Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Mar. 31, 2017 | May 23, 2017 | Sep. 30, 2016 | |
Document and Entity Information | |||
Entity Registrant Name | NGL Energy Partners LP | ||
Entity Central Index Key | 1,504,461 | ||
Document Type | 10-K | ||
Document Period End Date | Mar. 31, 2017 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --03-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 1,653,752,102 | ||
Entity Common Stock, Shares Outstanding | 120,787,060 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 12,264 | $ 28,176 |
Accounts receivable-trade, net of allowance for doubtful accounts of $5,234 and $6,928, respectively | 800,607 | 521,014 |
Accounts receivable-affiliates | 6,711 | 15,625 |
Inventories | 561,432 | 367,806 |
Prepaid expenses and other current assets | 103,193 | 95,859 |
Total current assets | 1,484,207 | 1,028,480 |
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of $375,594 and $266,491, respectively | 1,790,273 | 1,649,572 |
GOODWILL | 1,451,716 | 1,315,362 |
INTANGIBLE ASSETS, net of accumulated amortization of $414,605 and $316,878, respectively | 1,163,956 | 1,148,890 |
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 187,423 | 219,550 |
LOAN RECEIVABLE-AFFILIATE | 3,200 | 22,262 |
OTHER NONCURRENT ASSETS | 239,604 | 176,039 |
Total assets | 6,320,379 | 5,560,155 |
CURRENT LIABILITIES: | ||
Accounts payable-trade | 658,021 | 420,306 |
Accounts payable-affiliates | 7,918 | 7,193 |
Accrued expenses and other payables | 207,125 | 214,426 |
Advance payments received from customers | 35,944 | 56,185 |
Current maturities of long-term debt | 29,590 | 7,907 |
Total current liabilities | 938,598 | 706,017 |
LONG-TERM DEBT, net of debt issuance costs of $33,458 and $15,500, respectively, and current maturities | 2,963,483 | 2,912,837 |
OTHER NONCURRENT LIABILITIES | 184,534 | 247,236 |
COMMITMENTS AND CONTINGENCIES (NOTE 10) | ||
CLASS A 10.75% CONVERTIBLE PREFERRED UNITS, 19,942,169 and 0 preferred units issued and outstanding, respectively | 63,890 | 0 |
REDEEMABLE NONCONTROLLING INTEREST | 3,072 | 0 |
EQUITY: | ||
General partner, representing a 0.1% interest, 120,300 and 104,274 notional units, respectively | (50,529) | (50,811) |
Limited partners, representing a 99.9% interest, 120,179,407 and 104,169,573 common units issued and outstanding, respectively | 2,192,413 | 1,707,326 |
Accumulated other comprehensive loss | (1,828) | (157) |
Noncontrolling interests | 26,746 | 37,707 |
Total equity | 2,166,802 | 1,694,065 |
Total liabilities and equity | $ 6,320,379 | $ 5,560,155 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Accounts receivable - trade, allowance for doubtful accounts | $ 5,234 | $ 6,928 |
PROPERTY, PLANT AND EQUIPMENT, accumulated depreciation | 375,594 | 266,491 |
INTANGIBLE ASSETS, accumulated amortization | 414,605 | 316,878 |
LONG-TERM DEBT, debt issuance costs | $ 33,458 | $ 15,500 |
General partner interest | 0.10% | 0.10% |
General partner, notional units outstanding (in units) | 120,300 | 104,274 |
Limited partners interest | 99.90% | 99.90% |
Limited partners, common units issued (in units) | 120,179,407 | 104,169,573 |
Limited partners, common units outstanding (in units) | 120,179,407 | 104,169,573 |
Class A Convertible Preferred Units | ||
Convertible preferred units dividend rate | 10.75% | 10.75% |
CLASS A 10.75% CONVERTIBLE PREFERRED UNITS, units issued (in units) | 19,942,169 | 0 |
CLASS A 10.75% CONVERTIBLE PREFERRED UNITS, units outstanding (in units) | 19,942,169 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
REVENUES: | |||
Crude Oil Logistics | $ 1,666,884 | $ 3,217,079 | $ 6,635,384 |
Water Solutions | 159,601 | 185,001 | 200,042 |
Liquids | 1,439,088 | 1,194,479 | 2,243,825 |
Retail Propane | 413,109 | 352,977 | 489,197 |
Refined Products and Renewables | 9,342,702 | 6,792,112 | 7,231,693 |
Other | 844 | 462 | 1,916 |
Total Revenues | 13,022,228 | 11,742,110 | 16,802,057 |
COST OF SALES: | |||
Crude Oil Logistics | 1,572,015 | 3,111,717 | 6,560,506 |
Water Solutions | 4,068 | (7,336) | (30,506) |
Liquids | 1,334,116 | 1,037,118 | 2,111,614 |
Retail Propane | 191,589 | 156,757 | 278,538 |
Refined Products and Renewables | 9,219,721 | 6,540,599 | 7,035,472 |
Other | 400 | 182 | 2,583 |
Total Cost of Sales | 12,321,909 | 10,839,037 | 15,958,207 |
OPERATING COSTS AND EXPENSES: | |||
Operating | 307,925 | 401,118 | 364,131 |
General and administrative | 116,566 | 139,541 | 149,430 |
Depreciation and amortization | 223,205 | 228,924 | 193,949 |
(Gain) loss on disposal or impairment of assets, net | (209,177) | 320,766 | 41,184 |
Revaluation of liabilities | 6,717 | (82,673) | (12,264) |
Operating Income (Loss) | 255,083 | (104,603) | 107,420 |
OTHER INCOME (EXPENSE): | |||
Equity in earnings of unconsolidated entities | 3,084 | 16,121 | 12,103 |
Revaluation of investments | (14,365) | 0 | 0 |
Interest expense | (150,478) | (133,089) | (110,123) |
Gain on early extinguishment of liabilities, net | 24,727 | 28,532 | 0 |
Other income, net | 27,762 | 5,575 | 37,171 |
Income (Loss) Before Income Taxes | 145,813 | (187,464) | 46,571 |
INCOME TAX (EXPENSE) BENEFIT | (1,939) | 367 | 3,622 |
Net Income (Loss) | 143,874 | (187,097) | 50,193 |
LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS | (6,832) | (11,832) | (12,887) |
NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | 137,042 | (198,929) | 37,306 |
LESS: DISTRIBUTIONS TO PREFERRED UNITHOLDERS | (30,142) | 0 | 0 |
LESS: NET INCOME ALLOCATED TO GENERAL PARTNER | (232) | (47,620) | (45,700) |
NET INCOME (LOSS) ALLOCATED TO COMMON UNITHOLDERS | $ 106,668 | $ (246,549) | $ (8,394) |
BASIC INCOME (LOSS) PER COMMON UNIT (in dollars per unit) | $ 0.99 | $ (2.35) | $ (0.05) |
DILUTED INCOME (LOSS) PER COMMON UNIT (in dollars per unit) | $ 0.95 | $ (2.35) | $ (0.05) |
BASIC WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 108,091,486 | 104,838,886 | 86,359,300 |
DILUTED WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 111,850,621 | 104,838,886 | 86,359,300 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||||||||||
Net income (loss) | $ 26,486 | $ 1,293 | $ (66,658) | $ 182,753 | $ (206,985) | $ 50,995 | $ (6,100) | $ (25,007) | $ 143,874 | $ (187,097) | $ 50,193 |
Other comprehensive (loss) income | (1,671) | (48) | 127 | ||||||||
Comprehensive income (loss) | $ 142,203 | $ (187,145) | $ 50,320 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Class A Convertible Preferred Units | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests | General Partner | Limited Partner | Limited PartnerClass A Convertible Preferred Units | Limited PartnerCommon units | Limited PartnerSubordinated Units |
Beginning Balance (in units) at Mar. 31, 2014 | 73,421,309 | 5,919,346 | |||||||
Beginning Balance at Mar. 31, 2014 | $ 1,531,853 | $ (236) | $ 5,274 | $ (45,287) | $ 1,570,074 | $ 2,028 | |||
Increase (Decrease) in Partnership Capital | |||||||||
Distributions to partners | (242,595) | (38,236) | (197,611) | (6,748) | |||||
Distributions to noncontrolling interest owners | (27,147) | (27,147) | |||||||
Contributions | 10,256 | 9,433 | 823 | ||||||
Business combinations (in units) | 8,851,105 | ||||||||
Business combinations | 806,677 | 546,740 | 259,937 | ||||||
Equity issued pursuant to incentive compensation plan (in units) | 586,010 | ||||||||
Equity issued pursuant to incentive compensation plan | 23,134 | 23,134 | |||||||
Common units issued, net of offering costs (in units) | 15,017,100 | ||||||||
Common units issued, net of offering costs | 541,128 | 541,128 | |||||||
Net income (loss) | 50,193 | 12,887 | 45,700 | (4,479) | $ (3,915) | ||||
Other comprehensive (loss) income | 127 | 127 | |||||||
Conversion of subordinated units to common units (in units) | 5,919,346 | (5,919,346) | |||||||
Conversion of subordinated units to common units | (8,635) | $ 8,635 | |||||||
Other | (194) | (197) | 3 | ||||||
Ending Balance (in units) at Mar. 31, 2015 | 103,794,870 | 0 | |||||||
Ending Balance at Mar. 31, 2015 | 2,693,432 | (109) | 546,990 | (37,000) | 2,183,551 | $ 0 | |||
Increase (Decrease) in Partnership Capital | |||||||||
Distributions to partners | (322,007) | (61,485) | (260,522) | ||||||
Distributions to noncontrolling interest owners | (35,720) | (35,720) | |||||||
Contributions | 11,601 | 15,376 | 54 | (3,829) | |||||
Business combinations (in units) | 833,454 | ||||||||
Business combinations | 28,356 | 9,248 | 19,108 | ||||||
Equity issued pursuant to incentive compensation plan (in units) | 1,165,053 | ||||||||
Equity issued pursuant to incentive compensation plan | 33,290 | 33,290 | |||||||
Net income (loss) | (187,097) | 11,832 | 47,620 | (246,549) | |||||
Other comprehensive (loss) income | (48) | (48) | |||||||
Common unit repurchases (in units) | (1,623,804) | ||||||||
Common unit repurchases | (17,680) | (17,680) | |||||||
Deconsolidation of TLP | (511,291) | (511,291) | |||||||
TLP equity-based compensation | 1,301 | 1,301 | |||||||
Other | (72) | (29) | (43) | ||||||
Ending Balance (in units) at Mar. 31, 2016 | 104,169,573 | 0 | |||||||
Ending Balance at Mar. 31, 2016 | 1,694,065 | (157) | 37,707 | (50,811) | 1,707,326 | $ 0 | |||
Increase (Decrease) in Partnership Capital | |||||||||
Distributions to partners | (181,581) | (287) | (181,294) | ||||||
Distributions to noncontrolling interest owners | (3,292) | (3,292) | |||||||
Contributions | 721 | 1,173 | 49 | (501) | |||||
Business combinations (in units) | 218,617 | ||||||||
Business combinations | 3,940 | 3,940 | |||||||
Purchase of noncontrolling interest (Notes 4 and 16) | (12,817) | (12,602) | (215) | ||||||
Equity issued pursuant to incentive compensation plan (in units) | 2,350,082 | ||||||||
Equity issued pursuant to incentive compensation plan | $ 68,414 | 68,414 | |||||||
Common units issued, net of offering costs (in units) | 3,321,135 | 13,441,135 | |||||||
Common units issued, net of offering costs | $ 287,136 | 288 | 286,848 | ||||||
Allocation of value to beneficial conversion feature of Class A convertible preferred units | $ 131,534 | $ 131,534 | |||||||
Issuance of warrants | 48,550 | 48,550 | |||||||
Accretion of beneficial conversion feature of Class A convertible preferred units | $ (8,999) | $ (8,999) | |||||||
Transfer of redeemable noncontrolling interest | (3,072) | (3,072) | |||||||
Net income (loss) | 143,874 | 6,832 | 232 | 136,810 | |||||
Other comprehensive (loss) income | (1,671) | (1,671) | |||||||
Ending Balance (in units) at Mar. 31, 2017 | 120,179,407 | 0 | |||||||
Ending Balance at Mar. 31, 2017 | $ 2,166,802 | $ (1,828) | $ 26,746 | $ (50,529) | $ 2,192,413 | $ 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
OPERATING ACTIVITIES: | |||
Net income (loss) | $ 143,874 | $ (187,097) | $ 50,193 |
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: | |||
Depreciation and amortization, including amortization of debt issuance costs | 237,795 | 249,211 | 210,475 |
Gain on early extinguishment or revaluation of liabilities, net | (18,010) | (111,205) | (12,264) |
Gain on termination of a storage sublease agreement | (16,205) | 0 | 0 |
Non-cash equity-based compensation expense | 53,102 | 51,565 | 32,767 |
(Gain) loss on disposal or impairment of assets, net | (209,177) | 320,766 | 41,184 |
Provision for doubtful accounts | 1,029 | 5,628 | 4,105 |
Net adjustments to fair value of commodity derivatives | 56,356 | (103,223) | (219,421) |
Equity in earnings of unconsolidated entities | (3,084) | (16,121) | (12,103) |
Distributions of earnings from unconsolidated entities | 3,564 | 17,404 | 12,539 |
Revaluation of investments | 14,365 | 0 | 0 |
Other | (5,036) | (5,854) | (577) |
Changes in operating assets and liabilities, exclusive of acquisitions: | |||
Accounts receivable-trade and affiliates | (269,425) | 505,540 | 41,395 |
Inventories | (192,190) | 74,686 | 243,292 |
Other current and noncurrent assets | (53,173) | 10,572 | (34,505) |
Accounts payable-trade and affiliates | 239,047 | (439,709) | (53,086) |
Other current and noncurrent liabilities | (9,656) | (20,668) | (41,603) |
Net cash (used in) provided by operating activities | (26,824) | 351,495 | 262,391 |
INVESTING ACTIVITIES: | |||
Capital expenditures | (363,871) | (661,885) | (227,978) |
Purchase of equity interest in Grand Mesa Pipeline | 0 | 0 | (310,000) |
Acquisitions, net of cash acquired | (122,832) | (234,652) | (960,922) |
Cash flows from settlements of commodity derivatives | (37,442) | 105,662 | 199,165 |
Proceeds from sales of assets | 29,566 | 8,455 | 26,262 |
Proceeds from sale of TLP common units | 112,370 | 0 | 0 |
Proceeds from sale of Grassland | 22,000 | 0 | 0 |
Proceeds from sale of general partner interest in TLP, net | 0 | 343,135 | 0 |
Investments in unconsolidated entities | (2,105) | (11,431) | (33,528) |
Distributions of capital from unconsolidated entities | 9,692 | 15,792 | 10,823 |
Loan for natural gas liquids facility | 0 | (3,913) | (63,518) |
Payments on loan for natural gas liquids facility | 8,916 | 7,618 | 1,625 |
Loan to affiliate | (3,200) | (15,621) | (8,154) |
Payments on loan to affiliate | 655 | 1,513 | 0 |
Payment to terminate development agreement | (16,875) | 0 | 0 |
Other | 0 | 0 | 4 |
Net cash used in investing activities | (363,126) | (445,327) | (1,366,221) |
FINANCING ACTIVITIES: | |||
Proceeds from borrowings under revolving credit facilities | 1,700,000 | 2,602,500 | 3,764,500 |
Payments on revolving credit facilities | (2,733,500) | (2,133,000) | (3,280,000) |
Issuance of senior notes | 1,200,000 | 0 | 400,000 |
Repurchases of senior notes | (21,193) | (43,421) | 0 |
Proceeds from borrowings under other long-term debt | 0 | 53,223 | 0 |
Payments on other long-term debt | (49,786) | (5,087) | (6,688) |
Debt issuance costs | (33,558) | (10,237) | (11,076) |
Contributions from general partner | 49 | 54 | 823 |
Contributions from noncontrolling interest owners, net | 672 | 11,547 | 9,433 |
Distributions to partners | (181,581) | (322,007) | (242,595) |
Distributions to noncontrolling interest owners | (3,292) | (35,720) | (27,147) |
Proceeds from sale of convertible preferred units and warrants, net of offering costs | 234,975 | 0 | 0 |
Proceeds from sale of common units, net of offering costs | 287,136 | 0 | 541,128 |
Payments for the early extinguishment of liabilities | (25,884) | 0 | 0 |
Taxes paid on behalf of equity incentive plan participants | 0 | (19,395) | (13,491) |
Common unit repurchases | 0 | (17,680) | 0 |
Other | 0 | (72) | (194) |
Net cash provided by financing activities | 374,038 | 80,705 | 1,134,693 |
Net (decrease) increase in cash and cash equivalents | (15,912) | (13,127) | 30,863 |
Cash and cash equivalents, beginning of period | 28,176 | 41,303 | 10,440 |
Cash and cash equivalents, end of period | 12,264 | 28,176 | 41,303 |
Supplemental cash flow information: | |||
Cash interest paid | 117,912 | 117,185 | 90,556 |
Income taxes paid (net of income tax refunds) | 2,022 | 2,300 | 22,816 |
Supplemental non-cash investing and financing activities: | |||
Value of common units issued in business combinations | 3,940 | 28,356 | 806,677 |
Accrued capital expenditures | 1,758 | 1,907 | 7,999 |
Limited Partner | |||
OPERATING ACTIVITIES: | |||
Net income (loss) | 136,810 | (246,549) | (4,479) |
Supplemental non-cash investing and financing activities: | |||
Value of common units issued in business combinations | $ 3,940 | $ 19,108 | $ 259,937 |
Nature of Operations and Organi
Nature of Operations and Organization | 12 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Organization | Nature of Operations and Organization NGL Energy Partners LP (“we,” “us,” “our,” or the “Partnership”) is a Delaware limited partnership formed in September 2010. NGL Energy Holdings LLC serves as our general partner. On May 17, 2011, we completed our initial public offering (“IPO”). Subsequent to our IPO, we significantly expanded our operations through numerous acquisitions as discussed in Note 4 . At March 31, 2017 , our operations include: • Our Crude Oil Logistics segment purchases crude oil from producers and transports it to refineries or for resale at pipeline injection stations, storage terminals, barge loading facilities, rail facilities, refineries, and other trade hubs. • Our Water Solutions segment provides services for the treatment and disposal of wastewater generated from crude oil and natural gas production and for the disposal of solids such as tank bottoms and drilling fluids and performs truck and frac tank washouts. In addition, our Water Solutions segment sells the recovered hydrocarbons that result from performing these services. • Our Liquids segment supplies natural gas liquids to retailers, wholesalers, refiners, and petrochemical plants throughout the United States and in Canada using its leased underground storage and fleet of leased railcars, markets regionally through its 21 owned terminals throughout the United States, and provides terminaling and storage services at its salt dome storage facility in Utah. • Our Retail Propane segment sells propane, distillates, equipment and supplies to end users consisting of residential, agricultural, commercial, and industrial customers and to certain resellers in 30 states and the District of Columbia. • Our Refined Products and Renewables segment conducts gasoline, diesel, ethanol, and biodiesel marketing operations , purchase s refined petroleum and renewable products primarily in the Gulf Coast, Southeast and Midwest regions of the United States and schedule s them for delivery at various locations throughout the country. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation Our consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). The accompanying consolidated financial statements include our accounts and those of our controlled subsidiaries. Intercompany transactions and account balances have been eliminated in consolidation. Investments we cannot control, but can exercise significant influence over, are accounted for using the equity method of accounting. We also own an undivided interest in a crude oil pipeline, and include our proportionate share of assets, liabilities, and expenses related to this pipeline in our consolidated financial statements. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amount of assets and liabilities reported at the date of the consolidated financial statements and the amount of revenues and expenses reported during the periods presented. Critical estimates we make in the preparation of our consolidated financial statements include, among others, determining the fair value of assets and liabilities acquired in business combinations, the collectibility of accounts receivable, the recoverability of inventories, useful lives and recoverability of property, plant and equipment and amortizable intangible assets, the impairment of assets, the fair value of asset retirement obligations, the value of equity-based compensation, and accruals for environmental matters. Although we believe these estimates are reasonable, actual results could differ from those estimates. Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. Fair value is based upon assumptions that market participants would use when pricing an asset or liability. We use the following fair value hierarchy, which prioritizes valuation technique inputs used to measure fair value into three broad levels: • Level 1: Quoted prices in active markets for identical assets and liabilities that we have the ability to access at the measurement date. • Level 2: Inputs (other than quoted prices included within Level 1) that are either directly or indirectly observable for the asset or liability, including (i) quoted prices for similar assets or liabilities in active markets, (ii) quoted prices for identical or similar assets or liabilities in inactive markets, (iii) inputs other than quoted prices that are observable for the asset or liability, and (iv) inputs that are derived from observable market data by correlation or other means. Instruments categorized in Level 2 include non-exchange traded derivatives such as over-the-counter commodity price swap and option contracts and forward commodity contracts. We determine the fair value of all of our derivative financial instruments utilizing pricing models for similar instruments. Inputs to the pricing models include publicly available prices and forward curves generated from a compilation of data gathered from third parties. • Level 3: Unobservable inputs for the asset or liability including situations where there is little, if any, market activity for the asset or liability. The fair value hierarchy gives the highest priority to quoted prices in active markets (Level 1) and the lowest priority to unobservable inputs (Level 3). In some cases, the inputs used to measure fair value might fall into different levels of the fair value hierarchy. The lowest level input that is significant to a fair value measurement determines the applicable level in the fair value hierarchy. Assessing the significance of a particular input to a fair value measurement requires judgment, considering factors specific to the asset or liability. Derivative Financial Instruments We record all derivative financial instrument contracts at fair value in our consolidated balance sheets except for certain contracts that qualify for the normal purchase and normal sale election . Under this accounting policy election, we do not record the contracts at fair value at each balance sheet date; instead, we record the purchase or sale at the contracted value once the delivery occurs. We have not designated any financial instruments as hedges for accounting purposes. All changes in the fair value of our commodity derivative instruments that do not qualify as normal purchases and normal sales (whether cash transactions or non-cash mark-to-market adjustments) are reported within cost of sales in our consolidated statements of operations, regardless of whether the contract is physically or financially settled. We utilize various commodity derivative financial instrument contracts to attempt to reduce our exposure to price fluctuations. We do not enter into such contracts for trading purposes. Changes in assets and liabilities from commodity derivative financial instruments result primarily from changes in market prices, newly originated transactions, and the timing of settlements. We attempt to balance our contractual portfolio in terms of notional amounts and timing of performance and delivery obligations. However, net unbalanced positions can exist or are established based on our assessment of anticipated market movements. Inherent in the resulting contractual portfolio are certain business risks, including commodity price risk and credit risk. Commodity price risk is the risk that the market value of crude oil, natural gas liquids, or refined and renewables products will change, either favorably or unfavorably, in response to changing market conditions. Credit risk is the risk of loss from nonperformance by suppliers, customers or financial counterparties to a contract. Procedures and limits for managing commodity price risks and credit risks are specified in our market risk policy and credit risk policy, respectively. Open commodity positions and market price changes are monitored daily and are reported to senior management and to marketing operations personnel. Credit risk is monitored daily and exposure is minimized through customer deposits, restrictions on product liftings, letters of credit, and entering into master netting agreements that allow for offsetting counterparty receivable and payable balances for certain transactions. Revenue Recognition We record product sales revenues when title to the product transfers to the purchaser, which typically occurs when the purchaser receives the product. We record terminaling, transportation, storage, and service revenues when the service is performed, and we record tank and other rental revenues over the lease term. Revenues for our Water Solutions segment are recognized when we obtain the wastewater at our treatment and disposal facilities. The tariffs we charge for our pipeline transportation systems are primarily regulated by the Federal Energy Regulatory Commission. Our tariffs include provisions which allow us to deduct from our customer’s inventory a small percentage of the products our customers transport on our pipeline systems. We refer to these product quantities as pipeline loss allowance. We receive pipeline loss allowances from our customers as consideration for product losses during the transportation of their crude oil within our pipeline system. Our customers are guaranteed delivery of the amount of their injected volumes, net of pipeline loss allowance, irrespective of what our actual product losses may be during the delivery process. We report taxes collected from customers and remitted to taxing authorities, such as sales and use taxes, on a net basis. We include amounts billed to customers for shipping and handling costs within revenues in our consolidated statements of operations. We enter into certain contracts whereby we agree to purchase product from a counterparty and sell the same volume of product to the same counterparty at a different location or time. When such agreements are entered into at the same time and in contemplation of each other, we record the revenues for these transactions net of cost of sales. Revenues during the years ended March 31, 2017 , 2016 and 2015 include $4.9 million , $5.8 million and $0.7 million , respectively, associated with the amortization of a liability recorded in the acquisition accounting for an acquired business related to certain out-of-market revenue contracts. Cost of Sales We include all costs we incur to acquire products, including the costs of purchasing, terminaling, and transporting inventory, prior to delivery to our customers, in