Other current assets 279,802 310,555 Property, plant and equipment, net 443,415 441,596 Equity method investments 433,572 438,291 Goodwill 26,628 26,628 Other noncurrent assets, net 18,748 19,461 Total assets $ 1,212,837 $ 1,245,590 Current liabilities $ 229,164 $ 283,029 Long-term debt 756,921 732,356 Partners’ capital attributable to SemGroup 147,218 149,376 Partners’ capital attributable to noncontrolling interests 79,534 80,829 Total liabilities and partners' capital $ 1,212,837 $ 1,245,590 |
Summarized Income Statement Information | Certain summarized income statement information of Rose Rock for the three months ended March 31, 2016 and 2015 is shown below (in thousands): Three Months Ended March 31, 2016 2015 Revenue $ 203,951 $ 134,693 Cost of products sold $ 151,391 $ 96,237 Operating, general and administrative expenses $ 26,601 $ 26,571 Depreciation and amortization expense $ 7,893 $ 10,143 Earnings from equity method investments $ 20,839 $ 20,864 Net income $ 26,468 $ 14,600 |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Schedule of Equity Method Investments [Line Items] | |
Schedule of equity method investments [Table Text Block] | Our equity method investments consisted of the following (in thousands): March 31, 2016 December 31, 2015 White Cliffs Pipeline, L.L.C. $ 293,811 $ 297,109 NGL Energy Partners LP 70,342 112,787 Glass Mountain Pipeline, LLC 139,761 141,182 Total equity method investments $ 503,914 $ 551,078 |
Earnings from equity method investments [Table Text Block] | Our earnings from equity method investments consisted of the following (in thousands): Three Months Ended March 31, 2016 2015 White Cliffs Pipeline, L.L.C. $ 19,780 $ 19,090 NGL Energy Partners LP* 2,232 (305 ) Glass Mountain Pipeline, LLC 1,059 1,774 Total earnings from equity method investments $ 23,071 $ 20,559 * Excluding loss on issuance of common units of $41.0 thousand for the three months ended March 31, 2016 |
Cash distributions received from equity method investments [Table Text Block] | Cash distributions received from equity method investments consisted of the following (in thousands): Three Months Ended March 31, 2016 2015 White Cliffs Pipeline, L.L.C. $ 24,098 $ 24,154 NGL Energy Partners LP 4,873 5,015 Glass Mountain Pipeline, LLC 2,815 1,911 Total cash distributions received from equity method investments $ 31,786 $ 31,080 |
White Cliffs Pipeline, L.L.C. [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Schedule of equity method investments [Table Text Block] | Certain unaudited summarized income statement information of White Cliffs Pipeline, L.L.C. ("White Cliffs") for the three months ended March 31, 2016 and 2015 is shown below (in thousands): Three Months Ended March 31, 2016 2015 Revenue $ 58,056 $ 54,614 Operating, general and administrative expenses $ 9,852 $ 8,353 Depreciation and amortization expense $ 8,963 $ 8,538 Net income $ 39,247 $ 37,723 |
NGL Energy Partners LP [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Schedule of equity method investments [Table Text Block] | Certain unaudited summarized income statement information of NGL Energy for the three months ended December 31, 2015 and 2014 is shown below (in thousands): Three Months Ended December 31, 2015 2014 Revenue $ 2,685,006 $ 4,552,146 Cost of sales $ 2,433,500 $ 4,311,668 Operating, general and administrative expenses $ 131,146 $ 172,064 Depreciation and amortization expense $ 59,180 $ 50,335 Net income (loss) $ 29,621 $ (5,269 ) |
Glass Mountain Pipeline LLC [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Schedule of equity method investments [Table Text Block] | Certain unaudited summarized income statement information of Glass Mountain for the three months ended March 31, 2016 and 2015 is shown below (in thousands): Three Months Ended March 31, 2016 2015 Revenue $ 8,572 $ 11,121 Cost of sales $ 565 $ 1,982 Operating, general and administrative expenses $ 1,845 $ 1,438 Depreciation and amortization expense $ 3,936 $ 4,044 Net income $ 2,225 $ 3,655 |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | Our results by segment are presented in the tables below (in thousands): Three Months Ended March 31, 2016 2015 Revenues: Crude Transportation External $ 17,196 $ 20,327 Intersegment 7,213 3,721 Crude Facilities External 10,133 11,405 Intersegment 2,746 — Crude Supply and Logistics External 176,622 102,961 SemGas External 43,520 60,276 Intersegment 2,746 5,981 SemCAMS External 30,866 29,724 SemLogistics External 6,380 5,152 SemMexico External 30,134 61,490 Corporate and Other External — 6,975 Intersegment (12,705 ) (9,702 ) Total Revenues $ 314,851 $ 298,310 Three Months Ended March 31, 2016 2015 Earnings from equity method investments: Crude Transportation $ 20,839 $ 20,864 SemStream (1) 2,191 (305 ) Total earnings from equity method investments $ 23,030 $ 20,559 (1) SemStream earnings from equity method investments includes gain (loss) on issuance of common units by equity method investee. Gains and losses on the disposal or impairment of equity investments are not reported within "earnings from equity method investments" in the condensed consolidated statements of operations and comprehensive income (loss). Three Months Ended March 31, 2016 2015 Depreciation and amortization: Crude Transportation $ 5,859 $ 8,618 Crude Facilities 1,884 1,369 Crude Supply and Logistics 40 39 SemGas 8,922 7,138 SemCAMS 3,951 3,066 SemLogistics 1,960 2,040 SemMexico 941 1,053 Corporate and Other 490 411 Total depreciation and amortization $ 24,047 $ 23,734 Three Months Ended March 31, 2016 2015 Income tax expense (benefit): SemCAMS $ 965 $ 551 SemLogistics 59 (369 ) SemMexico 607 990 Corporate and other (23,038 ) 3,570 Total income tax expense (benefit) $ (21,407 ) $ 4,742 Three Months Ended March 31, 2016 2015 Segment profit (1) : Crude Transportation $ 25,418 $ 24,524 Crude Facilities 9,587 8,402 Crude Supply and Logistics 9,093 5,181 SemGas (992 ) 14,880 SemCAMS 9,904 7,885 SemStream 2,181 (308 ) SemLogistics 2,659 861 SemMexico 2,318 5,123 Corporate and Other (8,341 ) (23,564 ) Total segment profit $ 51,827 $ 42,984 (1) Segment profit represents revenues excluding unrealized gains (losses) related to derivative instruments plus earnings from equity method investments less cost of sales excluding depreciation and amortization and less operating and general and administrative expenses. Three Months Ended March 31, 2016 2015 Reconciliation of segment profit to net income: Total segment profit $ 51,827 $ 42,984 Less: Net unrealized loss (gain) related to derivative instruments (4,548 ) 2,645 Depreciation and amortization 24,047 23,734 Interest expense 18,935 14,591 Foreign currency transaction gain (loss) 1,469 (519 ) Loss (gain) on sale or impairment of equity method investment 39,764 (7,894 ) Other income, net (187 ) (91 ) Income tax expense (21,407 ) 4,742 Loss from discontinued operations, net of taxes 2 — Net income $ (6,248 ) $ 5,776 March 31, December 31, Total assets (excluding intersegment receivables): Crude Transportation $ 900,365 $ 877,017 Crude Facilities 152,361 155,186 Crude Supply and Logistics 297,163 328,419 SemGas 700,881 719,789 SemCAMS 372,467 331,749 SemLogistics 153,939 155,794 SemMexico 86,453 89,608 SemStream 70,342 112,787 Corporate and Other 67,861 83,560 Total $ 2,801,832 $ 2,853,909 March 31, December 31, Equity investments: Crude Transportation $ 433,572 $ 438,291 SemStream 70,342 112,787 Total equity investments $ 503,914 $ 551,078 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Components Of Inventories | Inventories consist of the following (in thousands): March 31, December 31, Crude oil $ 57,075 $ 59,121 Asphalt and other 8,269 11,118 Total inventories $ 65,344 $ 70,239 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Derivative [Line Items] | |
Fair Value of Financial Assets and Liabilities | The tables below summarize the balances of commodity derivative assets and liabilities at March 31, 2016 and December 31, 2015 (in thousands): March 31, 2016 December 31, 2015 Derivatives subject to netting arrangements: Level 1 Netting* Total Level 1 Netting* Total Commodity derivatives: Assets $ 6,041 $ (1,832 ) $ 4,209 $ 131 $ (131 ) $ — Liabilities $ 1,832 $ (1,832 ) $ — $ 470 $ (131 ) $ 339 *Relates primarily to exchange traded futures. Gain and loss positions on multiple contracts are settled net on a daily basis with the exchange. |
Schedule of Notional Quantities for Commodity Derivative Instruments | The following table sets forth the notional quantities for commodity derivative instruments entered into (in thousands of barrels): Three Months Ended March 31, 2016 2015 Sales 10,420 5,731 Purchases 10,510 5,905 |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | We have recorded the fair value of our commodity derivative instruments on our condensed consolidated balance sheets in other current assets and other current liabilities in the following amounts (in thousands): March 31, 2016 December 31, 2015 Assets Liabilities Assets Liabilities Commodity contracts $ 4,209 $ — $ — $ 339 |
Schedule of Realized and Unrealized Gains (Losses) from Commodity Derivatives | Realized and unrealized gains (losses) from our commodity derivatives were recorded to product revenue in the following amounts (in thousands): Three Months Ended March 31, 2016 2015 Commodity contracts $ 3,354 $ (66 ) |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Instrument [Line Items] | |
Summary of Long-Term Debt | Our long-term debt consisted of the following (in thousands): March 31, December 31, SemGroup 7.50% senior unsecured notes due 2021 $ 300,000 $ 300,000 Unamortized debt issuance costs on SemGroup notes (4,333 ) (4,540 ) SemGroup 7.50% senior unsecured notes due 2021, net 295,667 295,460 Rose Rock 5.625% senior unsecured notes due 2022 400,000 400,000 Unamortized debt issuance costs on Rose Rock 2022 notes (6,709 ) (6,975 ) Rose Rock 5.625% senior unsecured notes due 2022, net 393,291 393,025 Rose Rock 5.625% senior unsecured notes due 2023 350,000 350,000 Unamortized discount on Rose Rock 2023 notes (5,317 ) (5,455 ) Unamortized debt issuance costs on Rose Rock 2023 notes (5,098 ) (5,266 ) Rose Rock 5.625% senior unsecured notes due 2023, net 339,585 339,279 SemGroup corporate revolving credit facility 70,000 30,000 Rose Rock revolving credit facility 24,000 — SemMexico revolving credit facility — — Capital leases 72 83 Total long-term debt, net 1,122,615 1,057,847 Less: current portion of long-term debt 27 31 Noncurrent portion of long-term debt, net $ 1,122,588 $ 1,057,816 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Long-term Purchase Commitment [Line Items] | |
Summary Of Purchase And Sale Commitments | We account for derivatives at fair value with the exception of commitments which have been designated as normal purchases and sales for which we do not record assets or liabilities related to these agreements until the product is purchased or sold. At March 31, 2016 , such commitments included the following (in thousands): Volume (Barrels) Value Fixed price purchases 2,459 $ 86,203 Fixed price sales 3,613 $ 128,923 Floating price purchases 15,214 $ 579,964 Floating price sales 19,915 $ 678,336 |
Long-term Purchase Commitment [Table Text Block] | The approximate amount of future obligation is as follows (in thousands): For year ending: December 31, 2016 $ 8,894 December 31, 2017 11,938 December 31, 2018 10,060 December 31, 2019 9,121 December 31, 2020 8,451 Thereafter 15,940 Total expected future payments $ 64,404 |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Changes In Condensed Consolidated Owners' Equity | The following table shows the changes in our consolidated owners’ equity accounts from December 31, 2015 to March 31, 2016 (in thousands): Common Stock Additional Paid-in Capital Treasury Stock Accumulated Deficit Accumulated Other Comprehensive Loss Noncontrolling Interests Total Owners’ Equity Balance at December 31, 2015 $ 439 $ 1,217,255 $ (5,593 ) $ (38,012 ) $ (58,562 ) $ 80,829 $ 1,196,356 Net income (loss) — — — (15,268 ) — 9,020 (6,248 ) Other comprehensive loss, net of income taxes — — — — (4,109 ) — (4,109 ) Distributions to noncontrolling interests — — — — — (10,833 ) (10,833 ) Dividends paid — (19,887 ) — — — — (19,887 ) Unvested dividend equivalent rights — 222 — — — 153 375 Non-cash equity compensation — 2,466 — — — 365 2,831 Issuance of common stock under compensation plans 2 688 — — — — 690 Repurchase of common stock — — (807 ) — — — (807 ) Balance at March 31, 2016 $ 441 $ 1,200,744 $ (6,400 ) $ (53,280 ) $ (62,671 ) $ 79,534 $ 1,158,368 |