cost of sales. Cost of sales excludes depreciation of our property, plant and equipment. Cost of sales includes amortization of certain contract-based intangible assets of $6.8 million , $6.7 million , and $7.8 million during the years ended March 31, 2017 , 2016 , and 2015 , respectively. Depreciation and Amortization Depreciation and amortization in our consolidated statements of operations includes all depreciation of our property, plant and equipment and amortization of intangible assets other than debt issuance costs, for which the amortization is recorded to interest expense, and certain contract-based intangible assets, for which the amortization is recorded to cost of sales. Cash and Cash Equivalents Cash and cash equivalents include cash on hand, demand and time deposits, and funds invested in highly liquid instruments with maturities of three months or less at the date of purchase. At times, certain account balances may exceed federally insured limits. Accounts Receivable and Concentration of Credit Risk We operate in the United States and Canada. We grant unsecured credit to customers under normal industry standards and terms, and have established policies and procedures that allow for an evaluation of each customer’s creditworthiness as well as general economic conditions. The allowance for doubtful accounts is based on our assessment of the collectibility of customer accounts, which assessment considers the overall creditworthiness of customers and any specific disputes. Accounts receivable are considered past due or delinquent based on contractual terms. We write off accounts receivable against the allowance for doubtful accounts when collection efforts have been exhausted. We execute netting agreements with certain customers to mitigate our credit risk. Receivables and payables are reflected at a net balance to the extent a netting agreement is in place and we intend to settle on a net basis. Our accounts receivable consist of the following at the dates indicated: March 31, 2017 March 31, 2016 Segment Gross Allowance for Gross Allowance for (in thousands) Crude Oil Logistics $ 345,049 $ 3 $ 175,341 $ 8 Water Solutions 34,335 2,789 34,952 4,514 Liquids 94,390 293 73,478 505 Retail Propane 46,329 1,280 31,583 965 Refined Products and Renewables 285,664 869 211,259 936 Corporate and Other 74 — 1,329 — Total $ 805,841 $ 5,234 $ 527,942 $ 6,928 Changes in the allowance for doubtful accounts are as follows for the periods indicated: Year Ended March 31, 2017 2016 2015 (in thousands) Allowance for doubtful accounts, beginning of period $ 6,928 $ 4,367 $ 2,822 Provision for doubtful accounts 1,029 5,628 4,105 Write off of uncollectible accounts (2,723 ) (3,067 ) (2,560 ) Allowance for doubtful accounts, end of period $ 5,234 $ 6,928 $ 4,367 We did not have any customers that represented over 10% of consolidated revenues for fiscal years 2017 , 2016 and 2015 . Inventories We value our inventories at the lower of cost or market, with cost determined using either the weighted-average cost or the first in, first out (FIFO) methods, including the cost of transportation and storage. Market is determined based on estimated replacement cost using prices at the end of the reporting period. In performing this analysis, we consider fixed-price forward commitments and the opportunity to transfer propane inventory from our wholesale Liquids business to our Retail Propane business to sell the inventory in retail markets. Inventories consist of the following at the dates indicated: March 31, 2017 2016 (in thousands) Crude oil $ 146,857 $ 84,030 Natural gas liquids: Propane 38,631 28,639 Butane 5,992 8,461 Other 6,035 6,011 Refined products: Gasoline 193,051 80,569 Diesel 98,237 99,398 Renewables Ethanol 42,009 40,505 Biodiesel 21,410 11,953 Other 9,210 8,240 Total $ 561,432 $ 367,806 Investments in Unconsolidated Entities Investments we cannot control, but can exercise significant influence over, are accounted for using the equity method of accounting. Investments in partnerships and limited liability companies, unless our investment is considered to be minor, and investments in unincorporated joint ventures are also accounted for using the equity method of accounting. Under the equity method, we do not report the individual assets and liabilities of these entities on our consolidated balance sheets; instead, our ownership interests are reported within investments in unconsolidated entities on our consolidated balance sheets. Under the equity method, the investment is recorded at acquisition cost, increased by our proportionate share of any earnings and additional capital contributions and decreased by our proportionate share of any losses, distributions paid, and amortization of any excess investment. Excess investment is the amount by which our total investment exceeds our proportionate share of the historical net book value of the net assets of the investee. We use the cumulative earnings approach to classify distributions received from unconsolidated entities as either operating activities or investing activities in our consolidated statements of cash flows. On April 1, 2016, we sold all of the TransMontaigne Partners L.P. (“ TLP ”) common units we owned to an affiliate of ArcLight Capital Partners (“ArcLight”) for approximately $112.4 million in cash and recorded a gain on disposal of $104.1 million during the year ended March 31, 2017 . As discussed below, on February 1, 2016, we sold our general partner interest in TLP. As a result, on February 1, 2016, we deconsolidated TLP and began to account for our limited partner investment in TLP using the equity method of accounting . Our investment in TLP was included within investments in unconsolidated entities in our March 31, 2016 consolidated balance sheet. As TLP was previously a consolidated entity, our consolidated statement of operations for the year ended March 31, 2016 included ten months of TLP’s operations and income attributable to the noncontrolling interests of TLP, and two months of our equity in earnings of TLP, the period after the deconsolidation. Also, as part of the deconsolidation of TLP, our previous investments in Battleground Oil Specialty Terminal Company LLC (“BOSTCO”), which owns a refined products storage facility, and Frontera Brownsville LLC (“Frontera”) are no longer disclosed as investments in unconsolidated entities. Our investments in unconsolidated entities consist of the following at the dates indicated: Ownership Date Acquired March 31, Entity Segment Interest (1) or Formed 2017 2016 (in thousands) Glass Mountain Pipeline, LLC (2) Crude Oil Logistics 50% December 2013 $ 172,098 $ 179,594 E Energy Adams, LLC Refined Products and Renewables 19% December 2013 12,952 12,570 Water treatment and disposal facility (3) Water Solutions 50% August 2015 2,147 2,238 Victory Propane, LLC Retail Propane 50% April 2015 226 972 TLP (4) Refined Products and Renewables 0% July 2014 — 8,301 Grassland Water Solutions, LLC (5) Water Solutions 0% June 2014 — 15,875 Total $ 187,423 $ 219,550 (1) Ownership interest percentages are at March 31, 2017 . (2) When we acquired Gavilon, LLC (“Gavilon Energy”), we recorded the investment in Glass Mountain Pipeline, LLC (“Glass Mountain”), which owns a crude oil pipeline in Oklahoma, at fair value. Our investment in Glass Mountain exceeds our proportionate share of the historical net book value of Glass Mountain’s net assets by $72.5 million at March 31, 2017 . This difference relates primarily to goodwill and customer relationships. We amortize the value of the customer relationships and record the expense within equity in earnings of unconsolidated entities in the consolidated statement of operations. (3) This is an investment in an unincorporated joint venture. (4) On April 1, 2016, we sold all of the TLP common units we owned . (5) On June 3, 2016, we acquired the remaining 65% ownership interest in Grassland Water Solutions, LLC (“Grassland”), and as a result, Grassland was consolidated in our consolidated financial statements (see Note 4 ). On November 29, 2016, we sold Grassland . The following table summarizes the cumulative earnings (loss) from our unconsolidated entities and cumulative distributions received from our unconsolidated entities at March 31, 2017 : Entity Cumulative Earnings (Loss) From Unconsolidated Entities Cumulative Distributions Received From Unconsolidated Entities (in thousands) Glass Mountain $ 8,794 $ 34,404 E Energy Adams, LLC $ 8,409 $ 9,094 Water treatment and disposal facility $ (1 ) $ 142 Victory Propane, LLC $ (1,274 ) $ — Summarized financial information of our unconsolidated entities is as follows for the dates and periods indicated: Balance sheets: Current Assets Noncurrent Assets Current Liabilities Noncurrent Liabilities March 31, 2017 2016 2017 2016 2017 2016 2017 2016 (in thousands) Glass Mountain $ 7,450 $ 7,248 $ 192,903 $ 204,020 $ 1,225 $ 1,268 $ 9 $ 24 E Energy Adams, LLC $ 20,159 $ 34,477 $ 94,115 $ 90,310 $ 19,204 $ 14,616 $ 13,533 $ 30,730 Water treatment and disposal facility $ 207 $ 91 $ 4,082 $ 4,476 $ 24 $ 124 $ — $ — Victory Propane, LLC $ 734 $ 700 $ 3,605 $ 2,248 $ 311 $ 555 $ 3,577 $ 449 TLP $ — $ 10,419 $ — $ 652,309 $ — $ 18,812 $ — $ 267,373 Grassland $ — $ 2,589 $ — $ 28,150 $ — $ 2,923 $ — $ 20,746 Statements of operations: Revenues Cost of Sales Net Income (Loss) March 31, 2017 2016 2015 2017 2016 2015 2017 2016 2015 (in thousands) Glass Mountain $ 32,622 $ 35,978 $ 37,539 $ 1,797 $ 1,943 $ 2,771 $ 7,219 $ 11,227 $ 12,345 E Energy Adams, LLC $ 145,181 $ 129,533 $ 159,148 $ 112,519 $ 105,161 $ 117,222 $ 12,661 $ 5,796 $ 24,607 Water treatment and disposal facility $ 1,739 $ 777 $ — $ — $ — $ — $ (86 ) $ 85 $ — Victory Propane, LLC $ 3,070 $ 715 $ — $ 1,580 $ 321 $ — $ (1,493 ) $ (1,056 ) $ — TLP $ — $ 28,258 $ — $ — $ — $ — $ — $ 6,083 $ — BOSTCO $ — $ 60,420 $ 45,067 $ — $ — $ — $ — $ 21,987 $ 11,074 Frontera $ — $ 14,114 $ 10,643 $ — $ — $ — $ — $ 4,091 $ 1,352 Grassland $ 1,090 $ 4,062 $ 8,326 $ — $ — $ — $ (332 ) $ (1,618 ) $ (104 ) Other Noncurrent Assets Other noncurrent assets consist of the following at the dates indicated: March 31, 2017 2016 (in thousands) Loan receivable (1) $ 40,684 $ 49,827 Line fill (2) 30,628 35,060 Tank bottoms (3) 42,044 42,044 Other 126,248 49,108 Total $ 239,604 $ 176,039 (1) Represents a loan receivable associated with our financing of the construction of a natural gas liquids facility to be utilized by a third party . (2) Represents minimum volumes of crude oil we are required to leave on certain third-party owned pipelines under long-term shipment commitments. At March 31, 2017 and 2016 , line fill consisted of 427,193 barrels and 487,104 barrels of crude oil, respectively. (3) Tank bottoms, which are product volumes required for the operation of storage tanks, are recorded at historical cost . We recover tank bottoms when the storage tanks are removed from service. At March 31, 2017 and 2016 , tank bottoms held in third party terminals consisted of 366,212 barrels and 366,212 barrels of refined products, respectively. Tank bottoms held in terminals we own are included within property, plant and equipment (see Note 5 ). Accrued Expenses and Other Payables Accrued expenses and other payables consist of the following at the dates indicated: March 31, 2017 2016 (in thousands) Accrued compensation and benefits $ 22,227 $ 40,517 Excise and other tax liabilities 64,051 59,455 Derivative liabilities 27,622 28,612 Accrued interest 44,418 20,543 Product exchange liabilities 1,693 5,843 Deferred gain on sale of general partner interest in TLP 30,113 30,113 Other 17,001 29,343 Total $ 207,125 $ 214,426 Sale of General Partner Interest in TLP As previously reported, on February 1, 2016, we sold our general partner interest in TLP to ArcLight for $350 million in cash and recorded a gain on disposal of $329.9 million during the three months ended March 31, 2016. As part of this transaction, we entered into lease agreements whereby we will remain the long-term exclusive tenant in the TLP Southeast terminal system. As a result of entering into these leases, we deferred $204.6 million of the gain on the sale and will recognize this amount over our future lease payment obligations, which is approximately seven years . During the years ended March 31, 2017 and 2016 , we recognized $30.1 million and $5.0 million , respectively, of the deferred gain in our consolidated statements of operations. Expected amortization of the remaining deferred gain is as follows (in thousands): Year Ending March 31, 2018 $ 30,113 2019 30,113 2020 30,113 2021 29,593 2022 26,993 Thereafter 22,494 Total $ 169,419 Within our consolidated balance sheet, the current portion of the deferred gain, $30.1 million , is recorded in accrued expenses and other payables and the long-term portion, $139.3 million , is recorded in other noncurrent liabilities. In addition, we retained TransMontaigne Product Services, LLC, including its marketing business, customer contracts and its line space on the Colonial and Plantation pipelines, which is a significant part of our Refined Products and Renewables segment. Property, Plant and Equipment We record property, plant and equipment at cost, less accumulated depreciation. Acquisitions and improvements are capitalized, and maintenance and repairs are expensed as incurred. As we dispose of assets, we remove the cost and related accumulated depreciation from the accounts, and any resulting gain or loss is included in (gain) loss on disposal or impairment of assets, net . We compute depreciation expense of our property, plant and equipment using the straight-line method over the estimated useful lives of the assets (see Note 5 ). Intangible Assets Our intangible assets include contracts and arrangements acquired in business combinations, including customer relationships, customer commitments, pipeline capacity rights, rights-of-way and easements, a water facility development agreement, executory contracts and other agreements, covenants not to compete, and trade names. In addition, we capitalize certain debt issuance costs associated with our revolving credit facilities. We amortize the majority of our intangible assets on a straight-line basis over the estimated useful lives of the assets (see Note 7 ). We amortize debt issuance costs over the terms of the related debt using a method that approximates the effective interest method. Impairment of Long-Lived Assets We evaluate the carrying value of our long-lived assets (property, plant and equipment and amortizable intangible assets) for potential impairment when events and circumstances warrant such a review. A long-lived asset group is considered impaired when the anticipated undiscounted future cash flows from the use and eventual disposition of the asset group is less than its carrying value. In that event, we recognize a loss equal to the amount by which the carrying value exceeds the fair value of the asset group. When we cease to use an acquired trade name, we test the trade name for impairment using the relief from royalty method and we begin amortizing the trade name over its estimated useful life as a defensive asset. See Note 5 and Note 7 for a further discussion of long-lived asset impairments recognized in the consolidated financial statements. We evaluate equity method investments for impairment when we believe the current fair value may be less than the carrying amount and record an impairment if we believe the decline in value is other than temporary. Goodwill Goodwill represents the excess of the consideration paid for the acquired businesses over the fair value of the individual assets acquired, net of liabilities assumed. Business combinations are accounted for using the “acquisition method” (see Note 4 ). We expect that all of our goodwill at March 31, 2017 is deductible for income tax purposes. Goodwill and indefinite-lived intangible assets are not amortized, but instead are evaluated for impairment at least annually. We perform our annual assessment of impairment during the fourth quarter of our fiscal year, and more frequently if circumstances warrant. To perform this assessment, we first consider qualitative factors to determine whether it is more likely than not that the fair value of each reporting unit exceeds its carrying amount. If we conclude that it is more likely than not that the fair value of a reporting unit does not exceed its carrying amount, we calculate the fair value for the reporting unit and compare the amount to its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered impaired. If the carrying amount of a reporting unit exceeds its fair value, goodwill is considered to be impaired and the goodwill balance is reduced by the difference between the fair value and carrying amount of the reporting unit. Estimates and assumptions used to perform the impairment evaluation are inherently uncertain and can significantly affect the outcome of the analysis. The estimates and assumptions we used in the annual goodwill impairment assessment included market participant considerations and future forecasted operating results. Changes in operating results and other assumptions could materially affect these estimates. See Note 6 for a further discussion and analysis of our goodwill impairment assessment. Product Exchanges Quantities of products receivable or returnable under exchange agreements are reported within prepaid expenses and other current assets and within accrued expenses and other payables in our consolidated balance sheets. We estimate the value of product exchange assets and liabilities based on the weighted-average cost basis of the inventory we have delivered or will deliver on the exchange, plus or minus location differentials. Advance Payments Received from Customers We record customer advances on product purchases as a current liability in our consolidated balance sheets. Noncontrolling Interests Noncontrolling interests represent the portion of certain consolidated subsidiaries that are owned by third parties. Amounts are adjusted by the noncontrolling interest holder’s proportionate share of the subsidiaries’ earnings or losses each period and any distributions that are paid. Noncontrolling interests are reported as a component of equity, unless the noncontrolling interest is considered redeemable, in which case the noncontrolling interest is recorded between liabilities and equity (mezzanine or temporary equity) in our consolidated balance sheet. Business Combination Measurement Period We record the assets acquired and liabilities assumed in a business combination at their acquisition date fair values. Pursuant to GAAP, an entity is allowed a reasonable period of time (not to exceed one year) to obtain the information necessary to identify and measure the fair value of the assets acquired and liabilities assumed in a business combination. As discussed in Note 4 , certain of our acquisitions are still within this measurement period, and as a result, the acquisition date fair values we have recorded for the assets acquired and liabilities assumed are subject to change. Also as discussed in Note 4 , we made certain adjustments during the year ended March 31, 2017 to our estimates of the acquisition date fair values of assets acquired and liabilities assumed in business combinations that occurred during the year ended March 31, 2016 . In September 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-16, “Simplifying the Accounting Adjustments for Measurement-Period Adjustments.” The ASU requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. This ASU requires that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The ASU was effective for the Partnership beginning April 1, 2016, and required a prospective method of adoption. Reclassifications Certain line items in our consolidated statement of cash flows were combined and the prior period amounts were combined to be consistent with the classification methods used in the current fiscal year. These reclassifications did not impact previously reported amounts of cash flows from operating, investing and financing activities in the consolidated statement of cash flows. Recent Accounting Pronouncements In January 2017, the FASB issued ASU No. 2017-04, “Intangibles-Goodwill and Other.” The ASU simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. Rather, we will be required to perform our annual goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. In the event the carrying amount exceeds the reporting unit’s fair value, a goodwill impairment charge for the excess will be recorded (not exceeding the recorded amount of the reporting unit’s goodwill). The ASU is effective for the Partnership beginning April 1, 2020, and requires a prospective method of adoption, although early adoption is permitted for annual goodwill impairment tests performed on testing dates on or after January 1, 2017. We adopted this ASU effective January 1, 2017 and the adoption did not have any impact on our goodwill impairment assessment performed as of January 1, 2017 (see Note 6). In January 2017, the FASB issued ASU No. 2017-01, “Business Combinations.” The ASU clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether acquisition transactions should be accounted for as an asset acquisition or a business combination. The ASU is effective for the Partnership beginning April 1, 2018, and requires a prospective method of adoption, although early adoption is permitted for periods in which financial statements have not been issued. We adopted this ASU effective January 1, 2017 and applied this guidance to all acquisition transactions made after January 1, 2017 (see Note 4 ). In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments-Credit Losses.” The ASU requires a financial asset (or a group of financial assets) measured at amortized cost to be presented at the net amount expected to be collected, which would include accounts receivable. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectibility of the reported amount. The ASU is effective for the Partnership beginning April 1, 2020, and requires a modified retrospective method of adoption, although early adoption is permitted. We are currently in the process of assessing the impact of this ASU on our consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, “Improvements to Employee Share-Based Payment Accounting.” The ASU simplifies several aspects of the accounting for share-based payment award transactions, including the classification of awards as either equity or liabilities, classification of certain related payments on the statement of cash flows and allowing entities to make a policy decision to either estimate forfeitures each period, as currently required, or to account for forfeitures as they occur. The ASU is effective for interim and annual periods beginning after |
Income (Loss) Per Common Unit
Income (Loss) Per Common Unit | 12 Months Ended |
Mar. 31, 2017 | |
Earnings Per Unit [Abstract] | |
Income (Loss) Per Common Unit | Income (Loss) Per Common Unit The following table presents our calculation of basic and diluted weighted average units outstanding for the periods indicated: Year Ended March 31, 2017 2016 2015 Weighted average units outstanding during the period: Common units - Basic 108,091,486 104,838,886 86,359,300 Effect of Dilutive Securities: Performance units 173,087 — — Warrants 3,586,048 — — Common units - Diluted 111,850,621 104,838,886 86,359,300 For the year ended March 31, 2017 , the Preferred Units (as defined herein) were considered antidilutive and for the years ended March 31 2017, 2016 and 2015, the Service Awards (as defined herein) were considered antidilutive. Our income (loss) per common unit is as follows for the periods indicated: Year Ended March 31, 2017 2016 2015 (in thousands, except unit and per unit amounts) Net income (loss) $ 143,874 $ (187,097 ) $ 50,193 Less: Net income attributable to noncontrolling interests (6,832 ) (11,832 ) (12,887 ) Net income (loss) attributable to NGL Energy Partners LP 137,042 (198,929 ) 37,306 Less: Distributions to preferred unitholders (30,142 ) — — Less: Net income allocated to general partner (1) (232 ) (47,620 ) (45,700 ) Less: Net loss allocated to subordinated unitholders (2) — — 3,915 Net income (loss) allocated to common unitholders (basic and diluted) $ 106,668 $ (246,549 ) $ (4,479 ) Basic income (loss) per common unit $ 0.99 $ (2.35 ) $ (0.05 ) Diluted income (loss) per common unit $ 0.95 $ (2.35 ) $ (0.05 ) Basic weighted average common units outstanding 108,091,486 104,838,886 86,359,300 Diluted weighted average common units outstanding 111,850,621 104,838,886 86,359,300 (1) Net income allocated to the general partner includes distributions to which it is entitled as the holder of incentive distribution rights, which are described in Note 11 . (2) All outstanding subordinated units converted to common units in August 2014. Since the subordinated units did not share in the distribution of cash generated after June 30, 2014, we did not allocate any income or loss after that date to the subordinated unitholders. During the three months ended June 30, 2014, 5,919,346 subordinated units were outstanding and the loss per subordinated unit was $0.68 . |
Acquisitions
Acquisitions | 12 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions The following summarizes our business combinations made during the year ended March 31, 2017 : Water Solutions Facilities During the year ended March 31, 2017 , we acquired three water solutions facilities and paid $26.9 million of cash. In addition, we have recorded contingent consideration liabilities within accrued expenses and other payables and other noncurrent liabilities in our consolidated balance sheet related to future royalty payments due to the sellers of one of these facilities. We estimated the contingent consideration based on the contracted royalty rate, which is a flat rate per disposal barrel and percentage of oil revenues, multiplied by the expected disposal volumes and oil revenue for the expected useful life of the facility and disposal well. This amount was then discounted to present value using our weighted average cost of capital plus a premium representative of the uncertainty associated with the expected disposal volumes and oil revenue. As of the acquisition date, we recorded a contingent liability of $2.6 million . We assumed a land lease with a royalty component as part of the acquisition of one of the facilities. The acquisition method of accounting requires that executory contracts with unfavorable terms relative to market conditions at the acquisition date be recorded as liabilities in the acquisition accounting. We recorded a liability to other noncurrent liabilities of $2.8 million related to this lease due to the royalty terms being deemed unfavorable. We will amortize this liability based on the volumes processed by the facility . During the year ended March 31, 2017 , we completed the acquisition accounting for one of these water solutions facilities. The following table summarizes the final calculation of the fair values of the assets acquired and liabilities assumed (in thousands): Property, plant and equipment $ 4,436 Goodwill 8,188 Current liabilities (280 ) Other noncurrent liabilities (2,344 ) Fair value of net assets acquired $ 10,000 We are in the process of identifying and determining the fair values of the assets acquired and liabilities assumed for the other two water solutions facilities, and as a result, the estimates of fair value at March 31, 2017 are subject to change. The following table summarizes the preliminary estimates of the fair values of the assets acquired and liabilities assumed (in thousands): Property, plant and equipment $ 14,315 Goodwill 1,615 Intangible assets 3,878 Current liabilities (34 ) Other noncurrent liabilities (2,878 ) Fair value of net assets acquired $ 16,896 Goodwill represents the excess of the consideration paid for the acquired businesses over the fair value of the individual assets acquired, net of liabilities assumed. Goodwill represents a premium paid to expand the number of our disposal sites in an oilfield production basin currently serviced by us, thereby enhancing our competitive position as a provider of disposal services in this oilfield production basin. We expect that all of the goodwill will be deductible for federal income tax purposes. The operations of these water solutions facilities have been included in our consolidated statement of operations since their acquisition date. Our consolidated statement of operations for the year ended March 31, 2017 includes revenues of $6.2 million and operating income of $2.7 million that were generated by the operations of these water solutions facilities. Acquisition of Remaining Interest in Water Solutions Facilities On September 15, 2016, we acquired the remaining 25% ownership interest in three water solutions facilities and paid $10.0 million of cash. The acquisition of the remaining interest was accounted for as an equity transaction, no gain or loss was recorded and the carrying value of the noncontrolling interest was adjusted to reflect the change in ownership interest of the subsidiary. As of the date of the transaction, the 25% interest had a carrying value of $7.4 million . Water Pipeline Company As discussed below, on January 7, 2016, we acquired a 57.125% interest in an existing produced water pipeline company operating in the Delaware Basin portion of West Texas . On June 3, 2016, we acquired an additional 24.5% interest in this water pipeline company as part of the purchase and sale agreement discussed in Note 16 . As we control this entity (and continue to retain our controlling financial interest), the acquisition of the additional interest was accounted for as an equity transaction, no gain or loss was recorded and the carrying value of the noncontrolling interest was adjusted to reflect the change in ownership interest of the subsidiary. As of the date of the transaction, the 24.5% interest had a carrying value of $5.2 million . Grassland On June 3, 2016, we acquired the remaining 65% ownership interest in Grassland (see Note 2 ). In exchange for this additional interest, we paid $1.0 million of cash and assumed an outstanding note payable, which relates to money Grassland previously borrowed from us. Prior to the completion of this transaction, we accounted for our previously held 35% ownership interest in Grassland using the equity method of accounting (see Note 2 ). As we owned a controlling interest in Grassland, we revalued our previously held 35% ownership interest to fair value of $0.8 million and recorded a loss of $14.9 million , which is recorded within revaluation of investments in our consolidated statement of operations. As the amount paid (cash plus the fair value of our previously held ownership interest) was less than the fair value of the assets acquired and liabilities assumed, we recorded a bargain purchase gain of $0.6 million within revaluation of investments in our consolidated statement of operations. The following table summarizes the fair values of the assets acquired and liabilities assumed (in thousands): Current assets $ 1,713 Property, plant and equipment 8,874 Intangible assets 14,472 Current liabilities (2,765 ) Notes payable-affiliate (19,900 ) Fair value of net assets acquired $ 2,394 On November 29, 2016, we sold Grassland . We received proceeds of $22.0 million and recorded a loss on the sale of $2.3 million within (gain) loss on disposal or impairment of assets, net in our consolidated statement of operations during the year ended March 31, 2017. The operations of Grassland have been included in our consolidated statement of operations for the period from June 3, 2016 to November 29, 2016. Our consolidated statement of operations for the year ended March 31, 2017 includes revenues of $6.1 million and operating income of $5.1 million that were generated by the operations of Grassland. Retail Propane Businesses During the year ended March 31, 2017 , we acquired four retail propane businesses and paid $80.6 million of cash and issued 218,617 common units, valued at $3.9 million . The agreements for these acquisitions contemplate post-closing payments for certain working capital items. During the year ended March 31, 2017 , we completed the acquisition accounting for one of these retail propane businesses. The following table summarizes the final calculation of the fair values of the assets acquired and liabilities assumed (in thousands): Current assets $ 153 Property, plant and equipment 933 Goodwill 159 Intangible assets 500 Current liabilities (59 ) Other noncurrent liabilities (62 ) Fair value of net assets acquired $ 1,624 We are in the process of identifying and determining the fair values of the assets acquired and liabilities assumed for the other three retail propane businesses, and as a result, the estimates of fair value at March 31, 2017 are subject to change. The following table summarizes the preliminary estimates of the fair values of the assets acquired and liabilities assumed (in thousands): Current assets $ 2,825 Property, plant and equipment 38,047 Goodwill 2,896 Intangible assets 46,830 Current liabilities (5,621 ) Other noncurrent liabilities (2,145 ) Fair value of net assets acquired $ 82,832 Goodwill represents the excess of the consideration paid for the acquired businesses over the fair value of the individual assets acquired, net of liabilities assumed. Goodwill represents a premium paid to acquire the skilled workforce of each of the businesses acquired and the ability to expand into new markets. We expect that all of the goodwill will be deductible for federal income tax purposes. The operations of these retail propane businesses have been included in our consolidated statement of operations since their acquisition date. Our consolidated statement of operations for the year ended March 31, 2017 includes revenues of $33.9 million and operating income of $4.8 million that were generated by the operations of three of these retail propane businesses. The revenues and operating income of the fourth retail propane business acquisition are not considered material and have been included with existing businesses. The following summarizes our significant asset acquisitions made during the year ended March 31, 2017 : Natural Gas Liquids Facilities On January 9, 2017, we acquired a natural gas liquids terminal that supports refined products blending in Port Hudson, Louisiana, and a natural gas liquids and condensate facility in Kingfisher, Oklahoma and paid $50.6 million of cash. We are in the process of identifying and determining the fair values of the assets acquired and liabilities assumed in this acquisition, and as a result, the estimates of fair value at March 31, 2017 are subject to change. The following table summarizes the preliminary estimates of the fair values of the assets acquired and liabilities assumed (in thousands): Property, plant and equipment $ 27,725 Land 637 Intangible assets 22,245 Fair value of net assets acquired $ 50,607 The following summarizes certain adjustments made during the year ended March 31, 2017 to the preliminary purchase price allocation of acquisitions made prior to April 1, 2016 : Water Pipeline Company During the year ended March 31, 2017 , we finalized the purchase price accounting for the 57.125% interest acquired in a water pipeline company on January 7, 2016. The following table summarizes adjustments made to the preliminary estimates as well as the final amounts of the fair values of the assets acquired and liabilities assumed (in thousands): Final At March 31, 2017 Estimated At March 31, 2016 Change Property, plant and equipment (1) $ 11,066 $ 12,208 $ (1,142 ) Goodwill (2) $ 5,866 $ 5,561 $ 305 Intangible assets (1) $ 7,492 $ 6,350 $ 1,142 Current liabilities (3) $ (1,152 ) $ (1,000 ) $ (152 ) Other noncurrent liabilities (2)(3) $ (2,753 ) $ (2,600 ) $ (153 ) (1) During the year ended March 31, 2017 , we recorded an adjustment to reclassify property, plant and equipment to intangible assets, in order to present the fair value of the acquired rights-of-way as a finite-lived asset, which is consistent with our historical accounting policies. (2) During the year ended March 31, 2017 , we recorded an adjustment to other noncurrent liabilities and goodwill to recognize an asset retirement obligation. (3) During the year ended March 31, 2017 , we recorded an adjustment to reclassify other noncurrent liabilities to current liabilities for the current portion of a contingent consideration liability. In addition, we paid $1.0 million in cash to the seller during the year ended March 31, 2017 for consideration that was held back at the acquisition date, which we recorded as a liability within accrued expenses and other payables in our consolidated balance sheet. There were no other adjustments to the fair value of assets acquired and liabilities assumed during the year ended March 31, 2017 . Delaware Basin Water Solutions Facilities During the year ended March 31, 2017 , we finalized the purchase price accounting for the four saltwater disposal facilities and a 50% interest in an additional saltwater disposal facility in the Delaware Basin of the Permian Basin in Texas we acquired on August 24, 2015. There were no adjustments to the fair value of assets acquired and liabilities assumed during the year ended March 31, 2017 . Water Solutions Facilities During the year ended March 31, 2017 , we finalized the purchase price accounting for ten water facilities acquired under the development agreement during the year ended March 31, 2016 . During the year ended March 31, 2017 , we received additional information and recorded an adjustment of $1.4 million to property, plant and equipment and goodwill to recognize the fair value of additional assets that we acquired. In addition, we paid $1.0 million in cash to the seller during the year ended March 31, 2017 for consideration that was held back at the acquisition date, which we recorded as a liability within accrued expenses and other payables in our consolidated balance sheet. There were no other adjustments to the fair value of assets acquired and liabilities assumed during the year ended March 31, 2017 . Retail Propane Businesses During the year ended March 31, 2017 , we finalized the purchase price accounting for six retail propane businesses we acquired during the year ended March 31, 2016 . During the year ended March 31, 2017 , we received additional information and recorded an adjustment of $0.1 million to working capital, property, plant and equipment and goodwill to recognize the fair value of additional assets that we acquired. In addition, we paid $1.1 million in cash to the sellers during the year ended March 31, 2017 for consideration that was held back at the acquisition date, which we recorded as a liability within accrued expenses and other payables in our consolidated balance sheet. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Our property, plant and equipment consists of the following at the dates indicated: Estimated March 31, Description Useful Lives 2017 2016 (in thousands) Natural gas liquids terminal and storage assets 2-30 years $ 207,825 $ 169,758 Pipeline and related facilities 30-40 years 248,582 — Refined products terminal assets and equipment 20 years 6,736 6,844 Retail propane equipment 2-30 years 239,417 201,312 Vehicles and railcars 3-25 years 198,480 185,547 Water treatment facilities and equipment 3-30 years 557,100 508,239 Crude oil tanks and related equipment 2-40 years 203,003 137,894 Barges and towboats 5-40 years 91,037 86,731 Information technology equipment 3-7 years 43,880 38,653 Buildings and leasehold improvements 3-40 years 161,957 118,885 Land 56,545 47,114 Tank bottoms and line fill (1) 24,462 20,355 Other 3-30 years 39,132 11,699 Construction in progress 87,711 383,032 2,165,867 1,916,063 Accumulated depreciation (375,594 ) (266,491 ) Net property, plant and equipment $ 1,790,273 $ 1,649,572 (1) Tank bottoms, which are product volumes required for the operation of storage tanks, are recorded at historical cost . We recover tank bottoms when the storage tanks are removed from service. Line fill, which represents our portion of the product volume required for the operation of the proportionate share of a pipeline we own, is recorded at historical cost. The following table summarizes depreciation expense and capitalized interest expense for the periods indicated: Year Ended March 31, 2017 2016 2015 (in thousands) Depreciation expense $ 119,707 $ 136,938 $ 105,687 Capitalized interest expense $ 6,887 $ 4,012 $ 113 We record losses (gains) from the sales of property, plant and equipment and any write-downs in value due to impairment within (gain) loss on disposal or impairment of assets, net in our consolidated statement of operations. The following table summarizes the losses (gains) on the disposal or impairment of property, plant and equipment, by segment, for the periods indicated: Year Ended March 31, 2017 2016 2015 (in thousands) Crude Oil Logistics (1) $ 8,124 $ 54,952 $ 3,759 Water Solutions 7,169 1,485 5,707 Liquids (2) 92 (2,992 ) 21,590 Retail Propane (287 ) (137 ) 282 Refined Products and Renewables 91 3,080 — Corporate (1 ) — (136 ) Total $ 15,188 $ 56,388 $ 31,202 (1) Amounts for the year ended March 31, 2017 primarily relate to losses from the sale of certain assets, including excess pipe. Amounts for the year ended March 31, 2016 primarily relate to the write-down of pipe we no longer expected to use in our originally planned pipeline from Colorado to Oklahoma. (2) Amounts for the year ended March 31, 2015 primarily relate to the sale of a natural gas liquid terminal. |
Goodwill
Goodwill | 12 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The following table summarizes changes in goodwill by segment for the periods indicated (in thousands): Crude Oil Water Liquids Retail Refined Total (in thousands) Balances at March 31, 2015 $ 579,846 $ 523,790 $ 266,046 $ 122,382 $ 66,169 $ 1,558,233 Acquisitions (Note 4) — 147,322 — 5,046 — 152,368 Disposals (Note 2) — — — — (15,042 ) (15,042 ) Initial impairment estimate — (380,197 ) — — — (380,197 ) Balances at March 31, 2016 579,846 290,915 266,046 127,428 51,127 1,315,362 Revisions to acquisition accounting (Note 4) — (1,110 ) — (56 ) — (1,166 ) Acquisitions (Note 4) — 9,803 — 3,055 — 12,858 Adjustment to initial impairment estimate — 124,662 — — — 124,662 Balances at March 31, 2017 $ 579,846 $ 424,270 $ 266,046 $ 130,427 $ 51,127 $ 1,451,716 Fiscal Year 2017 Goodwill Impairment Assessment We performed a qualitative assessment as of January 1, 2017 to determine whether it was more likely than not that the fair value of each reporting unit was greater than the carrying value of the reporting unit. Based on these qualitative assessments, we determined that the fair value of each of these reporting units was more likely than not greater than the carrying value of the reporting units. Fiscal Year 2016 Goodwill Impairment Assessment Due to the continued decline in crude oil prices and crude oil production, we tested the goodwill within our Water Solutions reporting unit for impairment at December 31, 2015. At December 31, 2015, our Water Solutions reporting unit had a goodwill balance of $660.8 million . We estimated the fair value of our Water Solutions reporting unit based on the income approach, also known as the discounted cash flow method, which utilizes the present value of cash flows to estimate the fair value. The future cash flows of our Water Solutions reporting unit were projected based upon estimates as of the test date of future revenues, operating expenses and cash outflows necessary to support these cash flows, including working capital and maintenance capital expenditures. We also considered expectations regarding: (i) expected disposal volumes, which have continued in spite of the lower crude oil price environment as oilfield producers have focused on their most productive properties and have continued to deliver disposal volumes to our facilities, and (ii) the crude oil price environment as reflected in crude oil forward prices as of the test date. In performing the discounted cash flow analysis, we utilized reports issued by independent third parties projecting crude oil prices through 2018. We assumed an approximate $1/barrel increase each quarter for the periods beyond those represented in the reports, with crude oil reaching $65/barrel by the fourth quarter of 2021. We used a price of $32/barrel for the fourth quarter of 2016, the starting point of our cash flow projections. We kept prices constant at $65/barrel for periods in our model beyond 2021. Consistent with observed disposal volume trends, the disposal volumes were based on an expectation of a certain amount of production returning at certain crude oil price levels. For expenses, we assumed an increase consistent with the increase in disposal volumes. The discount rate used in our discounted cash flow method was calculated by using the average of the range of discount rates from a recent water solutions transaction similar in size to our Water Solutions reporting unit. The discounted cash flow results indicated that the estimated fair value of our Water Solutions reporting unit was greater than its carrying value by approximately 9% at December 31, 2015. As a result of the continued decline in crude oil production, its continued adverse impact on our Water Solutions reporting unit and the completion of our annual budget process we decided to test the goodwill within our Water Solutions reporting unit for impairment as of March 31, 2016 as it was more likely than not that the fair value of our Water Solutions reporting unit was less than the carrying amount. Similar to the testing performed as of December 31, 2015, fair value of the Water Solutions reporting unit was based on the income approach, which utilizes the present value of cash flows to estimate the fair value. We utilized the same pricing, expense and discount rate assumptions in our current model as described above but adjusted our expected water volumes and percentage recovered hydrocarbons to match what we have budgeted for our fiscal year 2017. Volumes budgeted for fiscal year 2017 were heavily influenced by the reporting unit’s fourth quarter 2017 operating results. We utilized the same assumptions related to anticipated volume growth as above. The discounted cash flow results indicated that the estimated fair value of our Water Solutions reporting unit was less than its carrying value by approximately 11% at March 31, 2016. During the year ended March 31, 2016, we recorded an estimated goodwill impairment charge of $380.2 million , which was recorded within (gain) loss on disposal or impairment of assets, net in our consolidated statements of operations. This was an initial estimate pending the completion of valuation work being performed for us by a third party valuation firm. At March 31, 2016, our Water Solutions reporting units had a goodwill balance of $290.9 million . During the three months ended June 30, 2016, we finalized our goodwill impairment analysis, with the assistance of a third party valuation firm. As a result of finalizing our analysis, we determined that we needed to reverse $124.7 million of the previously recorded goodwill impairment estimate recorded during the year ended March 31, 2016 . The adjustment was due primarily to the change in the fair value of our customer relationship intangible assets. With the assistance of the third party valuation firm, inputs such as revenue growth rates and attrition rates related to existing customers were refined to better correlate with our historical revenue growth and attrition rates of our existing customers in our Water Solutions reporting unit. This change resulted in a lower fair value allocated to customer relationships and higher value to goodwill than in our preliminary calculation. We recorded the adjustment within (gain) loss on disposal or impairment of assets, net in our consolidated statement of operations. At June 30, 2016, our Water Solutions reporting units had a goodwill balance of $423.7 million . For our other reporting units, we performed a qualitative assessment as of January 1, 2016 to determine whether it was more likely than not that the fair value of each reporting unit was greater than the carrying value of the reporting unit. Based on these qualitative assessments, we determined that the fair value of each of these reporting units was more likely than not greater than the carrying value of the reporting units. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Mar. 31, 2017 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible Assets | Intangible Assets Our intangible assets consist of the following at the dates indicated: March 31, 2017 March 31, 2016 Description Amortizable Lives Gross Carrying Amount Accumulated Amortization Net Gross Carrying Accumulated Net (in thousands) Amortizable: Customer relationships 3-20 years $ 906,782 $ 316,242 $ 590,540 $ 852,118 $ 233,838 $ 618,280 Customer commitments 10 years 310,000 12,917 297,083 — — — Pipeline capacity rights 30 years 161,785 11,652 150,133 119,636 6,559 113,077 Rights-of-way and easements 1-40 years 63,402 2,154 61,248 — — — Water facility development agreement 5 years — — — 14,000 7,700 6,300 Executory contracts and other agreements 3-30 years 29,036 20,457 8,579 23,920 21,075 2,845 Non-compete agreements 2-32 years 32,984 17,762 15,222 20,903 13,564 7,339 Trade names 1-10 years 15,439 13,396 2,043 15,439 12,034 3,405 Debt issuance costs (1) 5 years 38,983 20,025 18,958 39,942 22,108 17,834 Total amortizable 1,558,411 414,605 1,143,806 1,085,958 316,878 769,080 Non-amortizable: Customer commitments (2) — — — 310,000 — 310,000 Rights-of-way and easements (2) — — — 47,190 — 47,190 Trade names 20,150 — 20,150 22,620 — 22,620 Total non-amortizable 20,150 — 20,150 379,810 — 379,810 Total $ 1,578,561 $ 414,605 $ 1,163,956 $ 1,465,768 $ 316,878 $ 1,148,890 (1) Includes debt issuance costs related to the Revolving Credit Facility (as defined herein). Debt issuance costs related to fixed-rate notes are reported as a reduction of the carrying amount of long-term debt. We incurred $9.7 million in debt issuance costs related to the February 2017 amendment and restatement of our Credit Agreement (as defined herein). (2) Amounts moved to the amortizable section above due to the related assets being placed in service during the year ended March 31, 2017 . The weighted-average remaining amortization period for intangible assets is approximately 12 years . Write off of Intangible Assets In connection with the amendment and restatement of our Credit Agreement (as defined herein) in February 2017, we wrote off $4.5 million of deferred debt issuance costs (see Note 8 ). This loss is reported within gain on early extinguishment of liabilities, net in our consolidated statement of operations. During the year ended March 31, 2017 , we wrote-off $5.2 million related to the value of an indefinite-lived trade name intangible asset in conjunction with finalizing our goodwill impairment analysis (see Note 6 ) . In addition, as a result of terminating the development agreement in the Water Solutions segment in June 2016 (see Note 16 ), we incurred a loss of $5.8 million to write off the water facility development agreement. These two losses are reported within (gain) loss on disposal or impairment of assets, net in our consolidated statement of operations. Amortization expense is as follows for the periods indicated: Year Ended March 31, Recorded In 2017 2016 2015 (in thousands) Depreciation and amortization $ 103,498 $ 91,986 $ 88,262 Cost of sales 6,828 6,700 7,767 Interest expense 4,471 8,942 5,722 Total $ 114,797 $ 107,628 $ 101,751 Expected amortization of our intangible assets is as follows (in thousands): Year Ending March 31, 2018 $ 135,472 2019 128,482 2020 124,822 2021 111,714 2022 96,814 Thereafter 546,502 Total $ 1,143,806 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Our long-term debt consists of the following at the dates indicated: March 31, 2017 March 31, 2016 Face Unamortized Book Face Unamortized Book (in thousands) Revolving credit facility: Expansion capital borrowings $ — $ — $ — $ 1,229,500 $ — $ 1,229,500 Working capital borrowings 814,500 — 814,500 618,500 — 618,500 Senior secured notes 250,000 (4,559 ) 245,441 250,000 (3,166 ) 246,834 Senior notes 5.125% Notes due 2019 379,458 (3,191 ) 376,267 388,467 (4,681 ) 383,786 6.875% Notes due 2021 367,048 (5,812 ) 361,236 388,289 (7,545 ) 380,744 7.500% Notes due 2023 700,000 (11,329 ) 688,671 — — — 6.125% Notes due 2025 500,000 (8,567 ) 491,433 — — — Other long-term debt 15,525 — 15,525 61,488 (108 ) 61,380 3,026,531 (33,458 ) 2,993,073 2,936,244 (15,500 ) 2,920,744 Less: Current maturities 29,590 — 29,590 7,907 — 7,907 Long-term debt $ 2,996,941 $ (33,458 ) $ 2,963,483 $ 2,928,337 $ (15,500 ) $ 2,912,837 (1) Debt issuance costs related to the Revolving Credit Facility (as defined herein) are reported within intangible assets, rather than as a reduction of the carrying amount of long-term debt. Amortization expense for debt issuance costs related to long-term debt in the table above was $3.3 million , $4.6 million and $3.0 million during the years ended March 31, 2017 , 2016 , and 2015 . Expected amortization of debt issuance costs is as follows (in thousands): Year Ending March 31, 2018 $ 6,452 2019 6,310 2020 5,337 2021 4,937 2022 4,355 Thereafter 6,067 Total $ 33,458 Credit Agreement In February 2017, we amended and restated our credit agreement (the “Credit Agreement”) with a syndicate of banks , decreasing our initial borrowing capacity from $2.484 billion to $1.765 billion and extending the term of our facility to October 2021. The Credit Agreement includes a revolving credit facility to fund working capital needs (the “Working Capital Facility”) and a revolving credit facility to fund acquisitions and expansion projects (the “Expansion Capital Facility,” and together with the Working Capital Facility, the “Revolving Credit Facility”). Our Revolving Credit Facility includes an “accordion” feature that allows us to increase the capacity by $300 million if new lenders wish to join the syndicate or if current lenders wish to increase their commitments and also allows us to reallocate amounts between the Expansion Capital Facility and Working Capital Facility. The amended facility also includes a new senior secured leverage ratio which cannot be greater than 3.5 to 1 as of the last day of the fiscal quarter. The deferred debt issuance costs associated with this amendment and restatement were $9.7 million and are recorded as part of our intangible assets (see Note 7 ). On March 31, 2017 , we amended our Credit Agreement and reduced the maximum senior secured leverage ratio to 3.25 to 1 . The Expansion Capital Facility had a total capacity of $765.0 million for cash borrowings at March 31, 2017 . At that date, we had no outstanding borrowings on the Expansion Capital Facility. The Working Capital Facility had a total capacity of $1.0 billion for cash borrowings and letters of credit at March 31, 2017 . At that date, we had outstanding borrowings of $814.5 million and outstanding letters of credit of $89.2 million on the Working Capital Facility. Amounts outstanding for letters of credit are not recorded as long-term debt on our consolidated balance sheets, although they decrease our borrowing capacity under the Working Capital Facility. The capacity available under the Working Capital Facility may be limited by a “borrowing base” (as defined in the Credit Agreement), which is calculated based on the value of certain working capital items at any point in time. The commitments under the Credit Agreement expire on October 5, 2021. We have the right to prepay outstanding borrowings under the Credit Agreement without incurring any penalties, and prepayments of principal may be required if we enter into certain transactions to sell assets or obtain new borrowings. All borrowings under the Credit Agreement bear interest, at our option, at either (i) an alternate base rate plus a margin of 0.50% to 1.75% per year or (ii) an adjusted LIBOR rate plus a margin of 1.50% to 2.75% per year. The applicable margin is determined based on our consolidated leverage ratio (as defined in the Credit Agreement). At March 31, 2017 , the borrowings under the Credit Agreement had a weighted average interest rate of 3.72% , calculated as the weighted LIBOR rate of 0.97% plus a margin of 2.50% for the LIBOR and the prime rate of 4.00% plus a margin of 1.50% on alternate base rate borrowings. At March 31, 2017 , the interest rate in effect on letters of credit was 2.50% . Commitment fees are charged at a rate ranging from 0.375% to 0.50% on any unused capacity. The Credit Agreement is secured by substantially all of our assets. The Credit Agreement specifies that our leverage ratio (as defined in the Credit Agreement) cannot be more than 4.75 to 1 at any quarter end. At March 31, 2017 , our leverage ratio was approximately 4.65 to 1 . The Credit Agreement also specifies that our interest coverage ratio (as defined in the Credit Agreement) cannot be less than 2.75 to 1 at any quarter end. At March 31, 2017 , our interest coverage ratio was approximately 3.20 to 1 . The Credit Agreement also specifies that our senior secured leverage ratio (as defined in the Credit Agreement) cannot be greater than 3.25 to 1 . At March 31, 2017 , our senior secured leverage ratio was approximately 0.54 to 1 . The Credit Agreement contains various customary representations, warranties, and additional covenants, including, without limitation, limitations on fundamental changes and limitations on indebtedness and liens. Our obligations under the Credit Agreement may be accelerated following certain events of default (subject to applicable cure periods), including, without limitation, (i) the failure to pay principal or interest when due, (ii) a breach by the Partnership or its subsidiaries of any material representation or warranty or any covenant made in the Credit Agreement, or (iii) certain events of bankruptcy or insolvency. At March 31, 2017 , we were in compliance with the covenants under the Credit Agreement. Senior Secured Notes On June 19, 2012, we entered into the Note Purchase Agreement (as amended, the “Senior Secured Notes Purchase Agreement”) whereby we issued $250.0 million of Senior Secured Notes in a private placement (the “Senior Secured Notes”). The Senior Secured Notes bear interest at a fixed rate of 6.65% which is payable quarterly. The Senior Secured Notes are required to be repaid in semi-annual installments of $25.0 million beginning on December 19, 2017 and ending on the maturity date of June 19, 2022. We have the option to prepay outstanding principal, although we would incur a prepayment penalty. In December 2015, we amended the Senior Secured Notes Purchase Agreement to change the covenants to mirror the changes made to the covenants in our Credit Agreement. In addition, we agreed to pay an additional 0.5% per year in interest if our leverage ratio exceeds 4.25 to 1 plus an additional 0.5% if our leverage ratio exceeds 4.50 to 1 . On March 31, 2017, we amended and restated our Senior Secured Notes Purchase Agreement with an effective date of December 31, 2016, which conforms to the amended terms of the Credit Agreement. The Senior Secured Notes are secured by substantially all of our assets and rank equal in priority with borrowings under the Credit Agreement. The Senior Secured Notes Purchase Agreement contains various customary representations, warranties, and additional covenants that, among other things, limit our ability to (subject to certain exceptions): (i) incur additional debt, (ii) pay dividends and make other restricted payments, (iii) create or permit certain liens, (iv) create or permit restrictions on the ability of certain of our subsidiaries to pay dividends or make other distributions to us, (v) enter into transactions with affiliates, (vi) enter into sale and leaseback transactions and (vii) consolidate or merge or sell all or substantially all or any portion of our assets. In addition, the Senior Secured Notes Purchase Agreement contains similar leverage ratio and interest coverage ratio requirements to those of our Credit Agreement, which is described above. The Senior Secured Notes Purchase Agreement provides for customary events of default that include, among other things (subject in certain cases to customary grace and cure periods): (i) nonpayment of principal or interest, (ii) breach of certain covenants contained in the Senior Secured Notes Purchase Agreement, (iii) failure to pay certain other indebtedness or the acceleration of certain other indebtedness prior to maturity if the total amount of such indebtedness unpaid or accelerated exceeds $10.0 million , (iv) the rendering of a judgment for the payment of money in excess of $10.0 million , (v) the failure of the Senior Secured Notes Purchase Agreement, or the guarantees by the subsidiary guarantors to be in full force and effect in all material respects and (vi) certain events of bankruptcy or insolvency. Generally, if an event of default occurs (subject to certain exceptions), the trustee or the holders of at least 50.1% in aggregate principal amount of the then outstanding Senior Secured Notes of any series may declare all of the Senior Secured Notes of such series to be due and payable immediately. At March 31, 2017 , we were in compliance with the covenants under the Senior Secured Notes Purchase Agreement. Senior Notes The Senior Notes include, as defined below, the 2019 Notes, 2021 Notes, 2023 Notes, and the 2025 Notes (collectively, the “Senior Notes”). Issuances On October 16, 2013, we issued $450.0 million of 6.875% Senior Notes Due 2021 (the “2021 Notes”). Interest is payable on April 15 and October 15 of each year. We have the right to redeem the 2021 Notes before the maturity date, although we would be required to pay a premium for early redemption. The registration of the 2021 Notes became effective on January 13, 2015. The 2021 Notes mature on October 15, 2021. We have the right to redeem the 2021 Notes before the maturity date, although we would be required to pay a premium for early redemption. On July 9, 2014, we issued $400.0 million of 5.125% Senior Notes Due 2019 (the “2019 Notes”) . Interest is payable on January 15 and July 15 of each year. We have the right to redeem the 2019 Notes before the maturity date, although we would be required to pay a premium for early redemption. The registration of the 2019 Notes became effective January 13, 2015. The 2019 Notes mature on July 15, 2019. We have the right to redeem the 2019 Notes before the maturity date, although we would be required to pay a premium for early redemption. On October 24, 2016, we issued $700.0 million of Senior Notes Due 2023 (the “2023 Notes”) in a private placement. The 2023 Notes bear interest at 7.50% , which is payable on May 1 and November 1 of each year, beginning on May 1, 2017. We received net proceeds of $687.9 million , after the initial purchasers’ discount of $10.5 million and offering costs of $1.6 million . The 2023 Notes mature on November 1, 2023. We have the right to redeem all or a portion of the 2023 Notes at any time on or after November 1, 2019 at 100% of the principal amount of the 2023 Notes redeemed plus accrued and unpaid interest. Prior to November 1, 2019, we may redeem all or a portion of the 2023 Notes at a price equal to the “make whole price” specified in the indenture, plus accrued and unpaid interest. On February 22, 2017, we issued $500.0 million of Senior Notes (the “2025 Notes”) in a private placement. The 2025 Notes bear interest at 6.125% , which is payable on March 1 and September 1 of each year, beginning on September 1, 2017. We received net proceeds of $491.3 million , after the initial purchasers’ discount of $7.5 million and offering costs of $1.2 million . The 2025 Notes mature on March 1, 2025 . We have the right to redeem all or a portion of the 2025 Notes at any time on or after March 1, 2020 at fixed redemption prices specified in the indenture, plus accrued and unpaid interest. Prior to March 1, 2020, we may redeem all or a portion of the 2025 Notes at a price equal to the “make whole price” specified in the indenture, plus accrued and unpaid interest. The Partnership and NGL Energy Finance Corp. are co-issuers of the Senior Notes, and the obligations under the Senior Notes are fully and unconditionally guaranteed by certain of our existing and future restricted subsidiaries that incur or guarantee indebtedness under certain of our other indebtedness, including the Revolving Credit Facility. The indentures governing the Senior Notes contains various customary covenants, including, (i) pay distributions on, purchase or redeem our common equity or purchase or redeem our subordinated debt, (ii) incur or guarantee additional indebtedness or issue preferred units, (iii) create or incur certain liens, (iv) enter into agreements that restrict distributions or other payments from our restricted subsidiaries to us, (v) consolidate, merge or transfer all or substantially all of our assets, and (vi) engage in transactions with affiliates. Our obligations under the Senior Notes may be accelerated following certain events of default (subject to applicable cure periods), including, without limitation, (i) the failure to pay principal or interest when due, (ii) experiencing an event of default on certain other debt agreements, or (iii) certain events of bankruptcy or insolvency. Registration Rights In connection with the closing of the offering of the 2023 Notes and the 2025 Notes, the Partnership entered into registration rights agreements (the “Registration Rights Agreements”). Under the Registration Rights Agreements, the Partnership agreed to file registration statements with the Securities and Exchange Commission (“SEC”) so that holders can exchange the 2023 Notes and the 2025 Notes for registered notes that have substantially identical terms and evidence the same indebtedness as the 2023 Notes and the 2025 Notes. In addition, the subsidiary guarantors agreed to exchange the guarantees related to the 2023 Notes and 2025 Notes for registered guarantees having substantially the same terms as the original guarantees. The Partnership is obligated to use their commercially reasonable efforts to file exchange offer registration statements with respect to the exchange notes and the exchange guarantees and cause such exchange offer registration statements to become effective on or prior to 365 days after the closing of these offerings. If the Partnership fails to satisfy these obligations, it will be required to pay to the holders liquidated damages in an amount equal to 0.25% per year on the principal amount held by such holder during the 90-day period immediately following the occurrence of such registration default, and such amount shall increase by 0.25% per year at the end of such 90-day period. Repurchases of Senior Notes The following table summarizes repurchases of Senior Notes for the periods indicated: Year Ended March 31, 2017 2016 (in thousands) 2019 Notes Notes repurchased $ 9,009 $ 11,533 Cash paid (excluding payments of accrued interest) $ 7,099 $ 6,972 Gain on early extinguishment of debt (1) $ 1,759 $ 4,483 2021 Notes Notes repurchased $ 21,241 $ 61,711 Cash paid (excluding payments of accrued interest) $ 14,094 $ 36,449 Gain on early extinguishment of debt (2) $ 6,748 $ 24,049 (1) Gains on the early extinguishment of debt for the 2019 Notes during the years ended March 31, 2017 and 2016 are net of debt issuance costs of $0.2 million and $0.1 million , respectively. (2) Gains on the early extinguishment of debt for the 2021 Notes during the years ended March 31, 2017 and 2016 are net of debt issuance costs of $0.4 million and $1.2 million , respectively. Compliance At March 31, 2017 , we were in compliance with the covenants under all of the Senior Note indentures. Other Long-Term Debt We have executed various non-interest bearing notes payable, primarily related to non-compete agreements entered into in connection with acquisitions of businesses. These instruments have a principal balance of $8.9 million at March 31, 2017 . The implied interest rates of these instruments range from 1.17% to 7.00% per year. We also have certain notes payable related to equipment financing. These instruments have a principal balance of $6.6 million at March 31, 2017 , and the interest rates on these instruments range from 4.13% to 7.10% per year. Equipment loans totaling $41.7 million were paid off on March 30, 2017, resulting in a loss on the early extinguishment of debt of $1.6 million , which included $0.1 million of debt issuance costs and $1.5 million of prepayment penalties. Debt Maturity Schedule The scheduled maturities of our debt are as follows at March 31, 2017 : Year Ending March 31, Revolving Senior Secured Notes Senior Notes Other Long-Term Debt Total (in thousands) 2018 $ — $ 25,000 $ — $ 4,590 $ 29,590 2019 — 50,000 — 3,036 53,036 2020 — 50,000 379,458 2,207 431,665 2021 — 50,000 — 5,395 55,395 2022 814,500 50,000 367,048 238 1,231,786 Thereafter — 25,000 1,200,000 59 1,225,059 Total $ 814,500 $ 250,000 $ 1,946,506 $ 15,525 $ 3,026,531 |
Income Taxes
Income Taxes | 12 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We qualify as a partnership for income tax purposes. As such, we generally do not pay United States federal income tax. Rather, each owner reports his or her share of our income or loss on his or her individual tax return. The aggregate difference in the basis of our net assets for financial and tax reporting purposes cannot be readily determined, as we do not have access to information regarding each partner’s basis in the Partnership. We have certain taxable corporate subsidiaries in the United States and in Canada, and our operations in Texas are subject to a state franchise tax that is calculated based on revenues net of cost of sales. Our fiscal years 2013 to 2016 generally remain subject to examination by federal, state, and Canadian tax authorities. We utilize the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply in the years in which these temporary differences are expected to be recovered or settled. Changes in tax rates are recognized in income in the period that includes the enactment date. A publicly traded partnership is required to generate at least 90% of its gross income (as defined for federal income tax purposes) from certain qualifying sources. Income generated by our taxable corporate subsidiaries is excluded from this qualifying income calculation. Although we routinely generate income outside of our corporate subsidiaries that is non-qualifying, we believe that at least 90% of our gross income has been qualifying income for each of the calendar years since our IPO. We evaluate uncertain tax positions for recognition and measurement in the consolidated financial statements. To recognize a tax position, we determine whether it is more likely than not that the tax position will be sustained upon examination, including resolution of any related appeals or litigation, based on the technical merits of the position. A tax position that meets the more likely than not threshold is measured to determine the amount of benefit to be recognized in the consolidated financial statements. We had no significant uncertain tax positions that required recognition in our consolidated financial statements at March 31, 2017 or 2016 . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Contingencies We are party to various 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, is not expected to 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 liabilities may change materially as circumstances develop. Contractual Disputes During the year ended March 31, 2016 , we finalized the settlement of a contractual dispute and paid approximately $0.5 million at the date of settlement and committed to pay approximately $1.1 million in equal annual installments over a period of 11 years beginning on October 15, 2016 and ending in October 2026. The next annual installment of this liability is recorded within accrued expenses and other payables and the remaining amount of this liability is recorded within other noncurrent liabilities in our consolidated balance sheet. Environmental Matters Our consolidated balance sheet at March 31, 2017 includes a liability, measured on an undiscounted basis, of $2.5 million related to environmental matters, which is recorded within accrued expenses and other payables in our consolidated balance sheet. Our operations are subject to extensive federal, state, and local environmental laws and regulations. Although we believe our operations are in substantial compliance with applicable environmental laws and regulations, risks of additional costs and liabilities are inherent in our business, and there can be no assurance that we will not incur significant costs. Moreover, it is possible that other developments, such as increasingly stringent environmental laws, regulations and enforcement policies thereunder, and claims for damages to property or persons resulting from the operations, could result in substantial costs. Accordingly, we have adopted policies, practices, and procedures in the areas of pollution control, product safety, occupational health, and the handling, storage, use, and disposal of hazardous materials designed to prevent material environmental or other damage, and to limit the financial liability that could result from such events. However, some risk of environmental or other damage is inherent in our business. As previously disclosed, the U.S. Environmental Protection Agency (“EPA”) had informed NGL Crude Logistics, LLC, formerly known as Gavilon Energy, of alleged violations in 2011 by Gavilon Energy of the Clean Air Act’s renewable fuel standards regulations (prior to its acquisition by us in December 2013). On October 4, 2016, the U.S. Department of Justice, acting at the request of the EPA, filed a civil complaint in the Northern District of Iowa against Gavilon Energy and one of its then suppliers, Western Dubuque Biodiesel LLC (“Western Dubuque”). Consistent with the earlier allegations by the EPA, the civil complaint related to transactions between Gavilon Energy and Western Dubuque and the generation of biodiesel renewable identification numbers (“RINs”) sold by Western Dubuque to Gavilon Energy in 2011. On December 19, 2016, we filed a motion to dismiss the complaint. On January 9, 2017, the EPA filed an amended complaint. The amended complaint seeks an order declaring Western Dubuque’s RINs invalid and requiring the defendants to retire an equivalent number of valid RINs and that the defendants pay statutory civil penalties. On January 23, 2017, we filed a motion to dismiss the amended complaint, which was denied on May 24, 2017. Consistent with our position against the previous EPA allegations, and the original complaint, we deny the allegations in this amended civil complaint and intend to continue vigorously defending ourselves in the civil action. However, at this time we are unable to determine the outcome of this action or its significance to us. Asset Retirement Obligations We have contractual and regulatory obligations at certain facilities for which we have to perform remediation, dismantlement, or removal activities when the assets are retired. Our liability for asset retirement obligations is discounted to present value. To calculate the liability, we make estimates and assumptions about the retirement cost and the timing of retirement. Changes in our assumptions and estimates may occur as a result of the passage of time and the occurrence of future events. The following table summarizes changes in our asset retirement obligation, which is reported within other noncurrent liabilities in our consolidated balance sheets (in thousands): Balance at March 31, 2015 $ 3,899 Liabilities incurred 1,486 Liabilities settled (191 ) Accretion expense 380 Balance at March 31, 2016 5,574 Liabilities incurred 1,703 Liabilities assumed in acquisitions 406 Liabilities settled (19 ) Accretion expense 517 Balance at March 31, 2017 $ 8,181 In addition to the obligations described above, we may be obligated to remove facilities or perform other remediation upon retirement of certain other assets. However, the fair value of the asset retirement obligation cannot currently be reasonably estimated because the settlement dates are indeterminable. We will record an asset retirement obligation for these assets in the periods in which settlement dates are reasonably determinable. Operating Leases We have executed various noncancelable operating lease agreements for product storage, office space, vehicles, real estate, railcars, and equipment. The following table summarizes future minimum lease payments under these agreements at March 31, 2017 (in thousands): Year Ending March 31, 2018 $ 138,434 2019 114,524 2020 103,186 2021 89,051 2022 62,213 Thereafter 79,824 Total $ 587,232 Rental expense relating to operating leases was $124.3 million , $125.5 million , and $125.5 million during the years ended March 31, 2017 , 2016 , and 2015 , respectively. Pipeline Capacity Agreements We have executed noncancelable agreements with crude oil and refined products pipeline operators, which guarantee us minimum monthly shipping capacity on the pipelines. As a result, we are required to pay the minimum shipping fees if actual shipments are less than our allotted capacity. Under certain agreements we can recover these payments by delivering more than our allotted capacity. The following table summarizes future minimum throughput payments under these agreements at March 31, 2017 (in thousands): Year Ending March 31, 2018 $ 54,486 2019 53,688 2020 43,856 2021 1,438 2022 599 Total $ 154,067 Construction Commitments At March 31, 2017 , we had construction commitments of $30.5 million . Sales and Purchase Contracts We have entered into product sales and purchase contracts for which we expect the parties to physically settle and deliver the inventory in future periods. At March 31, 2017 , we had the following purchase commitments (in thousands): Crude Oil Natural Gas Liquids Value Volume Value Volume Fixed-Price Purchase Commitments 2018 $ 165,101 3,234 $ 10,824 23,394 Index-Price Purchase Commitments 2018 $ 986,080 21,151 $ 553,838 875,463 2019 338,938 7,572 — — 2020 298,309 6,833 — — 2021 253,558 5,747 — — 2022 149,937 3,369 — — Total $ 2,026,822 44,672 $ 553,838 875,463 At March 31, 2017 , we had the following sale commitments (in thousands): Crude Oil Natural Gas Liquids Value Volume Value Volume Fixed-Price Sale Commitments 2018 $ 258,412 4,943 $ 45,500 71,304 2019 — — 1,415 2,164 2020 — — 36 59 Total $ 258,412 4,943 $ 46,951 73,527 Index-Price Sale Commitments 2018 $ 815,737 16,235 $ 379,745 488,132 2019 94,424 1,825 467 771 2020 53,767 1,070 — — Total $ 963,928 19,130 $ 380,212 488,903 We account for the contracts shown in the tables above using the normal purchase and normal sale election . Under this accounting policy election, we do not record the contracts at fair value at each balance sheet date; instead, we record the purchase or sale at the contracted value once the delivery occurs. Contracts in the tables above may have offsetting derivative contracts (described in Note 12 ) or inventory positions (described in Note 2 ). Certain other forward purchase and sale contracts do not qualify for the normal purchase and normal sale election. These contracts are recorded at fair value in our consolidated balance sheet and are not included in the tables above. These contracts are included in the derivative disclosures in Note 12 , and represent $38.7 million of our prepaid expenses and other current assets and $27.6 million of our accrued expenses and other payables at March 31, 2017 . |