Components of Accumulated Other Comprehensive Loss | The following table presents the changes in the components of accumulated other comprehensive loss from December 31, 2015 to March 31, 2016 (in thousands): Currency Translation Employee Benefit Plans Total Balance at December 31, 2015 $ (57,201 ) $ (1,361 ) $ (58,562 ) Currency translation adjustment, net of income tax benefit of $2,508 (4,114 ) — (4,114 ) Changes related to benefit plans, net of income tax expense of $2 — 5 5 Balance at March 31, 2016 $ (61,315 ) $ (1,356 ) $ (62,671 ) |
Dividends Declared [Table Text Block] | The following table sets forth the quarterly dividends per share declared and/or paid to shareholders for the periods indicated: Quarter Ending Dividend Per Share Date of Record Date Paid March 31, 2015 $ 0.34 March 9, 2015 March 20, 2015 June 30, 2015 $ 0.38 May 18, 2015 May 29, 2015 September 30, 2015 $ 0.42 August 17, 2015 August 25, 2015 December 31, 2015 $ 0.45 November 16, 2015 November 24, 2015 March 31, 2016 $ 0.45 March 7, 2016 March 17, 2016 June 30, 2016 $ 0.45 May 16, 2016 May 26, 2016 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Basic and diluted earnings per share | The following summarizes the calculation of basic earnings per share for the three months ended March 31, 2016 and 2015 (in thousands, except per share amounts): Three Months Ended March 31, 2016 Three Months Ended March 31, 2015 Continuing Operations Discontinued Operations Net Continuing Operations Discontinued Operations Net Income (loss) $ (6,246 ) $ (2 ) $ (6,248 ) $ 5,776 $ — $ 5,776 less: Income attributable to noncontrolling interests 9,020 — 9,020 4,310 — 4,310 Income (loss) attributable to SemGroup $ (15,266 ) $ (2 ) $ (15,268 ) $ 1,466 $ — $ 1,466 Weighted average common stock outstanding 43,870 43,870 43,870 43,717 43,717 43,717 Basic earnings (loss) per share $ (0.35 ) $ — $ (0.35 ) $ 0.03 $ — $ 0.03 The following summarizes the calculation of diluted earnings per share for the three months ended March 31, 2016 and 2015 (in thousands, except per share amounts): Three Months Ended March 31, 2016 Three Months Ended March 31, 2015 Continuing Operations Discontinued Operations Net Continuing Operations Discontinued Operations Net Income (loss) $ (6,246 ) $ (2 ) $ (6,248 ) $ 5,776 $ — $ 5,776 less: Income attributable to noncontrolling interests 9,020 — 9,020 4,310 — 4,310 Income (loss) attributable to SemGroup $ (15,266 ) $ (2 ) $ (15,268 ) $ 1,466 $ — $ 1,466 Weighted average common stock outstanding 43,870 43,870 43,870 43,717 43,717 43,717 Effect of dilutive securities — — — 223 223 223 Diluted weighted average common stock outstanding 43,870 43,870 43,870 43,940 43,940 43,940 Diluted earnings (loss) per share $ (0.35 ) $ — $ (0.35 ) $ 0.03 $ — $ 0.03 For the three months March 31, 2016, we experienced a net loss, as such the unvested equity compensation awards would have been antidilutive and, therefore, were not included in the computation of diluted earnings per share. |
Supplemental Cash Flow Inform32
Supplemental Cash Flow Information (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Changes in Operating Assets and Liabilities | The following table summarizes the changes in the components of operating assets and liabilities shown on our condensed consolidated statements of cash flows (in thousands): Three Months Ended March 31, 2016 2015 Decrease (increase) in restricted cash $ 32 $ 342 Decrease (increase) in accounts receivable 40,535 56,863 Decrease (increase) in receivable from affiliates 2,237 1,663 Decrease (increase) in inventories 4,834 (25,857 ) Decrease (increase) in derivatives and margin deposits 3,914 (2,356 ) Decrease (increase) in other current assets 1,582 2,280 Decrease (increase) in other assets 12 (628 ) Increase (decrease) in accounts payable and accrued liabilities (55,581 ) (51,435 ) Increase (decrease) in payable to affiliates (1,626 ) 2,728 Increase (decrease) in payables to pre-petition creditors — (2 ) Increase (decrease) in other noncurrent liabilities (511 ) 95 $ (4,572 ) $ (16,307 ) |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | During the three months ended March 31, 2016 and 2015 , we generated the following transactions with NGL Energy and its subsidiaries (in thousands): Three Months Ended March 31, 2016 2015 Revenues $ 8,529 $ 45,469 Purchases $ 6,830 $ 35,234 Reimbursements from NGL Energy for services $ — $ 42 |
Condensed Consolidating Guara34
Condensed Consolidating Guarantor Financial Statements (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Condensed Consolidating Guarantor Financial Statements [Abstract] | |
Schedule of Condensed Balance Sheet [Table Text Block] | Condensed Consolidating Guarantor Balance Sheets March 31, 2016 Parent Guarantors Non-guarantors Consolidating Adjustments Consolidated ASSETS Current assets: Cash and cash equivalents $ 2,608 $ — $ 71,969 $ (2,088 ) $ 72,489 Accounts receivable, net 703 14,561 273,574 — 288,838 Receivable from affiliates 2,209 881 3,742 (3,155 ) 3,677 Inventories — 122 65,222 — 65,344 Other current assets 8,323 161 10,270 — 18,754 Total current assets 13,843 15,725 424,777 (5,243 ) 449,102 Property, plant and equipment, net 4,474 539,195 1,086,082 — 1,629,751 Equity method investments 1,553,273 495,139 433,574 (1,978,072 ) 503,914 Goodwill — — 35,008 — 35,008 Other intangible assets, net 19 142,133 17,344 — 159,496 Other noncurrent assets 18,761 813 4,987 — 24,561 Total assets $ 1,590,370 $ 1,193,005 $ 2,001,772 $ (1,983,315 ) $ 2,801,832 LIABILITIES AND OWNERS’ EQUITY Current liabilities: Accounts payable $ 255 $ 9,587 $ 205,909 $ — $ 215,751 Payable to affiliates 73 25 6,464 (3,155 ) 3,407 Accrued liabilities 10,370 13,341 61,976 1 85,688 Other current liabilities 321 — 11,559 — 11,880 Total current liabilities 11,019 22,953 285,908 (3,154 ) 316,726 Long-term debt, net 365,667 7,125 773,421 (23,625 ) 1,122,588 Deferred income taxes 132,249 — 48,350 — 180,599 Other noncurrent liabilities 2,601 — 20,950 — 23,551 Commitments and contingencies Owners’ equity excluding noncontrolling interests in consolidated subsidiaries 1,078,834 1,162,927 793,609 (1,956,536 ) 1,078,834 Noncontrolling interests in consolidated subsidiaries — — 79,534 — 79,534 Total owners’ equity 1,078,834 1,162,927 873,143 (1,956,536 ) 1,158,368 Total liabilities and owners’ equity $ 1,590,370 $ 1,193,005 $ 2,001,772 $ (1,983,315 ) $ 2,801,832 December 31, 2015 Parent Guarantors Non-guarantors Consolidating Adjustments Consolidated ASSETS Current assets: Cash and cash equivalents $ 4,559 $ — $ 55,101 $ (1,564 ) $ 58,096 Restricted cash — — 32 — 32 Accounts receivable, net 640 20,015 306,058 — 326,713 Receivable from affiliates 1,616 1,119 6,141 (2,962 ) 5,914 Inventories — (48 ) 70,287 — 70,239 Other current assets 8,477 359 10,551 — 19,387 Total current assets 15,292 21,445 448,170 (4,526 ) 480,381 Property, plant and equipment, net 4,335 536,628 1,025,858 — 1,566,821 Equity method investments 1,546,853 426,801 438,291 (1,860,867 ) 551,078 Goodwill — 13,052 34,980 — 48,032 Other intangible assets, net 20 144,183 18,020 — 162,223 Other noncurrent assets 39,358 881 5,135 — 45,374 Total assets $ 1,605,858 $ 1,142,990 $ 1,970,454 $ (1,865,393 ) $ 2,853,909 LIABILITIES AND OWNERS’ EQUITY Current liabilities: Accounts payable $ 734 $ 11,221 $ 261,711 $ — $ 273,666 Payable to affiliates 78 155 7,762 (2,962 ) 5,033 Accrued liabilities 5,551 10,957 68,534 5 85,047 Other current liabilities 569 — 12,712 — 13,281 Total current liabilities 6,932 22,333 350,719 (2,957 ) 377,027 Long-term debt, net 325,460 7,340 748,856 (23,840 ) 1,057,816 Deferred income taxes 155,411 — 45,542 — 200,953 Other noncurrent liabilities 2,528 — 19,229 — 21,757 Commitments and contingencies Owners’ equity excluding noncontrolling interests in consolidated subsidiaries 1,115,527 1,113,317 725,279 (1,838,596 ) 1,115,527 Noncontrolling interests in consolidated subsidiaries — — 80,829 — 80,829 Total owners’ equity 1,115,527 1,113,317 806,108 (1,838,596 ) 1,196,356 Total liabilities and owners’ equity $ 1,605,858 $ 1,142,990 $ 1,970,454 $ (1,865,393 ) $ 2,853,909 |
Schedule of Condensed Income Statement [Table Text Block] | Condensed Consolidating Guarantor Statements of Operations Three Months Ended March 31, 2016 Parent Guarantors Non-guarantors Consolidating Adjustments Consolidated Revenues: Product $ — $ 33,398 $ 206,244 $ (2,746 ) $ 236,896 Service — 12,868 51,205 — 64,073 Other — — 13,882 — 13,882 Total revenues — 46,266 271,331 (2,746 ) 314,851 Expenses: Costs of products sold, exclusive of depreciation and amortization shown below — 24,609 175,084 (2,746 ) 196,947 Operating — 7,693 42,499 — 50,192 General and administrative 5,872 2,246 12,942 — 21,060 Depreciation and amortization 380 8,874 14,793 — 24,047 Loss on disposal or impairment of long-lived assets, net — 13,052 255 — 13,307 Total expenses 6,252 56,474 245,573 (2,746 ) 305,553 Earnings from equity method investments 6,590 19,180 20,839 (23,538 ) 23,071 Loss on issuance of common units by equity method investee (41 ) — — — (41 ) Operating income 297 8,972 46,597 (23,538 ) 32,328 Other expenses (income), net: Interest expense (income) (577 ) 8,003 11,746 (237 ) 18,935 Foreign currency transaction loss — — 1,469 — 1,469 Loss on sale or impairment of equity method investment 39,764 — — — 39,764 Other income, net (237 ) — (187 ) 237 (187 ) Total other expenses, net 38,950 8,003 13,028 — 59,981 Income (loss) from continuing operations before income taxes (38,653 ) 969 33,569 (23,538 ) (27,653 ) Income tax expense (benefit) (23,385 ) — 1,978 — (21,407 ) Income (loss) from continuing operations (15,268 ) 969 31,591 (23,538 ) (6,246 ) Loss from discontinued operations, net of income taxes — (2 ) — — (2 ) Net income (loss) (15,268 ) 967 31,591 (23,538 ) (6,248 ) Less: net income attributable to noncontrolling interests — — 9,020 — 9,020 Net income (loss) attributable to SemGroup $ (15,268 ) $ 967 $ 22,571 $ (23,538 ) $ (15,268 ) Net income (loss) $ (15,268 ) $ 967 $ 31,591 $ (23,538 ) $ (6,248 ) Other comprehensive income (loss), net of income taxes (20,466 ) 216 16,141 — (4,109 ) Comprehensive income (loss) (35,734 ) 1,183 47,732 (23,538 ) (10,357 ) Less: comprehensive income attributable to noncontrolling interests — — 9,020 — 9,020 Comprehensive income (loss) attributable to SemGroup $ (35,734 ) $ 1,183 $ 38,712 $ (23,538 ) $ (19,377 ) Three Months Ended March 31, 2015 Parent Guarantors Non-guarantors Consolidating Adjustments Consolidated Revenues: Product $ — $ 51,053 $ 175,052 $ (5,974 ) $ 220,131 Service — 14,459 47,418 — 61,877 Other — — 16,302 — 16,302 Total revenues — 65,512 238,772 (5,974 ) 298,310 Expenses: Costs of products sold, exclusive of depreciation and amortization shown below — 40,668 157,378 (5,974 ) 192,072 Operating — 8,114 44,976 — 53,090 General and administrative 17,602 2,064 12,644 — 32,310 Depreciation and amortization 294 7,033 16,407 — 23,734 Loss (gain) on disposal or impairment of long-lived assets, net — (1 ) 1,059 — 1,058 Total expenses 17,896 57,878 232,464 (5,974 ) 302,264 Earnings from equity method investments 14,805 12,528 20,864 (27,638 ) 20,559 Operating income (loss) (3,091 ) 20,162 27,172 (27,638 ) 16,605 Other expenses (income), net: Interest expense 1,422 5,491 8,444 (766 ) 14,591 Foreign currency transaction gain — — (519 ) — (519 ) Gain on sale or impairment of equity method investment (7,894 ) — — — (7,894 ) Other income, net (792 ) — (65 ) 766 (91 ) Total other expense (income), net (7,264 ) 5,491 7,860 — 6,087 Income from continuing operations before income taxes 4,173 14,671 19,312 (27,638 ) 10,518 Income tax expense 2,707 — 2,035 — 4,742 Net income 1,466 14,671 17,277 (27,638 ) 5,776 Less: net income attributable to noncontrolling interests — — 4,310 — 4,310 Net income attributable to SemGroup $ 1,466 $ 14,671 $ 12,967 $ (27,638 ) $ 1,466 Net income $ 1,466 $ 14,671 $ 17,277 $ (27,638 ) $ 5,776 Other comprehensive income (loss), net of income taxes 8,646 — (17,706 ) — (9,060 ) Comprehensive income (loss) 10,112 14,671 (429 ) (27,638 ) (3,284 ) Less: comprehensive income attributable to noncontrolling interests — — 4,310 — 4,310 Comprehensive income (loss) attributable to SemGroup $ 10,112 $ 14,671 $ (4,739 ) $ (27,638 ) $ (7,594 ) |