Equity
Equity | 12 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Equity | Equity Partnership Equity The Partnership’s equity consists of a 0.1% general partner interest and a 99.9% limited partner interest, which consists of common units. Our general partner has the right, but not the obligation, to contribute a proportionate amount of capital to us to maintain its 0.1% general partner interest. Our general partner is not required to guarantee or pay any of our debts or obligations. General Partner Contributions In connection with the issuance of common units for the vesting of restricted units, ATM Program (as defined herein) and the equity issuance in February 2017, as discussed within this note, as well as common units issued for a retail propane acquisition (see Note 4 ) during the year ended March 31, 2017 , we issued 16,026 notional units to our general partner for $0.3 million in order to maintain its 0.1% interest in us. Equity Issuances On August 24, 2016, we entered into an equity distribution agreement in connection with an at-the-market program (the “ATM Program”) pursuant to which we may issue and sell common units for up to $200.0 million in gross proceeds. This ATM Program is registered with the SEC on an effective registration statement on Form S-3. During the year ended March 31, 2017 , we sold 3,321,135 common units for net proceeds of $64.4 million (net of offering costs of $0.9 million ). As of March 31, 2017 , approximately $134.7 million remained available for sale under the Partnership’s ATM Program. The following table summarizes our equity issuances (except for issuances under the ATM program described above) for fiscal years 2017 and 2015 (in millions, except unit amounts). There were no equity issuances during fiscal year 2016. Issuance Date Type of Number of Gross Underwriting Offering Net June 23, 2014 Public Offering 8,767,100 $ 383.2 $ 12.3 $ 0.5 $ 370.4 March 11, 2015 Public Offering 6,250,000 $ 172.3 $ 1.4 $ 0.2 $ 170.7 February 22, 2017 Public Offering 10,120,000 $ 234.3 $ 11.6 $ 0.2 $ 222.5 Common Unit Repurchase Program On September 10, 2015, the board of directors of our general partner authorized a common unit repurchase program pursuant to which we could repurchase up to $45 million of our outstanding common units through March 31, 2016 from time to time in the open market or in other privately negotiated transactions. During the year ended March 31, 2016, we repurchased 1,623,804 common units for an aggregate price of $17.7 million . As the program ended on March 31, 2016, no repurchases were made subsequent to that date. Our Distributions The following table summarizes distributions declared on our common units for the last three fiscal years: Date Declared Record Date Payment Date Amount Per Unit Amount Paid to Limited Partners Amount Paid to General Partner (in thousands) April 24, 2014 May 5, 2014 May 15, 2014 $ 0.5513 $ 43,737 $ 5,754 July 24, 2014 August 4, 2014 August 14, 2014 $ 0.5888 $ 52,036 $ 9,481 October 24, 2014 November 4, 2014 November 14, 2014 $ 0.6088 $ 53,902 $ 11,141 January 26, 2015 February 6, 2015 February 13, 2015 $ 0.6175 $ 54,684 $ 11,860 April 24, 2015 May 5, 2015 May 15, 2015 $ 0.6250 $ 59,651 $ 13,446 July 23, 2015 August 3, 2015 August 14, 2015 $ 0.6325 $ 66,248 $ 15,483 October 22, 2015 November 3, 2015 November 13, 2015 $ 0.6400 $ 67,313 $ 16,277 January 21, 2016 February 3, 2016 February 15, 2016 $ 0.6400 $ 67,310 $ 16,279 April 21, 2016 May 3, 2016 May 13, 2016 $ 0.3900 $ 40,626 $ 70 July 22, 2016 August 4, 2016 August 12, 2016 $ 0.3900 $ 41,146 $ 71 October 20, 2016 November 4, 2016 November 14, 2016 $ 0.3900 $ 41,907 $ 72 January 19, 2017 February 3, 2017 February 14, 2017 $ 0.3900 $ 42,923 $ 74 April 24, 2017 May 8, 2017 May 15, 2017 $ 0.3900 $ 46,870 $ 80 Several of our business combination agreements contained provisions that temporarily limited the distributions to which the newly issued units were entitled. The following table summarizes the number of equivalent units that were not eligible to receive a distribution on each of the record dates: Record Date Equivalent Units February 6, 2015 132,100 May 5, 2015 8,352,902 February 3, 2016 223,077 TLP’s Distributions The following table summarizes distributions declared by TLP after our acquisition of general and limited partner interests in TLP (exclusive of the distribution declared in July 2014, the proceeds of which we remitted to the former owners of TransMontaigne, pursuant to agreements entered into at the time of the business combination) through February 1, 2016, the date TLP was deconsolidated: Date Declared Record Date Payment Date Amount Amount Paid Amount Paid To (in thousands) October 13, 2014 October 31, 2014 November 7, 2014 $ 0.6650 $ 4,010 $ 8,614 January 8, 2015 January 30, 2015 February 6, 2015 $ 0.6650 $ 4,010 $ 8,614 April 13, 2015 April 30, 2015 May 7, 2015 $ 0.6650 $ 4,007 $ 8,617 July 13, 2015 July 31, 2015 August 7, 2015 $ 0.6650 $ 4,007 $ 8,617 October 12, 2015 October 30, 2015 November 6, 2015 $ 0.6650 $ 4,007 $ 8,617 January 19, 2016 January 29, 2016 February 8, 2016 $ 0.6700 $ 4,104 $ 8,681 Class A Convertible Preferred Units On April 21, 2016, we entered into a private placement agreement to issue $200 million of 10.75% Class A Convertible Preferred Units (“Preferred Units”) to Oaktree Capital Management L.P. and its co-investors (“Oaktree”). On June 23, 2016, the private placement agreement was amended to increase the aggregate principal amount from $200 million to $240 million . On May 11, 2016, we received an initial $100 million (“initial closing date”) and Oaktree received 8,309,237 Preferred Units, and on June 24, 2016, we received the remaining $140 million (“second closing date”) and Oaktree received 11,632,932 Preferred Units. In addition, Oaktree received 4,375,112 warrants ( 1,822,963 at the initial closing date and 2,552,149 at the second closing date) to purchase common units at an exercise price of $0.01 per common unit. We will pay a cumulative, quarterly distribution in arrears at an annual rate of 10.75% on the Preferred Units then outstanding in cash, to the extent declared by the board of directors of our general partner. To the extent declared, such distributions will be paid for each such quarter within 45 days after each quarter end. Date Declared Payment Date Amount Paid To Preferred Unitholders (in thousands) July 22, 2016 August 12, 2016 $ 1,795 October 20, 2016 November 14, 2016 $ 6,449 January 19, 2017 February 14, 2017 $ 6,449 April 24, 2017 May 15, 2017 $ 6,449 If the Preferred Unit quarterly distribution is not made in full in cash for any quarter, the Preferred Unit distribution rate will increase by one quarter of a percentage point ( 0.25% ) per year beginning with distributions for the first six -month period that a payment default is in effect, and will further increase by an additional one quarter of a percentage point ( 0.25% ) beginning with distributions for the next six -month period during which a payment default remains in effect. The deficiency rate shall not exceed 11.25% per year; as long as the default is occurring, the amount of accrued but unpaid Preferred Unit quarterly distributions shall increase at an annual rate of 10.75% , compounded quarterly, until paid in full. The Preferred Units have no mandatory redemption date but are redeemable, at our election, any time after the first anniversary of the closing date. We have the right to redeem all of the outstanding Preferred Units at a price per Preferred Unit equal to the purchase price multiplied by the redemption multiple then in effect. The redemption multiple means (a) 140% for redemptions occurring on or after the first, but prior to the second anniversary of the closing date, (b) 115% for redemptions occurring on or after the second, but prior to the third anniversary of the closing date, (c) 110% for redemptions occurring on or after the third, but prior to the eighth anniversary of the closing date and (d) 101% for redemptions occurring on or after the eighth anniversary of the closing date. At any time after the third anniversary of the initial closing date, the Preferred Unit holders shall have the right to convert all of the outstanding Preferred Units at a price per Preferred Unit equal to the purchase price multiplied by the conversion multiple then in effect, which may be settled in common units, cash or a combination, at our discretion. The conversion multiple means if our common units are trading at or above $12.035 (“the initial conversion price”), the conversion price is not adjusted. However, if the conversion price is less than the initial conversion price, the conversion price will be reset to the greater of (i) the adjusted volume weighted average price of our common units for the 15 trading days immediately preceding the third anniversary of the closing date or (ii) $5.00 . Upon a change of control of the Partnership, each Preferred Unit holder shall have the right, at its election, to either (i) elect to have its Preferred Units converted to common units; (ii) if we are the surviving entity of such change of control, it can elect to continue to hold its Preferred Units; or (iii) require us to redeem its Preferred Units for cash equal to (a) prior to the first anniversary of the closing date, 140% of the unit purchase price; (b) on or after the first but prior to the second anniversary of the closing date, 130% of the unit purchase price; (c) on or after the second anniversary of the closing date, 120% of the unit purchase price; and (d) thereafter, 101% of the unit purchase price. In each case, this amount will include any accrued but unpaid distributions at the redemption date. Under the private placement agreement, we are required to file within 180 days of the initial closing date a registration statement registering the resales of common units issued or to be issued upon conversion of the Preferred Units or exercise of the warrants and have the registration statement declared effective within 360 days after the closing date. We are required to continue to maintain the effectiveness of the registration statement until all securities have been sold. The Partnership’s registration statement was declared effective by the SEC on November 23, 2016. The warrants have an eight year term, after which unexercised warrants will expire. The holders of the warrants may convert one-third of the warrants from and after the first anniversary of the original issue date, another one-third of the warrants from and after the second anniversary of the original issue date and the final one-third may be converted from and after the third anniversary. Upon a change of control or in the event we exercise our redemption right with respect to the Preferred Units, all unvested warrants shall immediately vest and be exercisable in full. We received net proceeds of $235.0 million (net of offering costs of $5.0 million ) in connection with the issuance of the Preferred Units and warrants. We allocated these net proceeds, on a relative fair value basis, to the Preferred Units ( $186.4 million ), which includes the value of the beneficial conversion feature, and warrants ( $48.6 million ). As discussed below, $131.5 million of the amount allocated to the Preferred Units was allocated to the intrinsic value of the beneficial conversion feature. A beneficial conversion feature is defined as a nondetachable conversion feature that is in the money at the commitment date. Per the applicable accounting guidance, we are required to allocate a portion of the proceeds allocated to the Preferred Units to the beneficial conversion feature based on the intrinsic value of the beneficial conversion feature. The intrinsic value is calculated at the commitment date based on the difference between the fair value of the common units at the issuance date (number of common units issuable at conversion multiplied by the per unit value of our common units at the issuance date) and the proceeds attributed to the Preferred Units. We record the accretion attributable to the beneficial conversion feature as a deemed distribution using the effective interest method over the three year period prior to the effective dates of the holders’ conversion right. Accretion for the beneficial conversion feature was $9.0 million for the year ended March 31, 2017 . As discussed above, the Preferred Units are not mandatorily redeemable but are redeemable upon a change of control, which was not certain to occur at the issuance of the Preferred Units. Due to the redemption being conditioned upon an event that is not certain to occur or that is not under our control, we are required to record the value allocated to the Preferred Units, excluding the value of the beneficial conversion feature, between liabilities and equity (mezzanine or temporary equity) in our consolidated balance sheet. The value allocated to the warrants and the beneficial conversion feature was recorded within Limited Partners’ equity in our consolidated balance sheet. Amended and Restated Partnership Agreement On June 24, 2016, NGL Energy Holdings LLC executed the Third Amended and Restated Agreement of Limited Partnership. The preferences, rights, powers and duties of holders of the Preferred Units are defined in the amended and restated partnership agreement. The Preferred Units rank senior to the common units, with respect to the payment of distributions and distribution of assets upon liquidation, dissolution and winding up. The Preferred Units have no stated maturity and are not subject to mandatory redemption or any sinking fund and will remain outstanding indefinitely unless redeemed by the Partnership or converted into common units at the election of the Partnership or the Preferred Unit holders or in connection with a change of control. Equity-Based Incentive Compensation Our general partner has adopted a long-term incentive plan (“LTIP”), which allows for the issuance of equity-based compensation. Our general partner has granted certain restricted units to employees and directors , which vest in tranches, subject to the continued service of the recipients. The awards may also vest upon a change of control, at the discretion of the board of directors of our general partner. No distributions accrue to or are paid on the restricted units during the vesting period. The restricted units include awards that vest contingent on the continued service of the recipients through the vesting date (the “Service Awards”). The restricted units also include awards that are contingent both on the continued service of the recipients through the vesting date and also on the performance of our common units relative to other entities in the Alerian MLP Index (the “Index”) over specified periods of time (the “Performance Awards”). During the three months ended September 30, 2016, we changed our process for how taxes are withheld upon the vesting of restricted units. Previously, employees could choose to pay cash for their portion of the taxes or have us withhold enough units to meet their tax withholding requirements. Employees could also elect to have the units withheld to exceed the statutory minimums. Now, employees will still be able to pay cash to satisfy their tax obligation or they can elect to sell enough units, through a broker assisted cashless exercise program, to meet their tax obligation. As a result of this change in process, the unvested restricted units and future grants are eligible for equity classification. Prior to this change in process, we classified any Service Awards or Performance Awards granted as liabilities and were required to recalculate the fair value of the award at each reporting date. Awards classified as equity are valued only at their grant date and are not revalued at each reporting date. As of June 30, 2016, we had liabilities related to our Service Awards and Performance Awards of $25.6 million and $1.8 million , respectively, which we reclassified to equity. The following table summarizes the Service Award activity during the years ended March 31, 2017 , 2016 and 2015 : Unvested Service Award units at March 31, 2014 1,311,100 Units granted 2,093,139 Units vested and issued (586,010 ) Units withheld for employee taxes (354,829 ) Units forfeited (203,000 ) Unvested Service Award units at March 31, 2015 2,260,400 Units granted 1,484,412 Units vested and issued (844,626 ) Units withheld for employee taxes (464,054 ) Units forfeited (139,000 ) Unvested Service Award units at March 31, 2016 2,297,132 Units granted 3,124,600 Units vested and issued (2,350,082 ) Units forfeited (363,150 ) Unvested Service Award units at March 31, 2017 2,708,500 The following table summarizes the scheduled vesting of our unvested Service Award units at March 31, 2017 : Year Ending March 31, Number of Units 2018 878,500 2019 915,950 2020 911,550 2021 2,500 Total 2,708,500 Service Awards are valued at the closing price as of the grant date less the present value of the expected distribution stream over the vesting period using a risk-free interest rate. We record the expense for each Service Award on a straight-line basis over the requisite period for the entire award (that is, over the requisite service period of the last separately vesting portion of the award), ensuring that the amount of compensation cost recognized at any date at least equals the portion of the grant-date value of the award that is vested at that date. During the years ended March 31, 2017 , 2016 and 2015 , we recorded compensation expense related to Service Award units of $56.2 million , $35.2 million and $32.8 million , respectively. Of the restricted units granted and vested during the year ended March 31, 2017 , 1,008,091 units were granted as a bonus for performance during the year ended March 31, 2016. We accrued expense of $16.8 million during the year ended March 31, 2016 as an estimate of the value of such bonus units that would be granted. During the year ended March 31, 2017 , we recorded an additional $2.2 million to true up the estimate to the $19.0 million of actual expense associated with these bonuses. Since the units were not formally granted until August 2016, the full $19.0 million is reflected in the expense during the year ended March 31, 2017 in the amounts in the preceding paragraph above. The following table summarizes the estimated future expense we expect to record on the unvested Service Award units at March 31, 2017 (in thousands): Year Ending March 31, 2018 $ 12,664 2019 9,200 2020 2,423 2021 9 Total $ 24,296 During April 2015, our general partner granted Performance Award units to certain employees. The number of Performance Award units that will vest is contingent on the performance of our common units relative to the performance of the other entities in the Index. Performance will be calculated based on the return on our common units (including changes in the market price of the common units and distributions paid during the performance period) relative to the returns on the common units of the other entities in the Index. As of March 31, 2017 , performance will be measured over the following periods: Vesting Date of Tranche Performance Period for Tranche July 1, 2017 July 1, 2014 through June 30, 2017 July 1, 2018 July 1, 2015 through June 30, 2018 July 1, 2019 July 1, 2016 through June 30, 2019 The following table summarizes the percentage of the maximum Performance Award units that will vest depending on the percentage of entities in the Index that NGL outperforms: Our Relative Total Unitholder Return Percentile Ranking Payout (% of Target Units) Less than 50th percentile 0% Between the 50th and 75th percentile 50%–100% Between the 75th and 90th percentile 100%–200% Above the 90th percentile 200% The following table summarizes the Performance Award activity for the years ended March 31, 2017 , 2016 , and 2015 : Unvested Performance Award units at March 31, 2015 — Units granted 1,041,073 Units vested and issued (349,691 ) Units forfeited (54,000 ) Unvested Performance Award units at March 31, 2016 637,382 Units granted 932,309 Units forfeited (380,691 ) Unvested Performance Award units at March 31, 2017 1,189,000 During the July 1, 2013 through June 30, 2016 performance period, the return on our common units was below the return of the 50th percentile of our peer companies in the Index. As a result, no units vested on July 1, 2016 and all units with such performance period are considered to be forfeited. The fair value of the Performance Awards is estimated using a Monte Carlo simulation at the grant date. We record the expense for each of the tranches of the Performance Awards on a straight-line basis over the period beginning with the grant date and ending with the vesting date of the tranche. Any Performance Awards that do not become earned Performance Awards shall terminate, expire and otherwise be forfeited by the participants. During the years ended March 31, 2017 and 2016 , we recorded compensation expense related to Performance Award units of $7.2 million and $16.4 million , respectively. The following table summarizes the estimated future expense we expect to record on the unvested Performance Award units at March 31, 2017 (in thousands): Year Ending March 31, 2018 $ 6,197 2019 3,232 2020 655 Total $ 10,084 The number of common units that may be delivered pursuant to awards under the LTIP is limited to 10% of the issued and outstanding common units. The maximum number of common units deliverable under the LTIP automatically increases to 10% of the issued and outstanding common units immediately after each issuance of common units, unless the plan administrator determines to increase the maximum number of units deliverable by a lesser amount. Units withheld to satisfy tax withholding obligations are not considered to be delivered under the LTIP. In addition, when an award is forfeited, canceled, exercised, paid or otherwise terminates or expires without the delivery of units, the units subject to such award are again available for new awards under the LTIP. At March 31, 2017 , approximately 2.4 million common units remain available for issuance under the LTIP. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Our cash and cash equivalents, accounts receivable, accounts payable, accrued expenses, and other current assets and liabilities (excluding derivative instruments) are carried at amounts which reasonably approximate their fair values due to their short-term nature. Commodity Derivatives The following table summarizes the estimated fair values of our commodity derivative assets and liabilities reported in our consolidated balance sheet at the dates indicated: March 31, 2017 March 31, 2016 Derivative Derivative Derivative Derivative (in thousands) Level 1 measurements $ 2,590 $ (21,113 ) $ 47,361 $ (3,983 ) Level 2 measurements 38,729 (27,799 ) 32,700 (28,612 ) 41,319 (48,912 ) 80,061 (32,595 ) Netting of counterparty contracts (1) (1,508 ) 1,508 (3,384 ) 3,384 Net cash collateral provided (held) (1,035 ) 19,604 (18,176 ) 599 Commodity derivatives $ 38,776 $ (27,800 ) $ 58,501 $ (28,612 ) (1) Relates to commodity derivative assets and liabilities that are expected to be net settled on an exchange or through a netting arrangement with the counterparty. The following table summarizes the accounts that include our commodity derivative assets and liabilities in our consolidated balance sheets at the dates indicated: March 31, 2017 2016 (in thousands) Prepaid expenses and other current assets $ 38,711 $ 58,501 Other noncurrent assets 65 — Accrued expenses and other payables (27,622 ) (28,612 ) Other noncurrent liabilities (178 ) — Net commodity derivative asset $ 10,976 $ 29,889 The following table summarizes our open commodity derivative contract positions at the dates indicated. We do not account for these derivatives as hedges. Contracts Settlement Period Net Long Fair Value (in thousands) At March 31, 2017: Crude oil fixed-price (1) April 2017–May 2017 (800 ) $ (55 ) Propane fixed-price (1) April 2017–December 2018 220 1,082 Refined products fixed-price (1) April 2017–January 2019 (4,682 ) (7,729 ) Refined products index (1) April 2017–December 2017 (18 ) (103 ) Other April 2017–March 2022 (788 ) (7,593 ) Net cash collateral provided 18,569 Net commodity derivative asset $ 10,976 At March 31, 2016: Cross-commodity (2) April 2016–March 2017 251 $ 1,663 Crude oil fixed-price (1) April 2016–December 2016 (1,583 ) (3,655 ) Propane fixed-price (1) April 2016–December 2017 540 (592 ) Refined products fixed-price (1) April 2016–June 2017 (5,355 ) 48,557 Other April 2016–March 2017 1,493 47,466 Net cash collateral held (17,577 ) Net commodity derivative asset $ 29,889 (1) We may have fixed price physical purchases, including inventory, offset by floating price physical sales or floating price physical purchases offset by fixed price physical sales. These contracts are derivatives we have entered into as an economic hedge against the risk of mismatches between fixed and floating price physical obligations. (2) We may purchase or sell a physical commodity where the underlying contract pricing mechanisms are tied to different commodity price indices. These contracts are derivatives we have entered into as an economic hedge against the risk of one commodity price moving relative to another commodity price. The following table summarizes the net (losses) gains recorded from our commodity derivatives to cost of sales in our consolidated statements of operations for the periods indicated (in thousands): Year Ended March 31, 2017 $ (56,356 ) 2016 $ 103,223 2015 $ 219,421 Credit Risk We have credit policies that we believe minimize our overall credit risk, including an evaluation of potential counterparties’ financial position (including credit ratings), collateral requirements under certain circumstances, and the use of industry standard master netting agreements, which allow for offsetting counterparty receivable and payable balances for certain transactions. At March 31, 2017 , our primary counterparties were retailers, resellers, energy marketers, producers, refiners, and dealers. This concentration of counterparties may impact our overall exposure to credit risk, either positively or negatively, as the counterparties may be similarly affected by changes in economic, regulatory or other conditions. If a counterparty does not perform on a contract, we may not realize amounts that have been recorded in our consolidated balance sheets and recognized in our net income. Interest Rate Risk Our Revolving Credit Facility is variable-rate debt with interest rates that are generally indexed to bank prime or LIBOR interest rates. At March 31, 2017 , we had $814.5 million of outstanding borrowings under our Revolving Credit Facility at a weighted average interest rate of 3.72% . Fair Value of Fixed-Rate Notes The following table provides fair values estimates of our fixed-rate notes at March 31, 2017 (in thousands): Senior Secured Notes $ 265,475 Senior Notes 2019 Notes $ 381,592 2021 Notes $ 374,618 2023 Notes $ 723,188 2025 Notes $ 488,333 For the Senior Secured Notes, the fair value estimate was developed using observed yields on publicly traded notes issued by us, adjusted for differences in the key terms of those notes and the key terms of our notes (examples include differences in the tenor of the debt, credit standing of the issuer, whether the notes are publicly traded, and whether the notes are secured or unsecured). This fair value estimate would be classified as Level 3 in the fair value hierarchy. For the Senior Notes, the fair value estimates were developed based on publicly traded quotes and would be classified as Level 1 in the fair value hierarchy. |
Segments
Segments | 12 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Segments | Segments The following table summarizes certain financial data related to our segments. Transactions between segments are recorded based on prices negotiated between the segments. The “Corporate and Other” category in the table below includes certain corporate expenses that are not allocated to the reportable segments. Year Ended March 31, 2017 2016 2015 (in thousands) Revenues: Crude Oil Logistics: Crude oil sales $ 1,603,667 $ 3,170,891 $ 6,621,871 Crude oil transportation and other 70,027 55,882 43,349 Elimination of intersegment sales (6,810 ) (9,694 ) (29,836 ) Total Crude Oil Logistics revenues 1,666,884 3,217,079 6,635,384 Water Solutions: Service fees 110,049 136,710 105,682 Recovered hydrocarbons 31,103 41,090 81,762 Water transportation — — 10,760 Other revenues 18,449 7,201 1,838 Total Water Solutions revenues 159,601 185,001 200,042 Liquids: Propane sales 807,172 618,919 1,265,262 Butane sales 391,265 317,994 531,548 Other product sales 308,031 302,181 580,286 Other revenues 32,648 35,943 28,745 Elimination of intersegment sales (100,028 ) (80,558 ) (162,016 ) Total Liquids revenues 1,439,088 1,194,479 2,243,825 Retail Propane: Propane sales 308,919 248,673 347,575 Distillate sales 64,249 64,868 106,037 Other revenues 40,038 39,436 35,585 Elimination of intersegment sales (97 ) — — Total Retail Propane revenues 413,109 352,977 489,197 Refined Products and Renewables: Refined products sales 8,884,976 6,294,008 6,682,040 Renewables sales 447,232 390,753 473,885 Service fees 10,963 108,221 76,847 Elimination of intersegment sales (469 ) (870 ) (1,079 ) Total Refined Products and Renewables revenues 9,342,702 6,792,112 7,231,693 Corporate and Other 844 462 1,916 Total revenues $ 13,022,228 $ 11,742,110 $ 16,802,057 Depreciation and Amortization: Crude Oil Logistics $ 54,144 $ 39,363 $ 38,626 Water Solutions 101,758 91,685 73,618 Liquids 19,163 15,642 13,513 Retail Propane 42,966 35,992 31,827 Refined Products and Renewables 1,562 40,861 32,948 Corporate and Other 3,612 5,381 3,417 Total depreciation and amortization $ 223,205 $ 228,924 $ 193,949 Operating Income (Loss): Crude Oil Logistics $ (17,475 ) $ (40,745 ) $ (35,832 ) Water Solutions 44,587 (313,673 ) 65,340 Liquids 43,252 76,173 45,072 Retail Propane 49,255 44,096 64,075 Refined Products and Renewables 222,546 226,951 54,567 Corporate and Other (87,082 ) (97,405 ) (85,802 ) Total operating income (loss) $ 255,083 $ (104,603 ) $ 107,420 The following table summarizes additions to property, plant and equipment and intangible assets by segment for the periods indicated. This information has been prepared on the accrual basis, and includes property, plant and equipment and intangible assets acquired in acquisitions. Year Ended March 31, 2017 2016 2015 (in thousands) Crude Oil Logistics $ 168,053 $ 447,952 $ 58,747 Water Solutions 109,008 243,308 218,007 Liquids 66,864 50,533 211,180 Retail Propane 105,476 48,026 54,615 Refined Products and Renewables 42,175 25,147 737,672 Corporate and Other 2,825 15,172 1,286 Total $ 494,401 $ 830,138 $ 1,281,507 The following tables summarize long-lived assets (consisting of property, plant and equipment, intangible assets, and goodwill) and total assets by segment at the dates indicated: March 31, 2017 2016 (in thousands) Long-lived assets, net: Crude Oil Logistics $ 1,724,805 $ 1,679,027 Water Solutions 1,261,944 1,162,405 Liquids 619,204 572,081 Retail Propane 547,960 483,330 Refined Products and Renewables 215,637 180,783 Corporate and Other 36,395 36,198 Total $ 4,405,945 $ 4,113,824 Total assets: Crude Oil Logistics $ 2,538,768 $ 2,197,113 Water Solutions 1,301,415 1,236,875 Liquids 767,597 693,872 Retail Propane 622,859 538,267 Refined Products and Renewables 988,073 765,806 Corporate and Other 101,667 128,222 Total $ 6,320,379 $ 5,560,155 |
Transactions with Affiliates
Transactions with Affiliates | 12 Months Ended |
Mar. 31, 2017 | |
Related Party Transactions [Abstract] | |
Transactions with Affiliates | Transactions with Affiliates SemGroup Corporation (“SemGroup”) holds ownership interests in our general partner. We sell product to and purchase product from SemGroup, and these transactions are included within revenues and cost of sales, respectively, in our consolidated statements of operations . We also lease crude oil storage from SemGroup. We purchase ethanol from E Energy Adams, LLC. These transactions are reported within cost of sales in our consolidated statements of operations. Certain members of our management and members of their families as well as other associated parties own interests in entities from which we have purchased products and services and to which we have sold products and services. During the year ended March 31, 2017 , $13.4 million of these transactions were capital expenditures and were recorded as increases to property, plant and equipment. The following table summarizes these related party transactions for the periods indicated: Year Ended March 31, 2017 2016 2015 (in thousands) Sales to SemGroup $ 3,866 $ 43,825 $ 88,276 Purchases from SemGroup $ 12,254 $ 53,209 $ 130,134 Sales to equity method investees $ 692 $ 14,836 $ 14,493 Purchases from equity method investees $ 121,336 $ 113,780 $ 149,828 Sales to entities affiliated with management $ 290 $ 318 $ 2,151 Purchases from entities affiliated with management $ 15,209 $ 45,197 $ 29,419 Accounts receivable from affiliates consist of the following at the dates indicated: March 31, 2017 2016 (in thousands) Receivables from SemGroup $ 6,668 $ 1,166 Receivables from equity method investees 15 14,446 Receivables from entities affiliated with management 28 13 Total $ 6,711 $ 15,625 Accounts payable to affiliates consist of the following at the dates indicated: March 31, 2017 2016 (in thousands) Payables to SemGroup $ 6,571 $ 1,823 Payables to equity method investees 1,306 3,947 Payables to entities affiliated with management 41 1,423 Total $ 7,918 $ 7,193 We have a loan receivable of $3.2 million at March 31, 2017 from Victory Propane, LLC with an initial maturity date of March 31, 2021, which can be extended for successive one -year periods unless one of the parties terminates the loan agreement. We had a loan receivable of $22.3 million at March 31, 2016 from Grassland. During the three months ended June 30, 2016, we received loan payments of $0.7 million from Grassland in accordance with the loan agreement. On June 3, 2016, we acquired the remaining 65% ownership interest in Grassland (see Note 4 ) and this loan receivable was eliminated upon consolidation. As a result of the acquisition, we incurred an impairment charge of $1.7 million to write down the loan receivable to its fair value. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Mar. 31, 2017 | |
Defined Contribution Pension and Other Postretirement Plans Disclosure [Abstract] | |
Employee Benefit Plan | Employee Benefit Plan We have established a defined contribution 401(k) plan to assist our eligible employees in saving for retirement on a tax-deferred basis. The 401(k) plan permits all eligible employees to make voluntary pre-tax contributions to the plan, subject to applicable tax limitations. For every dollar that employees contribute up to 1% of their eligible compensation (as defined in the plan), we contribute one dollar, plus 50 cents for every dollar employees contribute between 1% and 6% of their eligible compensation (as defined in the plan).Our matching contributions prior to January 1, 2015 vest over five years and, effective January 1, 2015, our matching contributions vest over two years. Expenses under the plan for the years ended March 31, 2017 , 2016 and 2015 were $3.4 million , $4.2 million and $3.3 million , respectively. |
Other Matters
Other Matters | 12 Months Ended |
Mar. 31, 2017 | |
Other Matters | |
Other Matters | Other Matters Termination of a Storage Sublease Agreement During the year ended March 31, 2017, we agreed to terminate a storage sublease agreement that was scheduled to commence in January 2017 and had a term of five years. For terminating this agreement, the counterparty agreed to pay us a specific amount in five equal payments which began in February 2017 and in January of the next four years and removed any future obligations of the Partnership. As a result, we discounted the future payments and recorded a gain of $16.2 million to other income, net in our consolidated statement of operations during the year ended March 31, 2017 . Termination of Development Agreement On June 3, 2016 , we entered into a purchase and sale agreement with the counterparty to the development agreement in our Water Solutions segment (see Note 4 ). Total cash consideration paid under the agreement was $49.6 million and in return we received the following: • Termination of the development agreement (see Note 7 ); • Additional interest in the water pipeline company we acquired in January 2016 (see Note 4 ); • Release of contingent consideration liabilities attributed to certain of our water treatment and disposal facilities; • Certain parcels of land and permits to develop saltwater disposal wells and other parcels of land containing water wells and equipment; and • A two -year non-compete agreement with the counterparty. We accounted for the transaction as an acquisition of assets. Acquiring assets in groups requires not only ascertaining the cost of the asset (or net asset) group but also allocating that cost to the individual assets (or individual assets and liabilities) that make up the group. The cost of a group of assets acquired in an asset acquisition shall be allocated to the individual assets acquired or liabilities assumed/released based on their relative fair values and shall not give rise to goodwill or bargain purchase gains. We allocated $1.2 million of the total consideration to property, plant and equipment, $3.3 million to intangible assets, $2.8 million to noncontrolling interest, $25.5 million to the release of contingent consideration liabilities and $16.9 million to the termination of the development agreement. We recorded a $21.3 million gain on the release of $46.8 million of contingent consideration liabilities, which was recorded within gain on early extinguishment of liabilities, net in our consolidated statement of operations during the year ended March 31, 2017 . For the termination of the development agreement, we recorded a loss of $22.7 million , which included the carrying value of the development agreement asset that was written off (see Note 7 ). This loss was recorded within (gain) loss on disposal or impairment of assets, net in our consolidated statement of operations during the year ended March 31, 2017 . Crude Oil Rail Transloading Facility In October 2014, we announced plans to build a crude oil rail transloading facility, backed by executed producer commitments. Subsequent to executing these commitments, the producers requested to be released from the commitments. We agreed to release the producers from their commitments in return for a cash payment in March 2015 and additional cash payments over the next five years . In addition, one of the producers committed to pay us a specified fee on each barrel of crude oil it produces in a specified basin over a period of seven years . Upon execution of these agreements in March 2015, we recorded a gain of $31.6 million to other income, net in our consolidated statement of operations, net of certain project abandonment costs. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Mar. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | Quarterly Financial Data (Unaudited) The following tables summarize our unaudited quarterly financial data. The computation of net income (loss) per common unit is done separately by quarter and year. The total of net income (loss) per common unit of the individual quarters may not equal net income (loss) per common unit for the year, due primarily to the income allocation between the general partner and limited partners and variations in the weighted average units outstanding used in computing such amounts. Our Retail Propane segment’s business is seasonal due to weather conditions in our service areas. Propane sales to residential and commercial customers are affected by winter heating season requirements, which generally results in higher operating revenues and net income during the period from October through March of each year and lower operating revenues and either net losses or lower net income during the period from April through September of each year. Our Liquids segment is also subject to seasonal fluctuations, as demand for propane and butane is typically higher during the winter months. Our operating revenues from our other segments are less weather sensitive. Additionally, the acquisitions described in Note 4 impact the comparability of the quarterly information within the year, and year to year. Quarter Ended Year Ended June 30, 2016 September 30, 2016 December 31, 2016 March 31, 2017 March 31, 2017 (in thousands, except unit and per unit amounts) Total revenues $ 2,721,970 $ 3,045,538 $ 3,406,641 $ 3,848,079 $ 13,022,228 Total cost of sales $ 2,566,440 $ 2,928,730 $ 3,228,022 $ 3,598,717 $ 12,321,909 Net income (loss) $ 182,753 $ (66,658 ) $ 1,293 $ 26,486 $ 143,874 Net income (loss) attributable to NGL Energy Partners LP $ 176,920 $ (66,599 ) $ 976 $ 25,745 $ 137,042 Basic income (loss) per common unit $ 1.66 $ (0.71 ) $ (0.07 ) $ 0.14 $ 0.99 Diluted income (loss) per common unit $ 1.38 $ (0.71 ) $ (0.07 ) $ 0.14 $ 0.95 Basic weighted average common units outstanding 104,169,573 106,186,389 107,966,901 114,131,764 108,091,486 Diluted weighted average common units outstanding 128,453,733 106,186,389 107,966,901 120,198,802 111,850,621 Quarter Ended Year Ended June 30, 2015 September 30, 2015 December 31, 2015 March 31, 2016 March 31, 2016 (in thousands, except unit and per unit amounts) Total revenues $ 3,538,469 $ 3,193,195 $ 2,685,006 $ 2,325,440 $ 11,742,110 Total cost of sales $ 3,322,551 $ 3,005,826 $ 2,433,500 $ 2,077,160 $ 10,839,037 Net (loss) income $ (25,007 ) $ (6,100 ) $ 50,995 $ (206,985 ) $ (187,097 ) Net (loss) income attributable to NGL Energy Partners LP $ (29,357 ) $ (9,597 ) $ 44,157 $ (204,132 ) $ (198,929 ) Basic (loss) income per common unit $ (0.43 ) $ (0.25 ) $ 0.27 $ (1.94 ) $ (2.35 ) Diluted (loss) income per common unit $ (0.43 ) $ (0.25 ) $ 0.22 $ (1.94 ) $ (2.35 ) Basic weighted average common units outstanding 103,888,281 105,189,463 105,338,200 104,930,260 104,838,886 Diluted weighted average common units outstanding 103,888,281 105,189,463 106,194,547 104,930,260 104,838,886 The following summarizes significant items recognized during the years ended March 31, 2017 and 2016 : Year Ended March 31, 2017 • On April 1, 2016, we sold all of the TLP common units we owned and recorded a gain (see Note 2 ); • On June 3, 2016, we recorded a gain on the release of contingent consideration liabilities and a loss for the termination of the development agreement (see Note 16 ); • On June 3, 2016, we acquired the remaining ownership interest in Grassland and revalued our previously held ownership interest to fair value and recorded a loss (see Note 2 ); • During the first quarter of fiscal year 2017, we recorded an adjustment of the previously recorded goodwill impairment charge estimate recognized during the three months ended March 31, 2016 (see Note 6 ); • During the third quarter of fiscal year 2017, we agreed to terminate a storage sublease agreement that was scheduled to commence in January 2017 and recorded a gain (see Note 16 ); • On October 24, 2016 and February 22, 2017, we issued the 2023 Notes and 2025 Notes, respectively (see Note 8 ); and • During the first and fourth quarters of fiscal year 2017, we repurchased a portion of our 2019 Notes and 2021 Notes and recorded a net gain on the early extinguishment of these notes (see Note 8 ). Year Ended March 31, 2016 • On February 1, 2016, we sold our general partner interest in TLP and recorded a gain (see Note 2 ); • During the fourth quarter of fiscal year 2016, we recorded a preliminary goodwill impairment charge (see Note 6 ); • During the fourth quarter of fiscal year 2016, we recorded write-downs and impairments of certain property, plant and equipment and other assets of $64.7 million ; and • During the fourth quarter of fiscal year 2016, we repurchased a portion of our 2019 Notes and 2021 Notes and recorded a gain on the early extinguishment of these notes (see Note 8 ). |
Consolidating Guarantor and Non
Consolidating Guarantor and Non-Guarantor Financial Information | 12 Months Ended |
Mar. 31, 2017 | |
Consolidating Guarantor and Non-Guarantor Financial Information [Abstract] | |
Consolidating Guarantor and Non-Guarantor Financial Information | Consolidating Guarantor and Non-Guarantor Financial Information Certain of our wholly owned subsidiaries have, jointly and severally, fully and unconditionally guaranteed the Senior Notes (see Note 8 ). Pursuant to Rule 3-10 of Regulation S-X, we have presented in columnar format the consolidating financial information for NGL Energy Partners LP (Parent), NGL Energy Finance Corp., the guarantor subsidiaries on a combined basis, and the non-guarantor subsidiaries on a combined basis in the tables below. NGL Energy Partners LP and NGL Energy Finance Corp. are co-issuers of the Senior Notes. Since NGL Energy Partners LP received the proceeds from the issuance of the Senior Notes, all activity has been reflected in the NGL Energy Partners LP (Parent) column in the tables below. During the periods presented in the tables below, the status of certain subsidiaries changed, in that they either became guarantors of or ceased to be guarantors of the Senior Notes. There are no significant restrictions that prevent the parent or any of the guarantor subsidiaries from obtaining funds from their respective subsidiaries by dividend or loan. None of the assets of the guarantor subsidiaries (other than the investments in non-guarantor subsidiaries) are restricted net assets pursuant to Rule 4-08(e)(3) of Regulation S-X under the Securities Act of 1933, as amended. For purposes of the tables below, (i) the consolidating financial information is presented on a legal entity basis, (ii) investments in consolidated subsidiaries are accounted for as equity method investments, and (iii) contributions, distributions, and advances to (from) consolidated entities are reported on a net basis within net changes in advances with consolidated entities in the consolidating statement of cash flow tables below. Consolidating Balance Sheet (in Thousands) March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 6,257 $ — $ 2,903 $ 3,104 $ — $ 12,264 Accounts receivable-trade, net of allowance for doubtful accounts — — 795,479 5,128 — 800,607 Accounts receivable-affiliates — — 6,711 — — 6,711 Inventories — — 560,769 663 — 561,432 Prepaid expenses and other current assets — — 102,703 490 — 103,193 Total current assets 6,257 — 1,468,565 9,385 — 1,484,207 PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation — — 1,725,383 64,890 — 1,790,273 GOODWILL — — 1,437,759 13,957 — 1,451,716 INTANGIBLE ASSETS, net of accumulated amortization — — 1,149,524 14,432 — 1,163,956 INVESTMENTS IN UNCONSOLIDATED ENTITIES — — 187,423 — — 187,423 NET INTERCOMPANY RECEIVABLES (PAYABLES) 2,424,730 — (2,408,189 ) (16,541 ) — — INVESTMENTS IN CONSOLIDATED SUBSIDIARIES 1,978,158 — 47,598 — (2,025,756 ) — LOAN RECEIVABLE-AFFILIATE — — 3,200 — — 3,200 OTHER NONCURRENT ASSETS — — 239,436 168 — 239,604 Total assets $ 4,409,145 $ — $ 3,850,699 $ 86,291 $ (2,025,756 ) $ 6,320,379 LIABILITIES AND EQUITY CURRENT LIABILITIES: Accounts payable-trade $ — $ — $ 657,077 $ 944 $ — $ 658,021 Accounts payable-affiliates 1 — 7,907 10 — 7,918 Accrued expenses and other payables 42,150 — 164,012 963 — 207,125 Advance payments received from customers — — 35,107 837 — 35,944 Current maturities of long-term debt 25,000 — 4,211 379 — 29,590 Total current liabilities 67,151 — 868,314 3,133 — 938,598 LONG-TERM DEBT, net of debt issuance costs and current maturities 2,138,048 — 824,370 1,065 — 2,963,483 OTHER NONCURRENT LIABILITIES — — 179,857 4,677 — 184,534 CLASS A 10.75% CONVERTIBLE PREFERRED UNITS 63,890 — — — — 63,890 REDEEMABLE NONCONTROLLING INTEREST — — — 3,072 — 3,072 EQUITY: Partners’ equity 2,140,056 — 1,979,785 74,545 (2,052,502 ) 2,141,884 Accumulated other comprehensive loss — — (1,627 ) (201 ) — (1,828 ) Noncontrolling interests — — — — 26,746 26,746 Total equity 2,140,056 — 1,978,158 74,344 (2,025,756 ) 2,166,802 Total liabilities and equity $ 4,409,145 $ — $ 3,850,699 $ 86,291 $ (2,025,756 ) $ 6,320,379 Consolidating Balance Sheet (in Thousands) March 31, 2016 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 25,749 $ — $ 784 $ 1,643 $ — $ 28,176 Accounts receivable-trade, net of allowance for doubtful accounts — — 516,362 4,652 — 521,014 Accounts receivable-affiliates — — 15,625 — — 15,625 Inventories — — 367,250 556 — 367,806 Prepaid expenses and other current assets — — 94,426 1,433 — 95,859 Total current assets 25,749 — 994,447 8,284 — 1,028,480 PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation — — 1,568,488 81,084 — 1,649,572 GOODWILL — — 1,313,364 1,998 — 1,315,362 INTANGIBLE ASSETS, net of accumulated amortization — — 1,146,355 2,535 — 1,148,890 INVESTMENTS IN UNCONSOLIDATED ENTITIES — — 219,550 — — 219,550 NET INTERCOMPANY RECEIVABLES (PAYABLES) 1,404,479 — (1,402,360 ) (2,119 ) — — INVESTMENTS IN CONSOLIDATED SUBSIDIARIES 1,254,383 — 42,227 — (1,296,610 ) — LOAN RECEIVABLE-AFFILIATE — — 22,262 — — 22,262 OTHER NONCURRENT ASSETS — — 175,512 527 — 176,039 Total assets $ 2,684,611 $ — $ 4,079,845 $ 92,309 $ (1,296,610 ) $ 5,560,155 LIABILITIES AND EQUITY CURRENT LIABILITIES: Accounts payable-trade $ — $ — $ 417,707 $ 2,599 $ — $ 420,306 Accounts payable-affiliates 1 — 7,190 2 — 7,193 Accrued expenses and other payables 16,887 — 196,596 943 — 214,426 Advance payments received from customers — — 55,737 448 — 56,185 Current maturities of long-term debt — — 7,109 798 — 7,907 Total current liabilities 16,888 — 684,339 4,790 — 706,017 LONG-TERM DEBT, net of debt issuance costs and current maturities 1,011,365 — 1,894,428 7,044 — 2,912,837 OTHER NONCURRENT LIABILITIES — — 246,695 541 — 247,236 EQUITY: Partners’ equity 1,656,358 — 1,254,384 80,090 (1,334,317 ) 1,656,515 Accumulated other comprehensive loss — — (1 ) (156 ) — (157 ) Noncontrolling interests — — — — 37,707 37,707 Total equity 1,656,358 — 1,254,383 79,934 (1,296,610 ) 1,694,065 Total liabilities and equity $ 2,684,611 $ — $ 4,079,845 $ 92,309 $ (1,296,610 ) $ 5,560,155 Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ — $ — $ 12,988,467 $ 37,155 $ (3,394 ) $ 13,022,228 COST OF SALES — — 12,316,563 8,740 (3,394 ) 12,321,909 OPERATING COSTS AND EXPENSES: Operating — — 296,002 11,923 — 307,925 General and administrative — — 115,753 813 — 116,566 Depreciation and amortization — — 214,082 9,123 — 223,205 Gain on disposal or impairment of assets, net — — (209,101 ) (76 ) — (209,177 ) Revaluation of liabilities — — 6,305 412 — 6,717 Operating Income — — 248,863 6,220 — 255,083 OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities — — 3,084 — — 3,084 Revaluation of investments — — (14,365 ) — — (14,365 ) Interest expense (91,259 ) — (59,025 ) (787 ) 593 (150,478 ) Gain on early extinguishment of liabilities, net 8,507 — 16,220 — — 24,727 Other income, net — — 28,292 63 (593 ) 27,762 (Loss) Income Before Income Taxes (82,752 ) — 223,069 5,496 — 145,813 INCOME TAX EXPENSE — — (1,939 ) — — (1,939 ) EQUITY IN NET INCOME (LOSS) OF CONSOLIDATED SUBSIDIARIES 219,794 — (1,336 ) — (218,458 ) — Net Income 137,042 — 219,794 5,496 (218,458 ) 143,874 LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (6,832 ) (6,832 ) LESS: DISTRIBUTIONS TO PREFERRED UNITHOLDERS (30,142 ) (30,142 ) LESS: NET INCOME ALLOCATED TO GENERAL PARTNER (232 ) (232 ) NET INCOME ALLOCATED TO LIMITED PARTNERS $ 137,042 $ — $ 219,794 $ 5,496 $ (255,664 ) $ 106,668 Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2016 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ — $ — $ 11,593,272 $ 182,175 $ (33,337 ) $ 11,742,110 COST OF SALES — — 10,843,937 28,237 (33,137 ) 10,839,037 OPERATING COSTS AND EXPENSES: Operating — — 327,377 73,941 (200 ) 401,118 General and administrative — — 122,196 17,345 — 139,541 Depreciation and amortization — — 184,091 44,833 — 228,924 Loss on disposal or impairment of assets, net — — 303,422 17,344 — 320,766 Revaluation of liabilities — — (82,673 ) — — (82,673 ) Operating (Loss) Income — — (105,078 ) 475 — (104,603 ) OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities — — 4,374 11,747 — 16,121 Interest expense (43,493 ) — (82,360 ) (7,546 ) 310 (133,089 ) Gain on early extinguishment of liabilities, net — — 28,532 — — 28,532 Other income, net — — 5,533 352 (310 ) 5,575 (Loss) Income Before Income Taxes (43,493 ) — (148,999 ) 5,028 — (187,464 ) INCOME TAX BENEFIT (EXPENSE) — — 574 (207 ) — 367 EQUITY IN NET LOSS OF CONSOLIDATED SUBSIDIARIES (155,436 ) — (7,011 ) — 162,447 — Net (Loss) Income (198,929 ) — (155,436 ) 4,821 162,447 (187,097 ) LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (11,832 ) (11,832 ) LESS: NET INCOME ALLOCATED TO GENERAL PARTNER (47,620 ) (47,620 ) NET (LOSS) INCOME ALLOCATED TO LIMITED PARTNERS $ (198,929 ) $ — $ (155,436 ) $ 4,821 $ 102,995 $ (246,549 ) Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2015 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ — $ — $ 16,648,382 $ 189,979 $ (36,304 ) $ 16,802,057 COST OF SALES — — 15,934,529 59,825 (36,147 ) 15,958,207 OPERATING COSTS AND EXPENSES: Operating — — 306,576 57,555 — 364,131 General and administrative — — 131,898 17,532 — 149,430 Depreciation and amortization — — 161,906 32,043 — 193,949 Loss on disposal or impairment of assets, net — — 11,619 29,565 — 41,184 Revaluation of liabilities — — (12,264 ) — — (12,264 ) Operating Income (Loss) — — 114,118 (6,541 ) (157 ) 107,420 OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities — — 6,640 5,463 — 12,103 Interest expense (65,723 ) — (39,023 ) (5,423 ) 46 (110,123 ) Other income, net — — 36,953 264 (46 ) 37,171 (Loss) Income Before Income Taxes (65,723 ) — 118,688 (6,237 ) (157 ) 46,571 INCOME TAX BENEFIT (EXPENSE) — — 3,795 (173 ) — 3,622 EQUITY IN NET INCOME (LOSS) OF CONSOLIDATED SUBSIDIARIES 103,029 — (19,297 ) — (83,732 ) — Net Income (Loss) 37,306 — 103,186 (6,410 ) (83,889 ) 50,193 LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (12,887 ) (12,887 ) LESS: NET INCOME ALLOCATED TO GENERAL PARTNER (45,700 ) (45,700 ) NET INCOME (LOSS) ALLOCATED TO LIMITED PARTNERS $ 37,306 $ — $ 103,186 $ (6,410 ) $ (142,476 ) $ (8,394 ) Consolidating Statements of Comprehensive Income (Loss) (in Thousands) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net income $ 137,042 $ — $ 219,794 $ 5,496 $ (218,458 ) $ 143,874 Other comprehensive loss — — (1,626 ) (45 ) — (1,671 ) Comprehensive income $ 137,042 $ — $ 218,168 $ 5,451 $ (218,458 ) $ 142,203 Year Ended March 31, 2016 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net (loss) income $ (198,929 ) $ — $ (155,436 ) $ 4,821 $ 162,447 $ (187,097 ) Other comprehensive loss — — — (48 ) — (48 ) Comprehensive (loss) income $ (198,929 ) $ — $ (155,436 ) $ 4,773 $ 162,447 $ (187,145 ) Year Ended March 31, 2015 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net income (loss) $ 37,306 $ — $ 103,186 $ (6,410 ) $ (83,889 ) $ 50,193 Other comprehensive inco me (loss) — — 189 (62 ) — 127 Comprehensive income (loss) $ 37,306 $ — $ 103,375 $ (6,472 ) $ (83,889 ) $ 50,320 Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities $ (749,250 ) $ — $ 700,269 $ 22,157 $ (26,824 ) INVESTING ACTIVITIES: Capital expenditures — — (356,473 ) (7,398 ) (363,871 ) Acquisitions, net of cash acquired — — (111,426 ) (11,406 ) (122,832 ) Cash flows from settlements of commodity derivatives — — (37,442 ) — (37,442 ) Proceeds from sales of assets — — 29,527 39 29,566 Proceeds from sale of TLP common units — — 112,370 — 112,370 Proceeds from sale of Grassland — — — 22,000 22,000 Investments in unconsolidated entities — — (2,105 ) — (2,105 ) Distributions of capital from unconsolidated entities — — 9,692 — 9,692 Payments on loan for natural gas liquids facility — — 8,916 — 8,916 Loan to affiliate — — (3,200 ) — (3,200 ) Payments on loan to affiliate — — 655 — 655 Payment to terminate development agreement — — (16,875 ) — (16,875 ) Net cash (used in) provided by investing activities — — (366,361 ) 3,235 (363,126 ) FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities — — 1,700,000 — 1,700,000 Payments on revolving credit facilities — — (2,733,500 ) — (2,733,500 ) Issuance of senior notes 1,200,000 — — — 1,200,000 Repurchases of senior notes (21,193 ) — — — (21,193 ) Payments on other long-term debt — — (49,596 ) (190 ) (49,786 ) Debt issuance costs (21,868 ) — (11,690 ) — (33,558 ) Contributions from general partner 49 — — — 49 Contributions from noncontrolling interest owners, net — — — 672 672 Distributions to partners (181,581 ) — — — (181,581 ) Distributions to noncontrolling interest owners — — — (3,292 ) (3,292 ) Proceeds from sale of convertible preferred units and warrants, net of offering costs 234,975 — — — 234,975 Proceeds from sale of common units, net of offering costs 287,136 — — — 287,136 Payments for the early extinguishment of liabilities — — (25,884 ) — (25,884 ) Net changes in advances with consolidated entities (767,760 ) — 788,881 (21,121 ) — Net cash provided by (used in) financing activities 729,758 — (331,789 ) (23,931 ) 374,038 Net (decrease) increase in cash and cash equivalents (19,492 ) — 2,119 1,461 (15,912 ) Cash and cash equivalents, beginning of period 25,749 — 784 1,643 28,176 Cash and cash equivalents, end of period $ 6,257 $ — $ 2,903 $ 3,104 $ 12,264 Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2016 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities $ (74,822 ) $ — $ 360,851 $ 65,466 $ 351,495 INVESTING ACTIVITIES: Capital expenditures — — (604,214 ) (57,671 ) (661,885 ) Acquisitions, net of cash acquired (624 ) — (232,148 ) (1,880 ) (234,652 ) Cash flows from settlements of commodity derivatives — — 105,662 — 105,662 Proceeds from sales of assets — — 8,453 2 8,455 Proceeds from sale of general partner interest in TLP, net — — 343,135 — 343,135 Investments in unconsolidated entities — — (4,480 ) (6,951 ) (11,431 ) Distributions of capital from unconsolidated entities — — 11,031 4,761 15,792 Loan for natural gas liquids facility — — (3,913 ) — (3,913 ) Payments on loan for natural gas liquids facility — — 7,618 — 7,618 Loan to affiliate — — (15,621 ) — (15,621 ) Payments on loan to affiliate — — 1,513 — 1,513 Net cash used in investing activities (624 ) — (382,964 ) (61,739 ) (445,327 ) FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities — — 2,499,000 103,500 2,602,500 Payments on revolving credit facilities — — (2,041,500 ) (91,500 ) (2,133,000 ) Repurchases of senior notes (43,421 ) — — — (43,421 ) Proceeds from borrowings under other long-term debt — — 45,873 7,350 53,223 Payments on other long-term debt — — (4,762 ) (325 ) (5,087 ) Debt issuance costs (3,493 ) — (6,744 ) — (10,237 ) Contributions from general partner 54 — — — 54 Contributions from noncontrolling interest owners, net (3,829 ) — — 15,376 11,547 Distributions to partners (322,007 ) — — — (322,007 ) Distributions to noncontrolling interest owners — — — (35,720 ) (35,720 ) Taxes paid on behalf of equity incentive plan participants — — (19,395 ) — (19,395 ) Common unit repurchases (17,680 ) — — — (17,680 ) Net changes in advances with consolidated entities 462,456 — (459,289 ) (3,167 ) — Other — — (43 ) (29 ) (72 ) Net cash provided by (used in) financing activities 72,080 — 13,140 (4,515 ) 80,705 Net decrease in cash and cash equivalents (3,366 ) — (8,973 ) (788 ) (13,127 ) Cash and cash equivalents, beginning of period 29,115 — 9,757 2,431 41,303 Cash and cash equivalents, end of period $ 25,749 $ — $ 784 $ 1,643 $ 28,176 Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2015 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities $ (59,448 ) $ — $ 287,953 $ 33,886 $ 262,391 INVESTING ACTIVITIES: Capital expenditures — — (223,065 ) (4,913 ) (227,978 ) Purchase of equity interest in Grand Mesa Pipeline — — (310,000 ) — (310,000 ) Acquisitions, net of cash acquired (124,281 ) — (831,505 ) (5,136 ) (960,922 ) Cash flows from settlements of commodity derivatives — — 199,165 — 199,165 Proceeds from sales of assets — — 11,806 14,456 26,262 Investments in unconsolidated entities — — (13,244 ) (20,284 ) (33,528 ) Distributions of capital from unconsolidated entities — — 5,030 5,793 10,823 Loan for natural gas liquids facility — — (63,518 ) — (63,518 ) Payments on loan for natural gas liquids facility — — 1,625 — 1,625 Loan to affiliate — — (8,154 ) — (8,154 ) Other — — 4 — 4 Net cash used in investing activities (124,281 ) — (1,231,856 ) (10,084 ) (1,366,221 ) FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities — — 3,663,000 101,500 3,764,500 Payments on revolving credit facilities — — (3,194,500 ) (85,500 ) (3,280,000 ) Issuance of senior notes 400,000 — — — 400,000 Payments on other long-term debt — — (6,666 ) (22 ) (6,688 ) Debt issuance costs (8,150 ) — (2,926 ) — (11,076 ) Contributions from general partner 823 — — — 823 Contributions from noncontrolling interest owners, net — — — 9,433 9,433 Distributions to partners (242,595 ) — — — (242,595 ) Distributions to noncontrolling interest owners — — — (27,147 ) (27,147 ) Proceeds from sale of common units, net of offering costs 541,128 — — — 541,128 Taxes paid on behalf of equity incentive plan participants — — (13,491 ) — (13,491 ) Net changes in advances with consolidated entities (479,543 ) — 499,709 (20,166 ) — Other — — (194 ) — (194 ) Net cash provided by (used in) financing activities 211,663 — 944,932 (21,902 ) 1,134,693 Net increase in cash and cash equivalents 27,934 — 1,029 1,900 30,863 Cash and cash equivalents, beginning of period 1,181 — 8,728 531 10,440 Cash and cash equivalents, end of period $ 29,115 $ — $ 9,757 $ 2,431 $ 41,303 |
Significant Accounting Polici26
Significant Accounting Policies (Policies) | 12 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Our consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). The accompanying consolidated financial statements include our accounts and those of our controlled subsidiaries. Intercompany transactions and account balances have been eliminated in consolidation. Investments we cannot control, but can exercise significant influence over, are accounted for using the equity method of accounting. We also own an undivided interest in a crude oil pipeline, and include our proportionate share of assets, liabilities, and expenses related to this pipeline in our consolidated financial statements. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amount of assets and liabilities reported at the date of the consolidated financial statements and the amount of revenues and expenses reported during the periods presented. Critical estimates we make in the preparation of our consolidated financial statements include, among others, determining the fair value of assets and liabilities acquired in business combinations, the collectibility of accounts receivable, the recoverability of inventories, useful lives and recoverability of property, plant and equipment and amortizable intangible assets, the impairment of assets, the fair value of asset retirement obligations, the value of equity-based compensation, and accruals for environmental matters. Although we believe these estimates are reasonable, actual results could differ from those estimates. |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. Fair value is based upon assumptions that market participants would use when pricing an asset or liability. We use the following fair value hierarchy, which prioritizes valuation technique inputs used to measure fair value into three broad levels: • Level 1: Quoted prices in active markets for identical assets and liabilities that we have the ability to access at the measurement date. • Level 2: Inputs (other than quoted prices included within Level 1) that are either directly or indirectly observable for the asset or liability, including (i) quoted prices for similar assets or liabilities in active markets, (ii) quoted prices for identical or similar assets or liabilities in inactive markets, (iii) inputs other than quoted prices that are observable for the asset or liability, and (iv) inputs that are derived from observable market data by correlation or other means. Instruments categorized in Level 2 include non-exchange traded derivatives such as over-the-counter commodity price swap and option contracts and forward commodity contracts. We determine the fair value of all of our derivative financial instruments utilizing pricing models for similar instruments. Inputs to the pricing models include publicly available prices and forward curves generated from a compilation of data gathered from third parties. • Level 3: Unobservable inputs for the asset or liability including situations where there is little, if any, market activity for the asset or liability. The fair value hierarchy gives the highest priority to quoted prices in active markets (Level 1) and the lowest priority to unobservable inputs (Level 3). In some cases, the inputs used to measure fair value might fall into different levels of the fair value hierarchy. The lowest level input that is significant to a fair value measurement determines the applicable level in the fair value hierarchy. Assessing the significance of a particular input to a fair value measurement requires judgment, considering factors specific to the asset or liability. |
Derivative Financial Instruments | Derivative Financial Instruments We record all derivative financial instrument contracts at fair value in our consolidated balance sheets except for certain contracts that qualify for the normal purchase and normal sale election . Under this accounting policy election, we do not record the contracts at fair value at each balance sheet date; instead, we record the purchase or sale at the contracted value once the delivery occurs. We have not designated any financial instruments as hedges for accounting purposes. All changes in the fair value of our commodity derivative instruments that do not qualify as normal purchases and normal sales (whether cash transactions or non-cash mark-to-market adjustments) are reported within cost of sales in our consolidated statements of operations, regardless of whether the contract is physically or financially settled. We utilize various commodity derivative financial instrument contracts to attempt to reduce our exposure to price fluctuations. We do not enter into such contracts for trading purposes. Changes in assets and liabilities from commodity derivative financial instruments result primarily from changes in market prices, newly originated transactions, and the timing of settlements. We attempt to balance our contractual portfolio in terms of notional amounts and timing of performance and delivery obligations. However, net unbalanced positions can exist or are established based on our assessment of anticipated market movements. Inherent in the resulting contractual portfolio are certain business risks, including commodity price risk and credit risk. Commodity price risk is the risk that the market value of crude oil, natural gas liquids, or refined and renewables products will change, either favorably or unfavorably, in response to changing market conditions. Credit risk is the risk of loss from nonperformance by suppliers, customers or financial counterparties to a contract. Procedures and limits for managing commodity price risks and credit risks are specified in our market risk policy and credit risk policy, respectively. Open commodity positions and market price changes are monitored daily and are reported to senior management and to marketing operations personnel. Credit risk is monitored daily and exposure is minimized through customer deposits, restrictions on product liftings, letters of credit, and entering into master netting agreements that allow for offsetting counterparty receivable and payable balances for certain transactions. |
Revenue Recognition | Revenue Recognition We record product sales revenues when title to the product transfers to the purchaser, which typically occurs when the purchaser receives the product. We record terminaling, transportation, storage, and service revenues when the service is performed, and we record tank and other rental revenues over the lease term. Revenues for our Water Solutions segment are recognized when we obtain the wastewater at our treatment and disposal facilities. The tariffs we charge for our pipeline transportation systems are primarily regulated by the Federal Energy Regulatory Commission. Our tariffs include provisions which allow us to deduct from our customer’s inventory a small percentage of the products our customers transport on our pipeline systems. We refer to these product quantities as pipeline loss allowance. We receive pipeline loss allowances from our customers as consideration for product losses during the transportation of their crude oil within our pipeline system. Our customers are guaranteed delivery of the amount of their injected volumes, net of pipeline loss allowance, irrespective of what our actual product losses may be during the delivery process. We report taxes collected from customers and remitted to taxing authorities, such as sales and use taxes, on a net basis. We include amounts billed to customers for shipping and handling costs within revenues in our consolidated statements of operations. We enter into certain contracts whereby we agree to purchase product from a counterparty and sell the same volume of product to the same counterparty at a different location or time. When such agreements are entered into at the same time and in contemplation of each other, we record the revenues for these transactions net of cost of sales. |
Cost of Sales | Cost of Sales We include all costs we incur to acquire products, including the costs of purchasing, terminaling, and transporting inventory, prior to delivery to our customers, in cost of sales. Cost of sales excludes depreciation of our property, plant and equipment. |
Depreciation and Amortization | Depreciation and Amortization Depreciation and amortization in our consolidated statements of operations includes all depreciation of our property, plant and equipment and amortization of intangible assets other than debt issuance costs, for which the amortization is recorded to interest expense, and certain contract-based intangible assets, for which the amortization is recorded to cost of sales. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash on hand, demand and time deposits, and funds invested in highly liquid instruments with maturities of three months or less at the date of purchase. At times, certain account balances may exceed federally insured limits. |
Accounts Receivable and Concentration of Credit Risk | Accounts Receivable and Concentration of Credit Risk We operate in the United States and Canada. We grant unsecured credit to customers under normal industry standards and terms, and have established policies and procedures that allow for an evaluation of each customer’s creditworthiness as well as general economic conditions. The allowance for doubtful accounts is based on our assessment of the collectibility of customer accounts, which assessment considers the overall creditworthiness of customers and any specific disputes. Accounts receivable are considered past due or delinquent based on contractual terms. We write off accounts receivable against the allowance for doubtful accounts when collection efforts have been exhausted. We execute netting agreements with certain customers to mitigate our credit risk. Receivables and payables are reflected at a net balance to the extent a netting agreement is in place and we intend to settle on a net basis. |
Inventories | Inventories We value our inventories at the lower of cost or market, with cost determined using either the weighted-average cost or the first in, first out (FIFO) methods, including the cost of transportation and storage. Market is determined based on estimated replacement cost using prices at the end of the reporting period. In performing this analysis, we consider fixed-price forward commitments and the opportunity to transfer propane inventory from our wholesale Liquids business to our Retail Propane business to sell the inventory in retail markets. |
Investments in Unconsolidated Entities | Investments in Unconsolidated Entities Investments we cannot control, but can exercise significant influence over, are accounted for using the equity method of accounting. Investments in partnerships and limited liability companies, unless our investment is considered to be minor, and investments in unincorporated joint ventures are also accounted for using the equity method of accounting. Under the equity method, we do not report the individual assets and liabilities of these entities on our consolidated balance sheets; instead, our ownership interests are reported within investments in unconsolidated entities on our consolidated balance sheets. Under the equity method, the investment is recorded at acquisition cost, increased by our proportionate share of any earnings and additional capital contributions and decreased by our proportionate share of any losses, distributions paid, and amortization of any excess investment. Excess investment is the amount by which our total investment exceeds our proportionate share of the historical net book value of the net assets of the investee. We use the cumulative earnings approach to classify distributions received from unconsolidated entities as either operating activities or investing activities in our consolidated statements of cash flows. |
Property, Plant and Equipment | Property, Plant and Equipment We record property, plant and equipment at cost, less accumulated depreciation. Acquisitions and improvements are capitalized, and maintenance and repairs are expensed as incurred. As we dispose of assets, we remove the cost and related accumulated depreciation from the accounts, and any resulting gain or loss is included in (gain) loss on disposal or impairment of assets, net . We compute depreciation expense of our property, plant and equipment using the straight-line method over the estimated useful lives of the assets (see Note 5 ). |