Schedule of Condensed Cash Flow Statement [Table Text Block] | Condensed Consolidating Guarantor Statements of Cash Flows Three Months Ended March 31, 2016 Parent Guarantors Non-guarantors Consolidating Adjustments Consolidated Net cash provided by operating activities $ 24,745 $ 10,727 $ 29,516 $ (17,448 ) $ 47,540 Cash flows from investing activities: Capital expenditures (518 ) (9,781 ) (63,221 ) — (73,520 ) Proceeds from sale of long-lived assets — — 40 — 40 Contributions to equity method investments — — (1,356 ) — (1,356 ) Distributions in excess of equity in earnings of affiliates 2,158 — 6,074 (2,158 ) 6,074 Net cash provided by (used in) investing activities 1,640 (9,781 ) (58,463 ) (2,158 ) (68,762 ) Cash flows from financing activities: Borrowings on credit facilities 90,500 — 83,500 — 174,000 Principal payments on credit facilities and other obligations (50,500 ) — (59,511 ) — (110,011 ) Distributions to noncontrolling interests — — (10,833 ) — (10,833 ) Repurchase of common stock for payment of statutory taxes due on equity-based compensation (807 ) — — — (807 ) Dividends paid (19,887 ) — — — (19,887 ) Proceeds from issuance of common stock under employee stock purchase plan 269 — — — 269 Intercompany borrowings (advances), net (47,911 ) (946 ) 29,775 19,082 — Net cash provided by (used in) financing activities (28,336 ) (946 ) 42,931 19,082 32,731 Effect of exchange rate changes on cash and cash equivalents — — 2,884 — 2,884 Change in cash and cash equivalents (1,951 ) — 16,868 (524 ) 14,393 Cash and cash equivalents at beginning of period 4,559 — 55,101 (1,564 ) 58,096 Cash and cash equivalents at end of period $ 2,608 $ — $ 71,969 $ (2,088 ) $ 72,489 Three Months Ended March 31, 2015 Parent Guarantors Non-guarantors Consolidating Adjustments Consolidated Net cash provided by operating activities $ 5,224 $ 4,610 $ 15,719 $ (7,009 ) $ 18,544 Cash flows from investing activities: Capital expenditures (769 ) (34,152 ) (49,406 ) — (84,327 ) Proceeds from sale of long-lived assets — 12 105 — 117 Proceeds from the sale of Wattenberg Holding, LLC and Glass Mountain Holding, LLC to Rose Rock Midstream L.P. 251,181 — — (251,181 ) — Contributions to equity method investments — — (15,182 ) — (15,182 ) Proceeds from sale of common units of equity method investee 29,012 — — — 29,012 Distributions in excess of equity in earnings of affiliates 5,435 — 5,201 (5,435 ) 5,201 Net cash provided by (used in) investing activities 284,859 (34,140 ) (59,282 ) (256,616 ) (65,179 ) Cash flows from financing activities: Debt issuance costs (601 ) — — — (601 ) Borrowings on credit facilities 110,000 — 312,000 — 422,000 Principal payments on credit facilities and other obligations (79,000 ) — (83,012 ) — (162,012 ) Proceeds from issuance of Rose Rock Midstream, L.P. common units, net of offering costs — — 89,119 — 89,119 Distributions to noncontrolling interests — — (8,953 ) — (8,953 ) Repurchase of common stock for payment of statutory taxes due on equity-based compensation (3,630 ) — — — (3,630 ) Dividends paid (14,846 ) — — — (14,846 ) Proceeds from issuance of common stock under employee stock purchase plan 313 — — — 313 Intercompany borrowing (advances), net (59,161 ) 29,530 (235,187 ) 264,818 — Net cash provided by (used in) financing activities (46,925 ) 29,530 73,967 264,818 321,390 Effect of exchange rate changes on cash and cash equivalents — — 172 — 172 Change in cash and cash equivalents 243,158 — 30,576 1,193 274,927 Cash and cash equivalents at beginning of period 9,254 — 35,445 (4,101 ) 40,598 Cash and cash equivalents at end of period $ 252,412 $ — $ 66,021 $ (2,908 ) $ 315,525 |
Overview Overview (Details)
Overview Overview (Details) $ in Millions | Dec. 31, 2015USD ($) |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Unamortized Debt Issuance Expense | $ 16.8 |
Rose Rock Midstream, L.P. -Dist
Rose Rock Midstream, L.P. -Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands | May. 13, 2016 | Feb. 12, 2016 | Nov. 13, 2015 | Aug. 14, 2015 | May. 15, 2015 | Feb. 13, 2015 | Mar. 31, 2016 | |
Distribution of Q4 2014 earnings [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Distribution per unit | $ 0.6200 | |||||||
Total distributions to partners | $ 24,269 | |||||||
Distribution of Q1 2015 earnings [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Distribution per unit | $ 0.6350 | |||||||
Total distributions to partners | $ 28,379 | |||||||
Distribution of Q2 2015 earnings [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Distribution per unit | $ 0.6500 | |||||||
Total distributions to partners | $ 29,483 | |||||||
Distribution of Q3 2015 Earnings [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Distribution per unit | $ 0.6600 | |||||||
Total distributions to partners | $ 30,221 | |||||||
Distribution of Q4 2015 Earnings [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Distribution per unit | $ 0.6600 | |||||||
Total distributions to partners | $ 30,224 | |||||||
Distribution of Q1 2016 Earnings [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Distribution Made to Limited Partner, Distribution Date | May 13, 2016 | |||||||
Distribution Made to Limited Partner, Date of Record | May 3, 2016 | |||||||
Subsequent Event [Member] | Distribution of Q1 2016 Earnings [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Distribution per unit | [1] | $ 0.6600 | ||||||
Total distributions to partners | $ 30,251 | |||||||
Parent [Member] | General Partner [Member] | Distribution of Q4 2014 earnings [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
General partner distributions | 485 | |||||||
Incentive distributions | 3,487 | |||||||
Parent [Member] | General Partner [Member] | Distribution of Q1 2015 earnings [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
General partner distributions | 568 | |||||||
Incentive distributions | 4,450 | |||||||
Parent [Member] | General Partner [Member] | Distribution of Q2 2015 earnings [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
General partner distributions | 590 | |||||||
Incentive distributions | 4,979 | |||||||
Parent [Member] | General Partner [Member] | Distribution of Q3 2015 Earnings [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
General partner distributions | 604 | |||||||
Incentive distributions | 5,333 | |||||||
Parent [Member] | General Partner [Member] | Distribution of Q4 2015 Earnings [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
General partner distributions | 604 | |||||||
Incentive distributions | 5,333 | |||||||
Parent [Member] | General Partner [Member] | Subsequent Event [Member] | Distribution of Q1 2016 Earnings [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
General partner distributions | 605 | |||||||
Incentive distributions | 5,338 | |||||||
Parent [Member] | Limited Partner [Member] | Distribution of Q4 2014 earnings [Member] | Common Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | 6,551 | |||||||
Parent [Member] | Limited Partner [Member] | Distribution of Q4 2014 earnings [Member] | Subordinated Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | 5,202 | |||||||
Parent [Member] | Limited Partner [Member] | Distribution of Q1 2015 earnings [Member] | Common Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | 13,148 | |||||||
Parent [Member] | Limited Partner [Member] | Distribution of Q1 2015 earnings [Member] | Subordinated Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | 0 | |||||||
Parent [Member] | Limited Partner [Member] | Distribution of Q2 2015 earnings [Member] | Common Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | 13,458 | |||||||
Parent [Member] | Limited Partner [Member] | Distribution of Q2 2015 earnings [Member] | Subordinated Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | 0 | |||||||
Parent [Member] | Limited Partner [Member] | Distribution of Q3 2015 Earnings [Member] | Common Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | 13,665 | |||||||
Parent [Member] | Limited Partner [Member] | Distribution of Q3 2015 Earnings [Member] | Subordinated Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | 0 | |||||||
Parent [Member] | Limited Partner [Member] | Distribution of Q4 2015 Earnings [Member] | Common Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | 13,665 | |||||||
Parent [Member] | Limited Partner [Member] | Distribution of Q4 2015 Earnings [Member] | Subordinated Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | 0 | |||||||
Parent [Member] | Limited Partner [Member] | Subsequent Event [Member] | Distribution of Q1 2016 Earnings [Member] | Common Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Distribution Made to Limited Partner, Cash Distributions Declared | 13,665 | |||||||
Parent [Member] | Limited Partner [Member] | Subsequent Event [Member] | Distribution of Q1 2016 Earnings [Member] | Subordinated Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Distribution Made to Limited Partner, Cash Distributions Declared | 0 | |||||||
Noncontrolling Interest [Member] | Limited Partner [Member] | Distribution of Q4 2014 earnings [Member] | Common Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | $ 8,544 | |||||||
Noncontrolling Interest [Member] | Limited Partner [Member] | Distribution of Q1 2015 earnings [Member] | Common Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | $ 10,213 | |||||||
Noncontrolling Interest [Member] | Limited Partner [Member] | Distribution of Q2 2015 earnings [Member] | Common Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | $ 10,456 | |||||||
Noncontrolling Interest [Member] | Limited Partner [Member] | Distribution of Q3 2015 Earnings [Member] | Common Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | $ 10,619 | |||||||
Noncontrolling Interest [Member] | Limited Partner [Member] | Distribution of Q4 2015 Earnings [Member] | Common Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Limited partner distributions | $ 10,622 | |||||||
Noncontrolling Interest [Member] | Limited Partner [Member] | Subsequent Event [Member] | Distribution of Q1 2016 Earnings [Member] | Common Units [Member] | ||||||||
Distributions to Limited or General Partners and Incentive Distributions [Abstract] | ||||||||
Distribution Made to Limited Partner, Cash Distributions Declared | $ 10,643 | |||||||
[1] | *Expected distributions related to the quarter ended March 31, 2016, which will be paid on May 13, 2016 to unitholders of record as of May 3, 2016. |
Rose Rock Midstream, L.P. - Sum
Rose Rock Midstream, L.P. - Summarized balance sheet information (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Summarized Balance Sheet Information | ||
Other current assets | $ 18,754 | $ 19,387 |
Property, plant and equipment, net | 1,629,751 | 1,566,821 |
Equity method investments | 503,914 | 551,078 |
Goodwill | 35,008 | 48,032 |
Other noncurrent assets, net | 24,561 | 45,374 |
Total assets | 2,801,832 | 2,853,909 |
Current liabilities | 316,726 | 377,027 |
Long-term debt, net | 1,122,588 | 1,057,816 |
Total liabilities and owners’ equity | 2,801,832 | 2,853,909 |
Rose Rock Midstream, L.P. [Member] | ||
Summarized Balance Sheet Information | ||
Cash | 10,672 | 9,059 |
Other current assets | 279,802 | 310,555 |
Property, plant and equipment, net | 443,415 | 441,596 |
Equity method investments | 433,572 | 438,291 |
Goodwill | 26,628 | 26,628 |
Other noncurrent assets, net | 18,748 | 19,461 |
Total assets | 1,212,837 | 1,245,590 |
Current liabilities | 229,164 | 283,029 |
Long-term debt, net | 756,921 | 732,356 |
Partners’ capital attributable to SemGroup | 147,218 | 149,376 |
Partners’ capital attributable to noncontrolling interests | 79,534 | 80,829 |
Total liabilities and owners’ equity | $ 1,212,837 | $ 1,245,590 |
Rose Rock Midstream, L.P. - S38
Rose Rock Midstream, L.P. - Summarized income statement information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Summarized Income Statement Information | ||
Revenue | $ 314,851 | $ 298,310 |
Cost of products sold | 196,947 | 192,072 |
Depreciation and amortization | 24,047 | 23,734 |
Earnings from equity method investments | 23,071 | 20,559 |
Net income (loss) | (6,248) | 5,776 |
Rose Rock Midstream, L.P. [Member] | ||
Summarized Income Statement Information | ||
Revenue | 203,951 | 134,693 |
Cost of products sold | 151,391 | 96,237 |
Operating, general and administrative expenses | 26,601 | 26,571 |
Depreciation and amortization | 7,893 | 10,143 |
Earnings from equity method investments | 20,839 | 20,864 |
Net income (loss) | $ 26,468 | $ 14,600 |
Rose Rock Midstream, L.P. (Deta
Rose Rock Midstream, L.P. (Details Textual) | 3 Months Ended |
Mar. 31, 2016$ / Unit | |
Limited Partner [Member] | Rose Rock Midstream, L.P. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Limited partner ownership interest | 55.10% |
General Partner [Member] | Rose Rock Midstream, L.P. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
General partner ownership interest | 2.00% |
First Target Distribution [Member] | Minimum [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Partners' minimum quarterly distribution per unit | 0.3625 |
Equity Method Investments - Inv
Equity Method Investments - Investment balances (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | $ 503,914 | $ 551,078 |
White Cliffs Pipeline, L.L.C. [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | 293,811 | 297,109 |
NGL Energy Partners LP [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | 70,342 | 112,787 |
Glass Mountain Pipeline LLC [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity method investments | $ 139,761 | $ 141,182 |
Equity Method Investments - Equ
Equity Method Investments - Equity earnings, by investment (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Schedule of Equity Method Investments [Line Items] | |||
Earnings from equity method investments | $ 23,071 | $ 20,559 | |
White Cliffs Pipeline, L.L.C. [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Earnings from equity method investments | 19,780 | 19,090 | |
NGL Energy Partners LP [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Earnings from equity method investments | 2,232 | [1] | (305) |
Glass Mountain Pipeline LLC [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Earnings from equity method investments | $ 1,059 | $ 1,774 | |
[1] | * Excluding loss on issuance of common units of $41.0 thousand for the three months ended March 31, 2016 |
Equity Method Investments - Dis
Equity Method Investments - Distributions received, by investment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Schedule of Equity Method Investments [Line Items] | ||
Cash distributions received from equity method investments | $ 31,786 | $ 31,080 |
White Cliffs Pipeline, L.L.C. [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Cash distributions received from equity method investments | 24,098 | 24,154 |
NGL Energy Partners LP [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Cash distributions received from equity method investments | 4,873 | 5,015 |
Glass Mountain Pipeline LLC [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Cash distributions received from equity method investments | $ 2,815 | $ 1,911 |
Equity Method Investments - Sum
Equity Method Investments - Summarized financial information - White Cliffs (Details) - White Cliffs Pipeline, L.L.C. [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Summarized income statement information | ||
Equity Method Investment, Summarized Financial Information, Revenue | $ 58,056 | $ 54,614 |
Equity Method Investment, Summarized Financial Information, Operating, General and Administrative Expenses | 9,852 | 8,353 |
Equity Method Investment, Summarized Financial Information, Depreciation and Amortization Expense | 8,963 | 8,538 |
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | $ 39,247 | $ 37,723 |
Equity Method Investments - S44
Equity Method Investments - Summarized financial information - NGL Energy (Details) - NGL Energy Partners LP [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Summarized income statement information | ||
Equity Method Investment, Summarized Financial Information, Revenue | $ 2,685,006 | $ 4,552,146 |
Equity Method Investment, Summarized Financial Information, Cost of Sales | 2,433,500 | 4,311,668 |
Equity Method Investment, Summarized Financial Information, Operating, General and Administrative Expenses | 131,146 | 172,064 |
Equity Method Investment, Summarized Financial Information, Depreciation and Amortization Expense | 59,180 | 50,335 |
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | $ 29,621 | $ (5,269) |
Equity Method Investments - S45
Equity Method Investments - Summarized financial information - Glass Mountain (Details) - Glass Mountain Pipeline LLC [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investment, Summarized Financial Information, Revenue | $ 8,572 | $ 11,121 |
Equity Method Investment, Summarized Financial Information, Cost of Sales | 565 | 1,982 |
Equity Method Investment, Summarized Financial Information, Operating, General and Administrative Expenses | 1,845 | 1,438 |
Equity Method Investment, Summarized Financial Information, Depreciation and Amortization Expense | 3,936 | 4,044 |
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | $ 2,225 | $ 3,655 |
Equity Method Investments (Deta
Equity Method Investments (Details Textual) $ / shares in Units, bbl in Thousands, $ in Thousands | 3 Months Ended | ||||
Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($)bbl$ / sharesshares | Dec. 31, 2015$ / sharesshares | Mar. 31, 2015USD ($)shares | Apr. 27, 2016$ / shares | |
Schedule of Equity Method Investments [Line Items] | |||||
Loss on issuance of common units by equity method investee | $ (41) | $ 0 | |||
General and administrative | 21,060 | 32,310 | |||
Net proceeds from sale of common units of equity method investee | 0 | 29,012 | |||
White Cliffs Pipeline, L.L.C. [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
General and administrative | 500 | $ 300 | |||
NGL Energy Partners LP [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Common units representing limited partner interests | shares | 105,383,639 | ||||
NGL Energy Partners LP [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Loss on issuance of common units by equity method investee | $ 0 | ||||
Common units | shares | 4,652,568 | ||||
Closing price per common unit | $ / shares | $ 7.52 | $ 11.04 | $ 13 | ||
Units of equity investee divested | shares | 999,533 | ||||
Net proceeds from sale of common units of equity method investee | $ 29,000 | ||||
Transaction related costs | 400 | ||||
Gain on sale of common units of equity method investee | $ 7,900 | ||||
NGL Energy Partners LP [Member] | Limited Partner Interests [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Limited partner ownership interest | 4.40% | ||||
NGL Energy Partners LP [Member] | General Partner [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
General partner ownership interest | 11.78% | ||||
White Cliffs Pipeline, L.L.C. [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Percentage of limited partner ownership interest | 51.00% | ||||
Glass Mountain Pipeline LLC [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Project funding contributions | $ 300 | ||||
Percentage of limited partner ownership interest | 50.00% | ||||
Pipeline expansion [Member] | White Cliffs Pipeline, L.L.C. [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Project funding contributions | $ 500 | ||||
Incremental capacity expected to be added | bbl | 65 | ||||
Expected capital contributions, year one | $ 1,700 | ||||
Subsequent Event [Member] | NGL Energy Partners LP [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Gain on sale of common units of equity method investee | $ 9,100 | ||||
Fair Value, Inputs, Level 1 [Member] | NGL Energy Partners LP [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Fair market value of common units | $ 35,000 |
Impairments Impairment (Details
Impairments Impairment (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | Apr. 27, 2016 | Dec. 31, 2015 | |
Impairments [Line Items] | ||||
Loss (gain) on sale or impairment of equity method investment | $ 39,764 | $ (7,894) | ||
SemGas [Member] | ||||
Impairments [Line Items] | ||||
Goodwill, Impairment Loss | 13,100 | |||
NGL Energy Partners LP [Member] | ||||
Impairments [Line Items] | ||||
Loss (gain) on sale or impairment of equity method investment | $ 39,800 | |||
Share Price | $ 7.52 | $ 13 | $ 11.04 |
Segments (Details)
Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | ||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 314,851 | $ 298,310 | ||
Depreciation and amortization | 24,047 | 23,734 | ||
Earnings from equity method investments | 23,071 | 20,559 | ||
Total assets | 2,801,832 | $ 2,853,909 | ||
Income tax expense (benefit) | (21,407) | 4,742 | ||
Net unrealized loss (gain) related to derivative instruments | (4,548) | 2,645 | ||
Interest expense | 18,935 | 14,591 | ||
Foreign currency transaction loss (gain) | 1,469 | (519) | ||
Loss (gain) on sale or impairment of equity method investment | 39,764 | (7,894) | ||
Other income, net | (187) | (91) | ||
Loss from discontinued operations, net of taxes | 2 | 0 | ||
Net income (loss) | (6,248) | 5,776 | ||
Equity method investments | 503,914 | 551,078 | ||
Crude Transportation [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 5,859 | 8,618 | ||
Earnings from equity method investments | 20,839 | 20,864 | ||
Total assets | 900,365 | 877,017 | ||
Segment profit | [1] | 25,418 | 24,524 | |
Equity method investments | 433,572 | 438,291 | ||
SemStream [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Earnings from equity method investments | [2] | 2,191 | (305) | |
Total assets | 70,342 | 112,787 | ||
Segment profit | [1] | 2,181 | (308) | |
Equity method investments | 70,342 | 112,787 | ||
SemCAMS [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 3,951 | 3,066 | ||
Total assets | 372,467 | 331,749 | ||
Income tax expense (benefit) | 965 | 551 | ||
Segment profit | [1] | 9,904 | 7,885 | |
SemGas [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 8,922 | 7,138 | ||
Total assets | 700,881 | 719,789 | ||
Segment profit | [1] | (992) | 14,880 | |
SemLogistics [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 1,960 | 2,040 | ||
Total assets | 153,939 | 155,794 | ||
Income tax expense (benefit) | 59 | (369) | ||
Segment profit | [1] | 2,659 | 861 | |
SemMexico [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 941 | 1,053 | ||
Total assets | 86,453 | 89,608 | ||
Income tax expense (benefit) | 607 | 990 | ||
Segment profit | [1] | 2,318 | 5,123 | |
Crude Facilities [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 1,884 | 1,369 | ||
Total assets | 152,361 | 155,186 | ||
Segment profit | [1] | 9,587 | 8,402 | |
Crude Supply and Logistics [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 40 | 39 | ||
Total assets | 297,163 | 328,419 | ||
Segment profit | [1] | 9,093 | 5,181 | |
Corporate, Non-Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 490 | 411 | ||
Total assets | 67,861 | 83,560 | ||
Income tax expense (benefit) | (23,038) | 3,570 | ||
Segment profit | [1] | (8,341) | (23,564) | |
Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 24,047 | 23,734 | ||
Earnings from equity method investments | 23,030 | 20,559 | ||
Total assets | 2,801,832 | $ 2,853,909 | ||
Income tax expense (benefit) | (21,407) | 4,742 | ||
Segment profit | [1] | 51,827 | 42,984 | |
Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 314,851 | 298,310 | ||
Operating Segments [Member] | Crude Transportation [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 17,196 | 20,327 | ||
Operating Segments [Member] | SemCAMS [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 30,866 | 29,724 | ||
Operating Segments [Member] | SemGas [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 43,520 | 60,276 | ||
Operating Segments [Member] | SemLogistics [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 6,380 | 5,152 | ||
Operating Segments [Member] | SemMexico [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 30,134 | 61,490 | ||
Operating Segments [Member] | Crude Facilities [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 10,133 | 11,405 | ||
Operating Segments [Member] | Crude Supply and Logistics [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 176,622 | 102,961 | ||
Operating Segments [Member] | Corporate, Non-Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 0 | 6,975 | ||
Intersegment Eliminations [Member] | Crude Transportation [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 7,213 | 3,721 | ||
Intersegment Eliminations [Member] | SemGas [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 2,746 | 5,981 | ||
Intersegment Eliminations [Member] | Crude Facilities [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 2,746 | 0 | ||
Intersegment Eliminations [Member] | Corporate, Non-Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ (12,705) | $ (9,702) | ||
[1] | (1) SemStream earnings from equity method investments includes gain (loss) on issuance of common units by equity method investee. Gains and losses on the disposal or impairment of equity investments are not reported within "earnings from equity method investments" in the condensed consolidated statements of operations and comprehensive income (loss). | |||
[2] | (1) Segment profit represents revenues excluding unrealized gains (losses) related to derivative instruments plus earnings from equity method investments less cost of sales excluding depreciation and amortization and less operating and general and administrative expenses. |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Inventory valuation adjustment | $ 0 | $ 1,187 | |
Components of Inventories | |||
Crude oil | 57,075 | $ 59,121 | |
Asphalt and other | 8,269 | 11,118 | |
Total Inventories | $ 65,344 | $ 70,239 | |
Crude Supply and Logistics [Member] | Crude Oil [Member] | |||
Inventory valuation adjustment | $ 1,200 |
Financial Instruments - Fair va
Financial Instruments - Fair value of financial assets and liabilties (Details) - Commodity Derivatives [Member] - Fair Value, Inputs, Level 1 [Member] - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | |
Fair Value of Financial Assets and Liabilities | |||
Derivative Asset, Fair Value, Gross Asset | $ 6,041 | $ 131 | |
Derivative Asset, Fair Value, Gross Liability | [1] | (1,832) | (131) |
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 4,209 | 0 | |
Derivative Liability, Fair Value, Gross Liability | 1,832 | 470 | |
Derivative Liability, Fair Value, Gross Asset | [1] | (1,832) | (131) |
Derivative Liability, Fair Value, Amount Not Offset Against Collateral | $ 0 | $ 339 | |
[1] | *Relates primarily to exchange traded futures. Gain and loss positions on multiple contracts are settled net on a daily basis with the exchange. |
Financial Instruments - Level 2
Financial Instruments - Level 2 and 3 (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Schedule of Changes in Fair Value of Financial Assets (Liabilities) Classified as Level 3 | ||
Level 2 and level 3 fair value transactions | $ 0 | $ 0 |
Financial Instruments - Notiona
Financial Instruments - Notional amounts (Details) - bbl bbl in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Sales [Member] | ||
Derivative [Line Items] | ||
Derivative, Nonmonetary Notional Amount, Volume | 10,420 | 5,731 |
Purchases [Member] | ||
Derivative [Line Items] | ||
Derivative, Nonmonetary Notional Amount, Volume | 10,510 | 5,905 |
Financial Instruments - Fair 53
Financial Instruments - Fair value of commodity derivative assets and liabilities (Details) - Commodity Contract [Member] - Not Designated as Hedging Instrument [Member] - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset | $ 4,209 | $ 0 |
Other Current Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability | $ 0 | $ 339 |
Financial Instruments - Realize
Financial Instruments - Realized and unrealized gains and losses (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Commodity Contract [Member] | Sales [Member] | ||
Schedule of Realized and Unrealized Gains (Losses) from Commodity Derivatives | ||
Realized and unrealized gains (losses) from commodity derivatives | $ 3,354 | $ (66) |
Financial Instruments (Details
Financial Instruments (Details Textual) $ in Millions | 3 Months Ended | |
Mar. 31, 2016USD ($)Customer | Dec. 31, 2015USD ($) | |
Offsetting Assets [Line Items] | ||
Margin Deposit Assets | $ | $ (1) | $ 2.9 |
Commodity Contract [Member] | ||
Offsetting Assets [Line Items] | ||
Derivative Asset, Fair Value, Amount Offset Against Collateral | $ | $ 3.2 | $ 2.6 |
Customer Concentration Risk [Member] | Sales Revenue, Goods, Net [Member] | ||
Offsetting Assets [Line Items] | ||
Concentration Risk, Percentage | 35.00% | |
Customer Concentration Risk [Member] | Cost of Goods, Total [Member] | ||
Offsetting Assets [Line Items] | ||
Concentration Risk, Percentage | 14.00% | |
Number of Suppliers | Customer | 1 | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | ||
Offsetting Assets [Line Items] | ||
Concentration Risk, Percentage | 34.00% | |
Customer Concentration Risk [Member] | Crude Supply and Logistics [Member] | Sales Revenue, Goods, Net [Member] | ||
Offsetting Assets [Line Items] | ||
Number of Customers | Customer | 1 | |
Customer Concentration Risk [Member] | Crude Supply and Logistics [Member] | Cost of Goods, Total [Member] | ||
Offsetting Assets [Line Items] | ||
Purchases of product | $ | $ 27.9 | |
Customer Concentration Risk [Member] | Crude Supply and Logistics [Member] | Accounts Receivable [Member] | ||
Offsetting Assets [Line Items] | ||
Number of Customers | Customer | 1 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Taxes (Textual) [Abstract] | ||
Effective Income Tax Rate Reconciliation, Percent | 77.00% | 45.00% |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Unamortized Debt Issuance Expense | $ (16,800) | |
Capital leases | $ 72 | 83 |
Total long-term debt | 1,122,615 | 1,057,847 |
less: current portion of long-term debt | 27 | 31 |
Long-term debt, net | 1,122,588 | 1,057,816 |
Corporate, Non-Segment [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | 300,000 | 300,000 |
Unamortized Debt Issuance Expense | (4,333) | (4,540) |
Senior Notes | 295,667 | 295,460 |
SemMexico [Member] | ||
Debt Instrument [Line Items] | ||
Borrowings | 0 | 0 |
Revolving Credit Facility [Member] | Corporate, Non-Segment [Member] | ||
Debt Instrument [Line Items] | ||
Borrowings | 70,000 | 30,000 |
Rose Rock Midstream L P [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, net | 756,921 | 732,356 |
Rose Rock Midstream L P [Member] | Rose Rock Notes due 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | 400,000 | 400,000 |
Unamortized Debt Issuance Expense | (6,709) | (6,975) |
Senior Notes | 393,291 | 393,025 |
Rose Rock Midstream L P [Member] | Rose Rock Notes due 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | 350,000 | 350,000 |
Debt Instrument, Unamortized Discount | (5,317) | (5,455) |
Unamortized Debt Issuance Expense | (5,098) | (5,266) |
Senior Notes | 339,585 | 339,279 |
Rose Rock Midstream L P [Member] | Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Borrowings | $ 24,000 | $ 0 |
Long-Term Debt (Details Textual
Long-Term Debt (Details Textual) | 3 Months Ended | ||||
Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) | Mar. 31, 2016MXN | Dec. 31, 2015USD ($) | May. 14, 2015USD ($) | |
Debt Instrument [Line Items] | |||||
Interest Costs Capitalized | $ 800,000 | $ 300,000 | |||
Corporate, Non-Segment [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Face Amount | 300,000,000 | ||||
Corporate, Non-Segment [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Debt | $ 5,800,000 | 5,800,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 7.50% | 7.50% | |||
Corporate, Non-Segment [Member] | Letter of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Letters of credit outstanding | $ 5,300,000 | ||||
Corporate, Non-Segment [Member] | Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Debt | 1,400,000 | 1,000,000 | |||
Maximum borrowing capacity | 500,000,000 | ||||
Borrowings outstanding | $ 70,000,000 | $ 30,000,000 | |||
Corporate, Non-Segment [Member] | Revolving Credit Facility [Member] | Alternate Base Rate Borrowings [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 4.50% | 4.50% | |||
Borrowings outstanding | $ 40,000,000 | ||||
Corporate, Non-Segment [Member] | Revolving Credit Facility [Member] | Eurodollar Rate Borrowings [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 2.62% | 2.62% | |||
Borrowings outstanding | $ 30,000,000 | ||||
Corporate [Member] | Letter of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate in effect | 2.00% | 2.00% | |||
SemMexico [Member] | |||||
Debt Instrument [Line Items] | |||||
Borrowings outstanding | $ 0 | 0 | |||
SemMexico [Member] | Letter of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Letters of credit outstanding | $ 17,000,000 | MXN 292,800,000 | |||
Interest rate in effect | 0.25% | 0.25% | |||
SemMexico [Member] | 100 million MXP facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 5,800,000 | MXN 100,000,000 | |||
Borrowings outstanding | 0 | ||||
Rose Rock Midstream, L.P. [Member] | Bilateral Letter of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Letters of credit outstanding | $ 33,500,000 | ||||
Interest rate in effect | 1.75% | 1.75% | |||
Rose Rock Midstream, L.P. [Member] | Letter of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Letters of credit outstanding | $ 33,400,000 | ||||
Interest rate in effect | 2.50% | 2.50% | |||
Rose Rock Midstream, L.P. [Member] | Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Debt | $ 1,500,000 | 2,300,000 | |||
Borrowings outstanding | $ 24,000,000 | 0 | |||
Rose Rock Midstream, L.P. [Member] | Revolving Credit Facility [Member] | Alternate Base Rate Borrowings [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 5.00% | |||
Maximum borrowing capacity | $ 585,000,000 | ||||
Rose Rock Midstream, L.P. [Member] | Rose Rock Notes due 2022 [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Face Amount | 400,000,000 | ||||
Rose Rock Midstream, L.P. [Member] | Rose Rock Notes due 2022 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Debt | $ 5,900,000 | $ 5,800,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | 5.625% | |||
Rose Rock Midstream, L.P. [Member] | Rose Rock Notes due 2023 [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Unamortized Discount | $ 5,317,000 | $ 5,455,000 | |||
Rose Rock Midstream, L.P. [Member] | Rose Rock Notes due 2023 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Debt | $ 5,200,000 | ||||
Debt Instrument, Face Amount | $ 350,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | 5.625% | |||
Mexican bank prime rate [Member] | SemMexico [Member] | 100 million MXP facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | ||||
Fair Value, Inputs, Level 1 [Member] | Corporate, Non-Segment [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Fair Value | $ 242,000,000 | ||||
Fair Value, Inputs, Level 1 [Member] | Rose Rock Midstream, L.P. [Member] | Rose Rock Notes due 2022 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Fair Value | 270,000,000 | ||||
Fair Value, Inputs, Level 1 [Member] | Rose Rock Midstream, L.P. [Member] | Rose Rock Notes due 2023 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt, Fair Value | $ 228,000,000 |
Commitments and Contingencies -
Commitments and Contingencies - Purchase and sales commitments (Details) bbl in Thousands, $ in Thousands | Mar. 31, 2016USD ($)bbl |
Fixed Price Sales [Member] | |
Summary Of Purchase And Sale Commitments | |
Sale commitments, Volume (barrels) | bbl | 3,613 |
Sale commitments, Value | $ | $ 128,923 |
Floating Price Sales [Member] | |
Summary Of Purchase And Sale Commitments | |
Sale commitments, Volume (barrels) | bbl | 19,915 |
Sale commitments, Value | $ | $ 678,336 |
Fixed Price Purchases [Member] | |
Summary Of Purchase And Sale Commitments | |
Purchase commitments, Volume (barrels) | bbl | 2,459 |
Purchase commitments, Value | $ | $ 86,203 |
Floating Price Purchases [Member] | |
Summary Of Purchase And Sale Commitments | |
Purchase commitments, Volume (barrels) | bbl | 15,214 |
Purchase commitments, Value | $ | $ 579,964 |
Commitments and Contingencies C
Commitments and Contingencies Commitments and Contingencies - Take or Pay (Details) - Fractionation capacity [Member] $ in Thousands | Mar. 31, 2016USD ($) |
Long-term Purchase Commitment [Line Items] | |
Purchase Obligation, Remainder of the year | $ 8,894 |
Purchase Obligation, Due in Second Year | 11,938 |
Purchase Obligation, Due in Third Year | 10,060 |
Purchase Obligation, Due in Fourth Year | 9,121 |
Purchase Obligation, Due in Fifth Year | 8,451 |
Purchase Obligation, Due after Fifth Year | 15,940 |
Purchase Obligation | $ 64,404 |
Commitments and Contingencies61
Commitments and Contingencies (Details Textual) bbl in Thousands | Oct. 01, 2015bbl | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Commitments and Contingencies (Textual) [Abstract] | |||
Sites in various stages of follow-up | 4 | ||
Sites with limited soil and ground water impact | 2 | ||
Sites requiring additional investigation | 2 | ||
Site contingency number of sites checked | 6 | ||
Accrued Liabilities | $ 85,688,000 | $ 85,047,000 | |
Minimum [Member] | |||
Commitments and Contingencies (Textual) [Abstract] | |||
Notice required to cancel purchase agreements, days | 30 days | ||
Maximum [Member] | |||
Commitments and Contingencies (Textual) [Abstract] | |||
Notice required to cancel purchase agreements, days | 120 days | ||
Pipeline transportation capacity [Member] | Rose Rock Midstream L P [Member] | |||
Commitments and Contingencies (Textual) [Abstract] | |||
Unrecorded Unconditional Purchase Obligation, Minimum Quantity Required | bbl | 5 | ||
Term of unconditional purchase obligation | 5 years | ||
Unrecorded unconditional purchase obligation, annual amount | $ 9,400,000 | ||
Crude Transportation [Member] | |||
Commitments and Contingencies (Textual) [Abstract] | |||
Site contingency number of sites checked | 5 | ||
SemCAMS [Member] | |||
Commitments and Contingencies (Textual) [Abstract] | |||
Asset retirement obligation liability | $ 17,600,000 | ||
Estimated cost to retire facilities | $ 125,900,000 | ||
SemGas [Member] | |||
Commitments and Contingencies (Textual) [Abstract] | |||
Site contingency number of sites checked | 1 | ||
SemGas [Member] | Commitments [Member] | |||
Commitments and Contingencies (Textual) [Abstract] | |||
Accrued Liabilities | $ 394,000 | ||
Proposed Department of Transportation penalty [Member] | Rose Rock Midstream L P [Member] | |||
Commitments and Contingencies (Textual) [Abstract] | |||
Accrued Liabilities | $ 600,200 |
Equity - Equity rollforward (De
Equity - Equity rollforward (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
SemGroup owners’ equity: | ||
Balance at December 31, 2015 | $ 1,196,356 | |
Net income (loss) | (6,248) | $ 5,776 |
Other comprehensive loss, net of income taxes | (4,109) | $ (9,060) |
Distributions to noncontrolling interests | (10,833) | |
Dividends paid | (19,887) | |
Unvested dividend equivalent rights | 375 | |
Non-cash equity compensation | 2,831 | |
Issuance of common stock under compensation plans | 690 | |
Repurchase of common stock | (807) | |
Balance at March 31, 2016 | 1,158,368 | |
Common Stock [Member] | ||
SemGroup owners’ equity: | ||
Balance at December 31, 2015 | 439 | |
Net income (loss) | 0 | |
Other comprehensive loss, net of income taxes | 0 | |
Distributions to noncontrolling interests | 0 | |
Dividends paid | 0 | |
Unvested dividend equivalent rights | 0 | |
Non-cash equity compensation | 0 | |
Issuance of common stock under compensation plans | 2 | |
Repurchase of common stock | 0 | |
Balance at March 31, 2016 | 441 | |
Additional Paid-In Capital [Member] | ||
SemGroup owners’ equity: | ||
Balance at December 31, 2015 | 1,217,255 | |
Net income (loss) | 0 | |
Other comprehensive loss, net of income taxes | 0 | |
Distributions to noncontrolling interests | 0 | |
Dividends paid | (19,887) | |
Unvested dividend equivalent rights | 222 | |
Non-cash equity compensation | 2,466 | |
Issuance of common stock under compensation plans | 688 | |
Repurchase of common stock | 0 | |
Balance at March 31, 2016 | 1,200,744 | |
Treasury Stock [Member] | ||
SemGroup owners’ equity: | ||
Balance at December 31, 2015 | (5,593) | |
Net income (loss) | 0 | |
Other comprehensive loss, net of income taxes | 0 | |
Distributions to noncontrolling interests | 0 | |
Dividends paid | 0 | |
Unvested dividend equivalent rights | 0 | |
Non-cash equity compensation | 0 | |
Issuance of common stock under compensation plans | 0 | |
Repurchase of common stock | (807) | |
Balance at March 31, 2016 | (6,400) | |
Accumulated Deficit [Member] | ||
SemGroup owners’ equity: | ||
Balance at December 31, 2015 | (38,012) | |
Net income (loss) | (15,268) | |
Other comprehensive loss, net of income taxes | 0 | |
Distributions to noncontrolling interests | 0 | |
Dividends paid | 0 | |
Unvested dividend equivalent rights | 0 | |
Non-cash equity compensation | 0 | |
Issuance of common stock under compensation plans | 0 | |
Repurchase of common stock | 0 | |
Balance at March 31, 2016 | (53,280) | |
Accumulated Other Comprehensive Income (Loss) [Member] | ||
SemGroup owners’ equity: | ||
Balance at December 31, 2015 | (58,562) | |
Net income (loss) | 0 | |
Other comprehensive loss, net of income taxes | (4,109) | |
Distributions to noncontrolling interests | 0 | |
Dividends paid | 0 | |
Unvested dividend equivalent rights | 0 | |
Non-cash equity compensation | 0 | |
Issuance of common stock under compensation plans | 0 | |
Repurchase of common stock | 0 | |
Balance at March 31, 2016 | (62,671) | |
Noncontrolling Interest [Member] | ||
SemGroup owners’ equity: | ||
Balance at December 31, 2015 | 80,829 | |
Net income (loss) | 9,020 | |
Other comprehensive loss, net of income taxes | 0 | |
Distributions to noncontrolling interests | (10,833) | |
Unvested dividend equivalent rights | 153 | |
Non-cash equity compensation | 365 | |
Issuance of common stock under compensation plans | 0 | |
Repurchase of common stock | 0 | |
Balance at March 31, 2016 | $ 79,534 |
Equity - Accumulated other comp
Equity - Accumulated other comprehensive income (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Components of Accumulated Other Comprehensive Loss | |
Balance at December 31, 2015 | $ (58,562) |
Currency translation adjustment, net of income tax benefit of $2,508 | (4,114) |
Changes related to benefit plans, net of income tax expense of $2 | 5 |
Balance at March 31, 2016 | (62,671) |
Currency Translation [Member] | |
Components of Accumulated Other Comprehensive Loss | |
Balance at December 31, 2015 | (57,201) |
Currency translation adjustment, net of income tax benefit of $2,508 | (4,114) |
Changes related to benefit plans, net of income tax expense of $2 | 0 |
Balance at March 31, 2016 | (61,315) |
Employee Benefit Plans [Member] | |
Components of Accumulated Other Comprehensive Loss | |
Balance at December 31, 2015 | (1,361) |
Currency translation adjustment, net of income tax benefit of $2,508 | 0 |
Changes related to benefit plans, net of income tax expense of $2 | 5 |
Balance at March 31, 2016 | $ (1,356) |
Equity - Dividends (Details)
Equity - Dividends (Details) - $ / shares | May. 26, 2016 | Mar. 17, 2016 | Nov. 24, 2015 | Aug. 25, 2015 | May. 27, 2015 | Mar. 20, 2015 | Mar. 31, 2016 |
Dividends Payable [Line Items] | |||||||
Dividend Per Share, Paid | $ 0.45 | $ 0.45 | $ 0.42 | $ 0.38 | $ 0.34 | ||
Date Paid | Mar. 17, 2016 | Nov. 24, 2015 | Aug. 25, 2015 | May 29, 2015 | Mar. 20, 2015 | ||
First quarter 2015 dividend [Member] | |||||||
Dividends Payable [Line Items] | |||||||
Date of Record | Mar. 9, 2015 | ||||||
Second quarter 2015 dividend [Member] | |||||||
Dividends Payable [Line Items] | |||||||
Date of Record | May 18, 2015 | ||||||
Third quarter 2015 dividend [Member] [Member] | |||||||
Dividends Payable [Line Items] | |||||||
Date of Record | Aug. 17, 2015 | ||||||
Fourth quarter 2015 dividend [Member] | |||||||
Dividends Payable [Line Items] | |||||||
Date of Record | Nov. 16, 2015 | ||||||
first quarter 2016 dividend [Member] | |||||||
Dividends Payable [Line Items] | |||||||
Date of Record | Mar. 7, 2016 | ||||||
Second quarter dividend 2016 [Member] | |||||||
Dividends Payable [Line Items] | |||||||
Date of Record | May 16, 2016 | ||||||
Subsequent Event [Member] | |||||||
Dividends Payable [Line Items] | |||||||
Date Paid | May 26, 2016 | ||||||
Common Stock, Dividends, Per Share, Declared | $ 0.45 |
Equity (Details Textual)
Equity (Details Textual) $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($)$ / sharesshares | |
EQUITY (Textual) [Abstract] | |
Employee Stock Purchase Plan shares issued during period | 30,718 |
Outstanding unvested equity compensation awards | 796,797 |
Additional equity compensation awards that could vest if certain targets are achieved | 408,000 |
Equity compensation awards granted during the period | 517,303 |
Weighted average grant date fair value of equity awards granted during the period | $ / shares | $ 18.59 |
Income tax expense, related to change in benefit plans | $ | $ 2 |
Other Comprehensive Income (Loss), Foreign Currency Translation Gain (Loss) Arising During Period, Tax | $ | $ (2,508) |
Stock Compensation Plan [Member] | |
EQUITY (Textual) [Abstract] | |
Vested common stock | 131,806 |
Cash settled UUD [Member] | |
EQUITY (Textual) [Abstract] | |
Unvested Dividend Equivalent Value | $ | $ 373 |
Earnings Per Share - Basic (De
Earnings Per Share - Basic (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Basic earnings per share | ||
Income (loss) | $ (6,246) | $ 5,776 |
Loss from discontinued operations, net of income taxes | (2) | 0 |
Net income (loss) | (6,248) | 5,776 |
Less: net income attributable to noncontrolling interests | 9,020 | 4,310 |
Numerator | $ (15,268) | $ 1,466 |
Weighted average common stock outstanding | 43,870 | 43,717 |
Basic earnings (loss) per share, Net | $ (0.35) | $ 0.03 |
Continuing Operations [Member] | ||
Basic earnings per share | ||
Income (loss) | $ (6,246) | $ 5,776 |
Less: net income attributable to noncontrolling interests | 9,020 | 4,310 |
Numerator | $ (15,266) | $ 1,466 |
Weighted average common stock outstanding | 43,870 | 43,717 |
Basic earnings per share, Continuing Operations | $ (0.35) | $ 0.03 |
Discontinued Operations [Member] | ||
Basic earnings per share | ||
Loss from discontinued operations, net of income taxes | $ (2) | $ 0 |
Less: net income attributable to noncontrolling interests | 0 | 0 |
Numerator | $ (2) | $ 0 |
Weighted average common stock outstanding | 43,870 | 43,717 |
Basic earnings per share, Discontinued Operations | $ 0 | $ 0 |
Earnings Per Share - Diluted (D
Earnings Per Share - Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Diluted earnings per share | ||
Income (loss) | $ (6,246) | $ 5,776 |
Loss from discontinued operations, net of income taxes | (2) | 0 |
Net income (loss) | (6,248) | 5,776 |
Less: net income attributable to noncontrolling interests | 9,020 | 4,310 |
Numerator | $ (15,268) | $ 1,466 |
Weighted average common stock outstanding | 43,870 | 43,717 |
Effect of dilutive securities | 0 | 223 |
Denominator, Net, Diluted | 43,870 | 43,940 |
Diluted earnings (loss) per share, Net | $ (0.35) | $ 0.03 |
Continuing Operations [Member] | ||
Diluted earnings per share | ||
Income (loss) | $ (6,246) | $ 5,776 |
Less: net income attributable to noncontrolling interests | 9,020 | 4,310 |
Numerator | $ (15,266) | $ 1,466 |
Weighted average common stock outstanding | 43,870 | 43,717 |
Effect of dilutive securities | 0 | 223 |
Denominator, Net, Diluted | 43,870 | 43,940 |
Diluted earnings per share, Continuing Operations | $ (0.35) | $ 0.03 |
Discontinued Operations [Member] | ||
Diluted earnings per share | ||
Loss from discontinued operations, net of income taxes | $ (2) | $ 0 |
Less: net income attributable to noncontrolling interests | 0 | 0 |
Numerator | $ (2) | $ 0 |
Weighted average common stock outstanding | 43,870 | 43,717 |
Effect of dilutive securities | 0 | 223 |
Denominator, Net, Diluted | 43,870 | 43,940 |
Diluted earnings per share, Discontinued Operations | $ 0 | $ 0 |
Supplemental Cash Flow Inform68
Supplemental Cash Flow Information - Operating assets and liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Components of operating assets and liabilities | ||
Decrease (increase) in restricted cash | $ 32 | $ 342 |
Decrease (increase) in accounts receivable | 40,535 | 56,863 |
Decrease (increase) in receivable from affiliates | 2,237 | 1,663 |
Decrease (increase) in inventories | 4,834 | (25,857) |
Decrease (increase) in derivatives and margin deposits | 3,914 | (2,356) |
Decrease (increase) in other current assets | 1,582 | 2,280 |
Decrease (increase) in other assets | 12 | (628) |
Increase (decrease) in accounts payable and accrued liabilities | (55,581) | (51,435) |
Increase (decrease) in payable to affiliates | (1,626) | 2,728 |
Increase (decrease) in payables to pre-petition creditors | 0 | (2) |
Increase (decrease) in other noncurrent liabilities | (511) | 95 |
Total changes in operating assets and liabilities | $ (4,572) | $ (16,307) |
Supplemental Cash Flow Inform69
Supplemental Cash Flow Information (Details Textual) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Interest Paid | $ 13.3 | $ 15 |
Income Taxes Paid, Net | 1.1 | 3.3 |
Capital Expenditures Incurred but Not yet Paid | $ 7.3 | $ 16.6 |
Related Party Transactions - Tr
Related Party Transactions - Transactions with NGL Energy (Details) - NGL Energy [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Related Party Transaction | ||
Revenues | $ 8,529 | $ 45,469 |
Related Party Transaction, Purchases from Related Party | 6,830 | 35,234 |
Related Party Transaction Reimbursements from Transactions With Related Party | $ 0 | $ 42 |
Related Party Transactions (Det
Related Party Transactions (Details Textual) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Glass Mountain Pipeline LLC [Member] | ||
Related Party Transactions (Textual) [Abstract] | ||
Related Party Transaction, Expenses from Transactions with Related Party | $ 1.9 | $ 0.5 |
Related Party Transaction Reimbursements from Transactions With Related Party | 0.2 | 0.2 |
Related Party Transaction, Purchases from Related Party | 0.4 | 1.5 |
White Cliffs Pipeline, L.L.C. [Member] | ||
Related Party Transactions (Textual) [Abstract] | ||
Revenues | 1.1 | 1 |
Related Party Transaction, Expenses from Transactions with Related Party | 2.5 | 0.7 |
Related Party Transaction Reimbursements from Transactions With Related Party | 0.1 | 0.1 |
Law Firm [Member] | ||
Related Party Transactions (Textual) [Abstract] | ||
Legal fees | $ 0.2 | $ 0.3 |
Condensed Consolidating Guara72
Condensed Consolidating Guarantor Financial Statements - Balance Sheets (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||||
Cash and cash equivalents | $ 72,489 | $ 58,096 | $ 315,525 | $ 40,598 |
Restricted cash | 0 | 32 | ||
Accounts receivable, net | 288,838 | 326,713 | ||
Receivable from affiliates | 3,677 | 5,914 | ||
Inventories | 65,344 | 70,239 | ||
Other current assets | 18,754 | 19,387 | ||
Total current assets | 449,102 | 480,381 | ||
Property, plant and equipment, net | 1,629,751 | 1,566,821 | ||
Equity method investments | 503,914 | 551,078 | ||
Goodwill | 35,008 | 48,032 | ||
Other intangible assets, net | 159,496 | 162,223 | ||
Other noncurrent assets | 24,561 | 45,374 | ||
Total assets | 2,801,832 | 2,853,909 | ||
Current liabilities: | ||||
Accounts Payable | 215,751 | 273,666 | ||
Due to Related Parties | 3,407 | 5,033 | ||
Accrued Liabilities | 85,688 | 85,047 | ||
Deferred revenue | 11,880 | 13,281 | ||
Total current liabilities | 316,726 | 377,027 | ||
Long-term debt, net | 1,122,588 | 1,057,816 | ||
Deferred income taxes | 180,599 | 200,953 | ||
Other noncurrent liabilities | $ 23,551 | $ 21,757 | ||
Commitments and contingencies | ||||
Owners’ equity excluding noncontrolling interests in consolidated subsidiaries | $ 1,078,834 | $ 1,115,527 | ||
Noncontrolling interests in consolidated subsidiaries | 79,534 | 80,829 | ||
Total owners’ equity | 1,158,368 | 1,196,356 | ||
Total liabilities and owners’ equity | 2,801,832 | 2,853,909 | ||
Parent Company [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 2,608 | 4,559 | 252,412 | 9,254 |
Restricted cash | 0 | |||
Accounts receivable, net | 703 | 640 | ||
Receivable from affiliates | 2,209 | 1,616 | ||
Inventories | 0 | 0 | ||
Other current assets | 8,323 | 8,477 | ||
Total current assets | 13,843 | 15,292 | ||
Property, plant and equipment, net | 4,474 | 4,335 | ||
Equity method investments | 1,553,273 | 1,546,853 | ||
Goodwill | 0 | 0 | ||
Other intangible assets, net | 19 | 20 | ||
Other noncurrent assets | 18,761 | 39,358 | ||
Total assets | 1,590,370 | 1,605,858 | ||
Current liabilities: | ||||
Accounts Payable | 255 | 734 | ||
Due to Related Parties | 73 | 78 | ||
Accrued Liabilities | 10,370 | 5,551 | ||
Deferred revenue | 321 | 569 | ||
Total current liabilities | 11,019 | 6,932 | ||
Long-term debt, net | 365,667 | 325,460 | ||
Deferred income taxes | 132,249 | 155,411 | ||
Other noncurrent liabilities | $ 2,601 | $ 2,528 | ||
Commitments and contingencies | ||||
Owners’ equity excluding noncontrolling interests in consolidated subsidiaries | $ 1,078,834 | $ 1,115,527 | ||
Noncontrolling interests in consolidated subsidiaries | 0 | 0 | ||
Total owners’ equity | 1,078,834 | 1,115,527 | ||
Total liabilities and owners’ equity | 1,590,370 | 1,605,858 | ||
Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Restricted cash | 0 | |||
Accounts receivable, net | 14,561 | 20,015 | ||
Receivable from affiliates | 881 | 1,119 | ||
Inventories | 122 | (48) | ||
Other current assets | 161 | 359 | ||
Total current assets | 15,725 | 21,445 | ||
Property, plant and equipment, net | 539,195 | 536,628 | ||
Equity method investments | 495,139 | 426,801 | ||
Goodwill | 0 | 13,052 | ||
Other intangible assets, net | 142,133 | 144,183 | ||
Other noncurrent assets | 813 | 881 | ||
Total assets | 1,193,005 | 1,142,990 | ||
Current liabilities: | ||||
Accounts Payable | 9,587 | 11,221 | ||
Due to Related Parties | 25 | 155 | ||
Accrued Liabilities | 13,341 | 10,957 | ||
Deferred revenue | 0 | 0 | ||
Total current liabilities | 22,953 | 22,333 | ||
Long-term debt, net | 7,125 | 7,340 | ||
Deferred income taxes | 0 | 0 | ||
Other noncurrent liabilities | $ 0 | $ 0 | ||
Commitments and contingencies | ||||
Owners’ equity excluding noncontrolling interests in consolidated subsidiaries | $ 1,162,927 | $ 1,113,317 | ||
Noncontrolling interests in consolidated subsidiaries | 0 | 0 | ||
Total owners’ equity | 1,162,927 | 1,113,317 | ||
Total liabilities and owners’ equity | 1,193,005 | 1,142,990 | ||
Non-Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 71,969 | 55,101 | 66,021 | 35,445 |
Restricted cash | 32 | |||
Accounts receivable, net | 273,574 | 306,058 | ||
Receivable from affiliates | 3,742 | 6,141 | ||
Inventories | 65,222 | 70,287 | ||
Other current assets | 10,270 | 10,551 | ||
Total current assets | 424,777 | 448,170 | ||
Property, plant and equipment, net | 1,086,082 | 1,025,858 | ||
Equity method investments | 433,574 | 438,291 | ||
Goodwill | 35,008 | 34,980 | ||
Other intangible assets, net | 17,344 | 18,020 | ||
Other noncurrent assets | 4,987 | 5,135 | ||
Total assets | 2,001,772 | 1,970,454 | ||
Current liabilities: | ||||
Accounts Payable | 205,909 | 261,711 | ||
Due to Related Parties | 6,464 | 7,762 | ||
Accrued Liabilities | 61,976 | 68,534 | ||
Deferred revenue | 11,559 | 12,712 | ||
Total current liabilities | 285,908 | 350,719 | ||
Long-term debt, net | 773,421 | 748,856 | ||
Deferred income taxes | 48,350 | 45,542 | ||
Other noncurrent liabilities | $ 20,950 | $ 19,229 | ||
Commitments and contingencies | ||||
Owners’ equity excluding noncontrolling interests in consolidated subsidiaries | $ 793,609 | $ 725,279 | ||
Noncontrolling interests in consolidated subsidiaries | 79,534 | 80,829 | ||
Total owners’ equity | 873,143 | 806,108 | ||
Total liabilities and owners’ equity | 2,001,772 | 1,970,454 | ||
Consolidation, Eliminations [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | (2,088) | (1,564) | $ (2,908) | $ (4,101) |
Restricted cash | 0 | |||
Accounts receivable, net | 0 | 0 | ||
Receivable from affiliates | (3,155) | (2,962) | ||
Inventories | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | (5,243) | (4,526) | ||
Property, plant and equipment, net | 0 | 0 | ||
Equity method investments | (1,978,072) | (1,860,867) | ||
Goodwill | 0 | 0 | ||
Other intangible assets, net | 0 | 0 | ||
Other noncurrent assets | 0 | 0 | ||
Total assets | (1,983,315) | (1,865,393) | ||
Current liabilities: | ||||
Accounts Payable | 0 | 0 | ||
Due to Related Parties | (3,155) | (2,962) | ||
Accrued Liabilities | 1 | 5 | ||
Deferred revenue | 0 | 0 | ||
Total current liabilities | (3,154) | (2,957) | ||
Long-term debt, net | (23,625) | (23,840) | ||
Deferred income taxes | 0 | 0 | ||
Other noncurrent liabilities | $ 0 | $ 0 | ||
Commitments and contingencies | ||||
Owners’ equity excluding noncontrolling interests in consolidated subsidiaries | $ (1,956,536) | $ (1,838,596) | ||
Noncontrolling interests in consolidated subsidiaries | 0 | 0 | ||
Total owners’ equity | (1,956,536) | (1,838,596) | ||
Total liabilities and owners’ equity | $ (1,983,315) | $ (1,865,393) |
Condensed Consolidating Guara73
Condensed Consolidating Guarantor Financial Statements - Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenues: | ||
Product | $ 236,896 | $ 220,131 |
Service | 64,073 | 61,877 |
Other | 13,882 | 16,302 |
Revenue | 314,851 | 298,310 |
Expenses: | ||
Cost of products sold | 196,947 | 192,072 |
Operating | 50,192 | 53,090 |
General and administrative | 21,060 | 32,310 |
Depreciation and amortization | 24,047 | 23,734 |
Loss (gain) on disposal of long-lived assets, net | 13,307 | 1,058 |
Total expenses | 305,553 | 302,264 |
Earnings from equity method investments | 23,071 | 20,559 |
Loss on issuance of common units by equity method investee | (41) | 0 |
Operating income | 32,328 | 16,605 |
Other expenses (income), net: | ||
Interest expense | 18,935 | 14,591 |
Foreign currency transaction loss (gain) | 1,469 | (519) |
Loss (gain) on sale or impairment of equity method investment | 39,764 | (7,894) |
Other income, net | (187) | (91) |
Total other expenses, net | 59,981 | 6,087 |
Income (loss) from continuing operations before income taxes | (27,653) | 10,518 |
Income tax expense (benefit) | (21,407) | 4,742 |
Income (loss) from continuing operations | (6,246) | 5,776 |
Loss from discontinued operations, net of income taxes | (2) | 0 |
Net income (loss) | (6,248) | 5,776 |
Less: net income attributable to noncontrolling interests | 9,020 | 4,310 |
Net income (loss) attributable to SemGroup | (15,268) | 1,466 |
Other comprehensive loss, net of income taxes | (4,109) | (9,060) |
Comprehensive income (loss) | (10,357) | (3,284) |
Less: comprehensive income attributable to noncontrolling interests | 9,020 | 4,310 |
Comprehensive income (loss) attributable to SemGroup | (19,377) | (7,594) |
Parent Company [Member] | ||
Revenues: | ||
Product | 0 | 0 |
Service | 0 | 0 |
Other | 0 | 0 |
Revenue | 0 | 0 |
Expenses: | ||
Cost of products sold | 0 | 0 |
Operating | 0 | 0 |
General and administrative | 5,872 | 17,602 |
Depreciation and amortization | 380 | 294 |
Loss (gain) on disposal of long-lived assets, net | 0 | 0 |
Total expenses | 6,252 | 17,896 |
Earnings from equity method investments | 6,590 | 14,805 |
Loss on issuance of common units by equity method investee | (41) | |
Operating income | 297 | (3,091) |
Other expenses (income), net: | ||
Interest expense | (577) | 1,422 |
Foreign currency transaction loss (gain) | 0 | 0 |
Loss (gain) on sale or impairment of equity method investment | 39,764 | (7,894) |
Other income, net | (237) | (792) |
Total other expenses, net | 38,950 | (7,264) |
Income (loss) from continuing operations before income taxes | (38,653) | 4,173 |
Income tax expense (benefit) | (23,385) | 2,707 |
Income (loss) from continuing operations | (15,268) | |
Loss from discontinued operations, net of income taxes | 0 | |
Net income (loss) | (15,268) | 1,466 |
Less: net income attributable to noncontrolling interests | 0 | 0 |
Net income (loss) attributable to SemGroup | (15,268) | 1,466 |
Other comprehensive loss, net of income taxes | (20,466) | 8,646 |
Comprehensive income (loss) | (35,734) | 10,112 |
Less: comprehensive income attributable to noncontrolling interests | 0 | 0 |
Comprehensive income (loss) attributable to SemGroup | (35,734) | 10,112 |
Guarantor Subsidiaries [Member] | ||
Revenues: | ||
Product | 33,398 | 51,053 |
Service | 12,868 | 14,459 |
Other | 0 | 0 |
Revenue | 46,266 | 65,512 |
Expenses: | ||
Cost of products sold | 24,609 | 40,668 |
Operating | 7,693 | 8,114 |
General and administrative | 2,246 | 2,064 |
Depreciation and amortization | 8,874 | 7,033 |
Loss (gain) on disposal of long-lived assets, net | 13,052 | (1) |
Total expenses | 56,474 | 57,878 |
Earnings from equity method investments | 19,180 | 12,528 |
Loss on issuance of common units by equity method investee | 0 | |
Operating income | 8,972 | 20,162 |
Other expenses (income), net: | ||
Interest expense | 8,003 | 5,491 |
Foreign currency transaction loss (gain) | 0 | 0 |
Loss (gain) on sale or impairment of equity method investment | 0 | 0 |
Other income, net | 0 | 0 |
Total other expenses, net | 8,003 | 5,491 |
Income (loss) from continuing operations before income taxes | 969 | 14,671 |
Income tax expense (benefit) | 0 | 0 |
Income (loss) from continuing operations | 969 | |
Loss from discontinued operations, net of income taxes | (2) | |
Net income (loss) | 967 | 14,671 |
Less: net income attributable to noncontrolling interests | 0 | 0 |
Net income (loss) attributable to SemGroup | 967 | 14,671 |
Other comprehensive loss, net of income taxes | 216 | 0 |
Comprehensive income (loss) | 1,183 | 14,671 |
Less: comprehensive income attributable to noncontrolling interests | 0 | 0 |
Comprehensive income (loss) attributable to SemGroup | 1,183 | 14,671 |
Non-Guarantor Subsidiaries [Member] | ||
Revenues: | ||
Product | 206,244 | 175,052 |
Service | 51,205 | 47,418 |
Other | 13,882 | 16,302 |
Revenue | 271,331 | 238,772 |
Expenses: | ||
Cost of products sold | 175,084 | 157,378 |
Operating | 42,499 | 44,976 |
General and administrative | 12,942 | 12,644 |
Depreciation and amortization | 14,793 | 16,407 |
Loss (gain) on disposal of long-lived assets, net | 255 | 1,059 |
Total expenses | 245,573 | 232,464 |
Earnings from equity method investments | 20,839 | 20,864 |
Loss on issuance of common units by equity method investee | 0 | |
Operating income | 46,597 | 27,172 |
Other expenses (income), net: | ||
Interest expense | 11,746 | 8,444 |
Foreign currency transaction loss (gain) | 1,469 | (519) |
Loss (gain) on sale or impairment of equity method investment | 0 | 0 |
Other income, net | (187) | (65) |
Total other expenses, net | 13,028 | 7,860 |
Income (loss) from continuing operations before income taxes | 33,569 | 19,312 |
Income tax expense (benefit) | 1,978 | 2,035 |
Income (loss) from continuing operations | 31,591 | |
Loss from discontinued operations, net of income taxes | 0 | |
Net income (loss) | 31,591 | 17,277 |
Less: net income attributable to noncontrolling interests | 9,020 | 4,310 |
Net income (loss) attributable to SemGroup | 22,571 | 12,967 |
Other comprehensive loss, net of income taxes | 16,141 | (17,706) |
Comprehensive income (loss) | 47,732 | (429) |
Less: comprehensive income attributable to noncontrolling interests | 9,020 | 4,310 |
Comprehensive income (loss) attributable to SemGroup | 38,712 | (4,739) |
Consolidation, Eliminations [Member] | ||
Revenues: | ||
Product | (2,746) | (5,974) |
Service | 0 | 0 |
Other | 0 | 0 |
Revenue | (2,746) | (5,974) |
Expenses: | ||
Cost of products sold | (2,746) | (5,974) |
Operating | 0 | 0 |
General and administrative | 0 | 0 |
Depreciation and amortization | 0 | 0 |
Loss (gain) on disposal of long-lived assets, net | 0 | 0 |
Total expenses | (2,746) | (5,974) |
Earnings from equity method investments | (23,538) | (27,638) |
Loss on issuance of common units by equity method investee | 0 | |
Operating income | (23,538) | (27,638) |
Other expenses (income), net: | ||
Interest expense | (237) | (766) |
Foreign currency transaction loss (gain) | 0 | 0 |
Loss (gain) on sale or impairment of equity method investment | 0 | 0 |
Other income, net | 237 | 766 |
Total other expenses, net | 0 | 0 |
Income (loss) from continuing operations before income taxes | (23,538) | (27,638) |
Income tax expense (benefit) | 0 | 0 |
Income (loss) from continuing operations | (23,538) | |
Loss from discontinued operations, net of income taxes | 0 | |
Net income (loss) | (23,538) | (27,638) |
Less: net income attributable to noncontrolling interests | 0 | 0 |
Net income (loss) attributable to SemGroup | (23,538) | (27,638) |
Other comprehensive loss, net of income taxes | 0 | 0 |
Comprehensive income (loss) | (23,538) | (27,638) |
Less: comprehensive income attributable to noncontrolling interests | 0 | 0 |
Comprehensive income (loss) attributable to SemGroup | $ (23,538) | $ (27,638) |
Condensed Consolidating Guara74
Condensed Consolidating Guarantor Financial Statements - Cash Flow Statements (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | $ 47,540 | $ 18,544 |
Cash flows from investing activities: | ||
Capital expenditures | (73,520) | (84,327) |
Proceeds from sale of long-lived assets | 40 | 117 |
Contributions to equity method investments | (1,356) | (15,182) |
Proceeds from sale of common units of equity method investee | 0 | 29,012 |
Proceeds from the sale of assets to Rose Rock Midstream L.P. | 0 | |
Distributions in excess of equity in earnings of affiliates | 6,074 | 5,201 |
Net cash used in investing activities | (68,762) | (65,179) |
Cash flows from financing activities: | ||
Debt issuance costs | 0 | (601) |
Borrowings on credit facilities and issuance of senior unsecured notes, net of discount | 174,000 | 422,000 |
Principal payments on credit facilities and other obligations | (110,011) | (162,012) |
Rose Rock Midstream, L.P. equity issuance | 0 | 89,119 |
Distributions to noncontrolling interests | (10,833) | (8,953) |
Payments for Repurchase of Common Stock | 807 | 3,630 |
Payments of Ordinary Dividends, Common Stock | 19,887 | 14,846 |
Proceeds from issuance of common stock under employee stock purchase plan | 269 | 313 |
Intercompany borrowings (advances), net | 0 | 0 |
Net cash provided by financing activities | 32,731 | 321,390 |
Effect of exchange rate changes on cash and cash equivalents | 2,884 | 172 |
Change in cash and cash equivalents | 14,393 | 274,927 |
Cash and cash equivalents at beginning of period | 58,096 | 40,598 |
Cash and cash equivalents at end of period | 72,489 | 315,525 |
Parent Company [Member] | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | 24,745 | 5,224 |
Cash flows from investing activities: | ||
Capital expenditures | (518) | (769) |
Proceeds from sale of long-lived assets | 0 | 0 |
Contributions to equity method investments | 0 | 0 |
Proceeds from sale of common units of equity method investee | 29,012 | |
Proceeds from the sale of assets to Rose Rock Midstream L.P. | 251,181 | |
Distributions in excess of equity in earnings of affiliates | 2,158 | 5,435 |
Net cash used in investing activities | 1,640 | 284,859 |
Cash flows from financing activities: | ||
Debt issuance costs | (601) | |
Borrowings on credit facilities and issuance of senior unsecured notes, net of discount | 90,500 | 110,000 |
Principal payments on credit facilities and other obligations | (50,500) | (79,000) |
Rose Rock Midstream, L.P. equity issuance | 0 | |
Distributions to noncontrolling interests | 0 | 0 |
Payments for Repurchase of Common Stock | 807 | 3,630 |
Payments of Ordinary Dividends, Common Stock | 19,887 | 14,846 |
Proceeds from issuance of common stock under employee stock purchase plan | 269 | 313 |
Intercompany borrowings (advances), net | (47,911) | (59,161) |
Net cash provided by financing activities | (28,336) | (46,925) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Change in cash and cash equivalents | (1,951) | 243,158 |
Cash and cash equivalents at beginning of period | 4,559 | 9,254 |
Cash and cash equivalents at end of period | 2,608 | 252,412 |
Guarantor Subsidiaries [Member] | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | 10,727 | 4,610 |
Cash flows from investing activities: | ||
Capital expenditures | (9,781) | (34,152) |
Proceeds from sale of long-lived assets | 0 | 12 |
Contributions to equity method investments | 0 | 0 |
Proceeds from sale of common units of equity method investee | 0 | |
Proceeds from the sale of assets to Rose Rock Midstream L.P. | 0 | |
Distributions in excess of equity in earnings of affiliates | 0 | 0 |
Net cash used in investing activities | (9,781) | (34,140) |
Cash flows from financing activities: | ||
Debt issuance costs | 0 | |
Borrowings on credit facilities and issuance of senior unsecured notes, net of discount | 0 | 0 |
Principal payments on credit facilities and other obligations | 0 | 0 |
Rose Rock Midstream, L.P. equity issuance | 0 | |
Distributions to noncontrolling interests | 0 | 0 |
Payments for Repurchase of Common Stock | 0 | 0 |
Payments of Ordinary Dividends, Common Stock | 0 | 0 |
Proceeds from issuance of common stock under employee stock purchase plan | 0 | 0 |
Intercompany borrowings (advances), net | (946) | 29,530 |
Net cash provided by financing activities | (946) | 29,530 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Change in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | 0 | 0 |
Non-Guarantor Subsidiaries [Member] | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | 29,516 | 15,719 |
Cash flows from investing activities: | ||
Capital expenditures | (63,221) | (49,406) |
Proceeds from sale of long-lived assets | 40 | 105 |
Contributions to equity method investments | (1,356) | (15,182) |
Proceeds from sale of common units of equity method investee | 0 | |
Proceeds from the sale of assets to Rose Rock Midstream L.P. | 0 | |
Distributions in excess of equity in earnings of affiliates | 6,074 | 5,201 |
Net cash used in investing activities | (58,463) | (59,282) |
Cash flows from financing activities: | ||
Debt issuance costs | 0 | |
Borrowings on credit facilities and issuance of senior unsecured notes, net of discount | 83,500 | 312,000 |
Principal payments on credit facilities and other obligations | (59,511) | (83,012) |
Rose Rock Midstream, L.P. equity issuance | 89,119 | |
Distributions to noncontrolling interests | (10,833) | (8,953) |
Payments for Repurchase of Common Stock | 0 | 0 |
Payments of Ordinary Dividends, Common Stock | 0 | 0 |
Proceeds from issuance of common stock under employee stock purchase plan | 0 | 0 |
Intercompany borrowings (advances), net | 29,775 | (235,187) |
Net cash provided by financing activities | 42,931 | 73,967 |
Effect of exchange rate changes on cash and cash equivalents | 2,884 | 172 |
Change in cash and cash equivalents | 16,868 | 30,576 |
Cash and cash equivalents at beginning of period | 55,101 | 35,445 |
Cash and cash equivalents at end of period | 71,969 | 66,021 |
Consolidation, Eliminations [Member] | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | (17,448) | (7,009) |
Cash flows from investing activities: | ||
Capital expenditures | 0 | 0 |
Proceeds from sale of long-lived assets | 0 | 0 |
Contributions to equity method investments | 0 | 0 |
Proceeds from sale of common units of equity method investee | 0 | |
Proceeds from the sale of assets to Rose Rock Midstream L.P. | (251,181) | |
Distributions in excess of equity in earnings of affiliates | (2,158) | (5,435) |
Net cash used in investing activities | (2,158) | (256,616) |
Cash flows from financing activities: | ||
Debt issuance costs | 0 | |
Borrowings on credit facilities and issuance of senior unsecured notes, net of discount | 0 | 0 |
Principal payments on credit facilities and other obligations | 0 | 0 |
Rose Rock Midstream, L.P. equity issuance | 0 | |
Distributions to noncontrolling interests | 0 | 0 |
Payments for Repurchase of Common Stock | 0 | 0 |
Payments of Ordinary Dividends, Common Stock | 0 | 0 |
Proceeds from issuance of common stock under employee stock purchase plan | 0 | 0 |
Intercompany borrowings (advances), net | 19,082 | 264,818 |
Net cash provided by financing activities | 19,082 | 264,818 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Change in cash and cash equivalents | (524) | 1,193 |
Cash and cash equivalents at beginning of period | (1,564) | (4,101) |
Cash and cash equivalents at end of period | $ (2,088) | $ (2,908) |
Condensed Consolidating Guara75
Condensed Consolidating Guarantor Financial Statements (Details Textual) | Mar. 31, 2016 |
Guarantor Subsidiaries [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Equity method investment, ownership percentage | 100.00% |