Intangible Assets | Intangible Assets Our intangible assets include contracts and arrangements acquired in business combinations, including customer relationships, customer commitments, pipeline capacity rights, rights-of-way and easements, a water facility development agreement, executory contracts and other agreements, covenants not to compete, and trade names. In addition, we capitalize certain debt issuance costs associated with our revolving credit facilities. We amortize the majority of our intangible assets on a straight-line basis over the estimated useful lives of the assets (see Note 7 ). We amortize debt issuance costs over the terms of the related debt using a method that approximates the effective interest method. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets We evaluate the carrying value of our long-lived assets (property, plant and equipment and amortizable intangible assets) for potential impairment when events and circumstances warrant such a review. A long-lived asset group is considered impaired when the anticipated undiscounted future cash flows from the use and eventual disposition of the asset group is less than its carrying value. In that event, we recognize a loss equal to the amount by which the carrying value exceeds the fair value of the asset group. When we cease to use an acquired trade name, we test the trade name for impairment using the relief from royalty method and we begin amortizing the trade name over its estimated useful life as a defensive asset. See Note 5 and Note 7 for a further discussion of long-lived asset impairments recognized in the consolidated financial statements. We evaluate equity method investments for impairment when we believe the current fair value may be less than the carrying amount and record an impairment if we believe the decline in value is other than temporary. |
Goodwill | Goodwill Goodwill represents the excess of the consideration paid for the acquired businesses over the fair value of the individual assets acquired, net of liabilities assumed. Business combinations are accounted for using the “acquisition method” (see Note 4 ). We expect that all of our goodwill at March 31, 2017 is deductible for income tax purposes. Goodwill and indefinite-lived intangible assets are not amortized, but instead are evaluated for impairment at least annually. We perform our annual assessment of impairment during the fourth quarter of our fiscal year, and more frequently if circumstances warrant. To perform this assessment, we first consider qualitative factors to determine whether it is more likely than not that the fair value of each reporting unit exceeds its carrying amount. If we conclude that it is more likely than not that the fair value of a reporting unit does not exceed its carrying amount, we calculate the fair value for the reporting unit and compare the amount to its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered impaired. If the carrying amount of a reporting unit exceeds its fair value, goodwill is considered to be impaired and the goodwill balance is reduced by the difference between the fair value and carrying amount of the reporting unit. Estimates and assumptions used to perform the impairment evaluation are inherently uncertain and can significantly affect the outcome of the analysis. The estimates and assumptions we used in the annual goodwill impairment assessment included market participant considerations and future forecasted operating results. Changes in operating results and other assumptions could materially affect these estimates. See Note 6 for a further discussion and analysis of our goodwill impairment assessment. |
Product Exchanges | Product Exchanges Quantities of products receivable or returnable under exchange agreements are reported within prepaid expenses and other current assets and within accrued expenses and other payables in our consolidated balance sheets. We estimate the value of product exchange assets and liabilities based on the weighted-average cost basis of the inventory we have delivered or will deliver on the exchange, plus or minus location differentials. |
Advance Payments Received from Customers | Advance Payments Received from Customers We record customer advances on product purchases as a current liability in our consolidated balance sheets. |
Noncontrolling Interests | Noncontrolling Interests Noncontrolling interests represent the portion of certain consolidated subsidiaries that are owned by third parties. Amounts are adjusted by the noncontrolling interest holder’s proportionate share of the subsidiaries’ earnings or losses each period and any distributions that are paid. Noncontrolling interests are reported as a component of equity, unless the noncontrolling interest is considered redeemable, in which case the noncontrolling interest is recorded between liabilities and equity (mezzanine or temporary equity) in our consolidated balance sheet. |
Business Combination Measurement Period | Business Combination Measurement Period We record the assets acquired and liabilities assumed in a business combination at their acquisition date fair values. Pursuant to GAAP, an entity is allowed a reasonable period of time (not to exceed one year) to obtain the information necessary to identify and measure the fair value of the assets acquired and liabilities assumed in a business combination. As discussed in Note 4 , certain of our acquisitions are still within this measurement period, and as a result, the acquisition date fair values we have recorded for the assets acquired and liabilities assumed are subject to change. Also as discussed in Note 4 , we made certain adjustments during the year ended March 31, 2017 to our estimates of the acquisition date fair values of assets acquired and liabilities assumed in business combinations that occurred during the year ended March 31, 2016 . In September 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-16, “Simplifying the Accounting Adjustments for Measurement-Period Adjustments.” The ASU requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. This ASU requires that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The ASU was effective for the Partnership beginning April 1, 2016, and required a prospective method of adoption. |
Reclassifications | Reclassifications Certain line items in our consolidated statement of cash flows were combined and the prior period amounts were combined to be consistent with the classification methods used in the current fiscal year. These reclassifications did not impact previously reported amounts of cash flows from operating, investing and financing activities in the consolidated statement of cash flows. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In January 2017, the FASB issued ASU No. 2017-04, “Intangibles-Goodwill and Other.” The ASU simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. Rather, we will be required to perform our annual goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. In the event the carrying amount exceeds the reporting unit’s fair value, a goodwill impairment charge for the excess will be recorded (not exceeding the recorded amount of the reporting unit’s goodwill). The ASU is effective for the Partnership beginning April 1, 2020, and requires a prospective method of adoption, although early adoption is permitted for annual goodwill impairment tests performed on testing dates on or after January 1, 2017. We adopted this ASU effective January 1, 2017 and the adoption did not have any impact on our goodwill impairment assessment performed as of January 1, 2017 (see Note 6). In January 2017, the FASB issued ASU No. 2017-01, “Business Combinations.” The ASU clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether acquisition transactions should be accounted for as an asset acquisition or a business combination. The ASU is effective for the Partnership beginning April 1, 2018, and requires a prospective method of adoption, although early adoption is permitted for periods in which financial statements have not been issued. We adopted this ASU effective January 1, 2017 and applied this guidance to all acquisition transactions made after January 1, 2017 (see Note 4 ). In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments-Credit Losses.” The ASU requires a financial asset (or a group of financial assets) measured at amortized cost to be presented at the net amount expected to be collected, which would include accounts receivable. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectibility of the reported amount. The ASU is effective for the Partnership beginning April 1, 2020, and requires a modified retrospective method of adoption, although early adoption is permitted. We are currently in the process of assessing the impact of this ASU on our consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, “Improvements to Employee Share-Based Payment Accounting.” The ASU simplifies several aspects of the accounting for share-based payment award transactions, including the classification of awards as either equity or liabilities, classification of certain related payments on the statement of cash flows and allowing entities to make a policy decision to either estimate forfeitures each period, as currently required, or to account for forfeitures as they occur. The ASU is effective for interim and annual periods beginning after December 15, 2016. We adopted this ASU effective April 1, 2017 and elected to account for forfeitures as they occur, utilizing the modified retrospective method of adoption. The adoption did not have a material impact on our consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, “Leases.” The ASU will replace previous lease accounting guidance in GAAP. The ASU requires the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases. The ASU retains a distinction between finance leases and operating leases. The ASU is effective for the Partnership beginning April 1, 2019, and requires a modified retrospective method of adoption. We are currently in the process of compiling a database of leases and analyzing each lease to assess the impact under this ASU on our consolidated financial statements. In July 2015, the FASB issued ASU No. 2015-11, “Simplifying the Measurement of Inventory.” The ASU requires that inventory within the scope of the guidance be measured at the lower of cost or net realizable value. We adopted this ASU effective April 1, 2017. The adoption did not have a material impact on our consolidated financial statements. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” The ASU will replace most existing revenue recognition guidance in GAAP. The core principle of this ASU is that an entity should recognize revenue for the transfer of goods or services equal to the amount that it expects to be entitled to receive for those goods or services. The ASU is effective for the Partnership beginning April 1, 2018, and allows for both full retrospective and modified retrospective methods of adoption. We are in the process of evaluating our revenue contracts by segment and type to determine the potential impact of adopting this ASU. At this point in our evaluation process, we have determined that the timing and/or amount of revenue that we recognize on certain contracts may be impacted by the adoption of this ASU; however, we are still in the process of quantifying these impacts and cannot say whether or not they would be material to our consolidated financial statements. In addition, we are in the process of implementing appropriate changes to our business processes, systems and controls to support recognition and disclosure under this ASU. We continue to monitor additional authoritative or interpretive guidance related to this ASU as it becomes available, as well as comparing our conclusions on specific interpretative issues to other peers in our industry, to the extent that such information is available to us. We currently anticipate utilizing a modified retrospective adoption as of April 1, 2018. |
Significant Accounting Polici27
Significant Accounting Policies (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Schedule of accounts receivable | Our accounts receivable consist of the following at the dates indicated: March 31, 2017 March 31, 2016 Segment Gross Allowance for Gross Allowance for (in thousands) Crude Oil Logistics $ 345,049 $ 3 $ 175,341 $ 8 Water Solutions 34,335 2,789 34,952 4,514 Liquids 94,390 293 73,478 505 Retail Propane 46,329 1,280 31,583 965 Refined Products and Renewables 285,664 869 211,259 936 Corporate and Other 74 — 1,329 — Total $ 805,841 $ 5,234 $ 527,942 $ 6,928 |
Schedule of changes in the allowance for doubtful accounts | Changes in the allowance for doubtful accounts are as follows for the periods indicated: Year Ended March 31, 2017 2016 2015 (in thousands) Allowance for doubtful accounts, beginning of period $ 6,928 $ 4,367 $ 2,822 Provision for doubtful accounts 1,029 5,628 4,105 Write off of uncollectible accounts (2,723 ) (3,067 ) (2,560 ) Allowance for doubtful accounts, end of period $ 5,234 $ 6,928 $ 4,367 |
Schedule of inventories | Inventories consist of the following at the dates indicated: March 31, 2017 2016 (in thousands) Crude oil $ 146,857 $ 84,030 Natural gas liquids: Propane 38,631 28,639 Butane 5,992 8,461 Other 6,035 6,011 Refined products: Gasoline 193,051 80,569 Diesel 98,237 99,398 Renewables Ethanol 42,009 40,505 Biodiesel 21,410 11,953 Other 9,210 8,240 Total $ 561,432 $ 367,806 |
Schedule of investments in unconsolidated entities | Our investments in unconsolidated entities consist of the following at the dates indicated: Ownership Date Acquired March 31, Entity Segment Interest (1) or Formed 2017 2016 (in thousands) Glass Mountain Pipeline, LLC (2) Crude Oil Logistics 50% December 2013 $ 172,098 $ 179,594 E Energy Adams, LLC Refined Products and Renewables 19% December 2013 12,952 12,570 Water treatment and disposal facility (3) Water Solutions 50% August 2015 2,147 2,238 Victory Propane, LLC Retail Propane 50% April 2015 226 972 TLP (4) Refined Products and Renewables 0% July 2014 — 8,301 Grassland Water Solutions, LLC (5) Water Solutions 0% June 2014 — 15,875 Total $ 187,423 $ 219,550 (1) Ownership interest percentages are at March 31, 2017 . (2) When we acquired Gavilon, LLC (“Gavilon Energy”), we recorded the investment in Glass Mountain Pipeline, LLC (“Glass Mountain”), which owns a crude oil pipeline in Oklahoma, at fair value. Our investment in Glass Mountain exceeds our proportionate share of the historical net book value of Glass Mountain’s net assets by $72.5 million at March 31, 2017 . This difference relates primarily to goodwill and customer relationships. We amortize the value of the customer relationships and record the expense within equity in earnings of unconsolidated entities in the consolidated statement of operations. (3) This is an investment in an unincorporated joint venture. (4) On April 1, 2016, we sold all of the TLP common units we owned . (5) On June 3, 2016, we acquired the remaining 65% ownership interest in Grassland Water Solutions, LLC (“Grassland”), and as a result, Grassland was consolidated in our consolidated financial statements (see Note 4 ). On November 29, 2016, we sold Grassland . The following table summarizes the cumulative earnings (loss) from our unconsolidated entities and cumulative distributions received from our unconsolidated entities at March 31, 2017 : Entity Cumulative Earnings (Loss) From Unconsolidated Entities Cumulative Distributions Received From Unconsolidated Entities (in thousands) Glass Mountain $ 8,794 $ 34,404 E Energy Adams, LLC $ 8,409 $ 9,094 Water treatment and disposal facility $ (1 ) $ 142 Victory Propane, LLC $ (1,274 ) $ — Summarized financial information of our unconsolidated entities is as follows for the dates and periods indicated: Balance sheets: Current Assets Noncurrent Assets Current Liabilities Noncurrent Liabilities March 31, 2017 2016 2017 2016 2017 2016 2017 2016 (in thousands) Glass Mountain $ 7,450 $ 7,248 $ 192,903 $ 204,020 $ 1,225 $ 1,268 $ 9 $ 24 E Energy Adams, LLC $ 20,159 $ 34,477 $ 94,115 $ 90,310 $ 19,204 $ 14,616 $ 13,533 $ 30,730 Water treatment and disposal facility $ 207 $ 91 $ 4,082 $ 4,476 $ 24 $ 124 $ — $ — Victory Propane, LLC $ 734 $ 700 $ 3,605 $ 2,248 $ 311 $ 555 $ 3,577 $ 449 TLP $ — $ 10,419 $ — $ 652,309 $ — $ 18,812 $ — $ 267,373 Grassland $ — $ 2,589 $ — $ 28,150 $ — $ 2,923 $ — $ 20,746 Statements of operations: Revenues Cost of Sales Net Income (Loss) March 31, 2017 2016 2015 2017 2016 2015 2017 2016 2015 (in thousands) Glass Mountain $ 32,622 $ 35,978 $ 37,539 $ 1,797 $ 1,943 $ 2,771 $ 7,219 $ 11,227 $ 12,345 E Energy Adams, LLC $ 145,181 $ 129,533 $ 159,148 $ 112,519 $ 105,161 $ 117,222 $ 12,661 $ 5,796 $ 24,607 Water treatment and disposal facility $ 1,739 $ 777 $ — $ — $ — $ — $ (86 ) $ 85 $ — Victory Propane, LLC $ 3,070 $ 715 $ — $ 1,580 $ 321 $ — $ (1,493 ) $ (1,056 ) $ — TLP $ — $ 28,258 $ — $ — $ — $ — $ — $ 6,083 $ — BOSTCO $ — $ 60,420 $ 45,067 $ — $ — $ — $ — $ 21,987 $ 11,074 Frontera $ — $ 14,114 $ 10,643 $ — $ — $ — $ — $ 4,091 $ 1,352 Grassland $ 1,090 $ 4,062 $ 8,326 $ — $ — $ — $ (332 ) $ (1,618 ) $ (104 ) |
Schedule of other noncurrent assets | Other noncurrent assets consist of the following at the dates indicated: March 31, 2017 2016 (in thousands) Loan receivable (1) $ 40,684 $ 49,827 Line fill (2) 30,628 35,060 Tank bottoms (3) 42,044 42,044 Other 126,248 49,108 Total $ 239,604 $ 176,039 (1) Represents a loan receivable associated with our financing of the construction of a natural gas liquids facility to be utilized by a third party . (2) Represents minimum volumes of crude oil we are required to leave on certain third-party owned pipelines under long-term shipment commitments. At March 31, 2017 and 2016 , line fill consisted of 427,193 barrels and 487,104 barrels of crude oil, respectively. (3) Tank bottoms, which are product volumes required for the operation of storage tanks, are recorded at historical cost . We recover tank bottoms when the storage tanks are removed from service. At March 31, 2017 and 2016 , tank bottoms held in third party terminals consisted of 366,212 barrels and 366,212 barrels of refined products, respectively. Tank bottoms held in terminals we own are included within property, plant and equipment (see Note 5 ). |
Schedule of accrued expenses and other payables | Accrued expenses and other payables consist of the following at the dates indicated: March 31, 2017 2016 (in thousands) Accrued compensation and benefits $ 22,227 $ 40,517 Excise and other tax liabilities 64,051 59,455 Derivative liabilities 27,622 28,612 Accrued interest 44,418 20,543 Product exchange liabilities 1,693 5,843 Deferred gain on sale of general partner interest in TLP 30,113 30,113 Other 17,001 29,343 Total $ 207,125 $ 214,426 |
Schedule of future amortization on gain from disposal | Expected amortization of the remaining deferred gain is as follows (in thousands): Year Ending March 31, 2018 $ 30,113 2019 30,113 2020 30,113 2021 29,593 2022 26,993 Thereafter 22,494 Total $ 169,419 |
Income (Loss) Per Common Unit (
Income (Loss) Per Common Unit (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Earnings Per Unit [Abstract] | |
Schedule of weighted average number of units | The following table presents our calculation of basic and diluted weighted average units outstanding for the periods indicated: Year Ended March 31, 2017 2016 2015 Weighted average units outstanding during the period: Common units - Basic 108,091,486 104,838,886 86,359,300 Effect of Dilutive Securities: Performance units 173,087 — — Warrants 3,586,048 — — Common units - Diluted 111,850,621 104,838,886 86,359,300 |
Schedule of income (loss) per common unit | Our income (loss) per common unit is as follows for the periods indicated: Year Ended March 31, 2017 2016 2015 (in thousands, except unit and per unit amounts) Net income (loss) $ 143,874 $ (187,097 ) $ 50,193 Less: Net income attributable to noncontrolling interests (6,832 ) (11,832 ) (12,887 ) Net income (loss) attributable to NGL Energy Partners LP 137,042 (198,929 ) 37,306 Less: Distributions to preferred unitholders (30,142 ) — — Less: Net income allocated to general partner (1) (232 ) (47,620 ) (45,700 ) Less: Net loss allocated to subordinated unitholders (2) — — 3,915 Net income (loss) allocated to common unitholders (basic and diluted) $ 106,668 $ (246,549 ) $ (4,479 ) Basic income (loss) per common unit $ 0.99 $ (2.35 ) $ (0.05 ) Diluted income (loss) per common unit $ 0.95 $ (2.35 ) $ (0.05 ) Basic weighted average common units outstanding 108,091,486 104,838,886 86,359,300 Diluted weighted average common units outstanding 111,850,621 104,838,886 86,359,300 (1) Net income allocated to the general partner includes distributions to which it is entitled as the holder of incentive distribution rights, which are described in Note 11 . (2) All outstanding subordinated units converted to common units in August 2014. Since the subordinated units did not share in the distribution of cash generated after June 30, 2014, we did not allocate any income or loss after that date to the subordinated unitholders. During the three months ended June 30, 2014, 5,919,346 subordinated units were outstanding and the loss per subordinated unit was $0.68 . |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of payments to acquire productive assets | The following table summarizes the preliminary estimates of the fair values of the assets acquired and liabilities assumed (in thousands): Property, plant and equipment $ 27,725 Land 637 Intangible assets 22,245 Fair value of net assets acquired $ 50,607 |
Water Solutions Facilities 2017 Acquisitions Accounting Completed | |
Business Acquisition | |
Schedule of the fair values of the assets acquired and liabilities assumed | The following table summarizes the final calculation of the fair values of the assets acquired and liabilities assumed (in thousands): Property, plant and equipment $ 4,436 Goodwill 8,188 Current liabilities (280 ) Other noncurrent liabilities (2,344 ) Fair value of net assets acquired $ 10,000 |
Water Solutions Facilities 2017 Acquisitions Acquisition Accounting In Process | |
Business Acquisition | |
Schedule of the fair values of the assets acquired and liabilities assumed | The following table summarizes the preliminary estimates of the fair values of the assets acquired and liabilities assumed (in thousands): Property, plant and equipment $ 14,315 Goodwill 1,615 Intangible assets 3,878 Current liabilities (34 ) Other noncurrent liabilities (2,878 ) Fair value of net assets acquired $ 16,896 |
Grassland Water Solutions, LLC | |
Business Acquisition | |
Schedule of the fair values of the assets acquired and liabilities assumed | The following table summarizes the fair values of the assets acquired and liabilities assumed (in thousands): Current assets $ 1,713 Property, plant and equipment 8,874 Intangible assets 14,472 Current liabilities (2,765 ) Notes payable-affiliate (19,900 ) Fair value of net assets acquired $ 2,394 |
Retail Propane Business 2017 Acquisitions Acquisition Accounting Completed | |
Business Acquisition | |
Schedule of the fair values of the assets acquired and liabilities assumed | The following table summarizes the final calculation of the fair values of the assets acquired and liabilities assumed (in thousands): Current assets $ 153 Property, plant and equipment 933 Goodwill 159 Intangible assets 500 Current liabilities (59 ) Other noncurrent liabilities (62 ) Fair value of net assets acquired $ 1,624 |
Retail Propane Business2017 Acquisitions Acquisition Accounting In Process | |
Business Acquisition | |
Schedule of the fair values of the assets acquired and liabilities assumed | Current assets $ 2,825 Property, plant and equipment 38,047 Goodwill 2,896 Intangible assets 46,830 Current liabilities (5,621 ) Other noncurrent liabilities (2,145 ) Fair value of net assets acquired $ 82,832 |
Water Pipeline Company | |
Business Acquisition | |
Schedule of the fair values of the assets acquired and liabilities assumed | The following table summarizes adjustments made to the preliminary estimates as well as the final amounts of the fair values of the assets acquired and liabilities assumed (in thousands): Final At March 31, 2017 Estimated At March 31, 2016 Change Property, plant and equipment (1) $ 11,066 $ 12,208 $ (1,142 ) Goodwill (2) $ 5,866 $ 5,561 $ 305 Intangible assets (1) $ 7,492 $ 6,350 $ 1,142 Current liabilities (3) $ (1,152 ) $ (1,000 ) $ (152 ) Other noncurrent liabilities (2)(3) $ (2,753 ) $ (2,600 ) $ (153 ) (1) During the year ended March 31, 2017 , we recorded an adjustment to reclassify property, plant and equipment to intangible assets, in order to present the fair value of the acquired rights-of-way as a finite-lived asset, which is consistent with our historical accounting policies. (2) During the year ended March 31, 2017 , we recorded an adjustment to other noncurrent liabilities and goodwill to recognize an asset retirement obligation. (3) During the year ended March 31, 2017 , we recorded an adjustment to reclassify other noncurrent liabilities to current liabilities for the current portion of a contingent consideration liability. |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | Our property, plant and equipment consists of the following at the dates indicated: Estimated March 31, Description Useful Lives 2017 2016 (in thousands) Natural gas liquids terminal and storage assets 2-30 years $ 207,825 $ 169,758 Pipeline and related facilities 30-40 years 248,582 — Refined products terminal assets and equipment 20 years 6,736 6,844 Retail propane equipment 2-30 years 239,417 201,312 Vehicles and railcars 3-25 years 198,480 185,547 Water treatment facilities and equipment 3-30 years 557,100 508,239 Crude oil tanks and related equipment 2-40 years 203,003 137,894 Barges and towboats 5-40 years 91,037 86,731 Information technology equipment 3-7 years 43,880 38,653 Buildings and leasehold improvements 3-40 years 161,957 118,885 Land 56,545 47,114 Tank bottoms and line fill (1) 24,462 20,355 Other 3-30 years 39,132 11,699 Construction in progress 87,711 383,032 2,165,867 1,916,063 Accumulated depreciation (375,594 ) (266,491 ) Net property, plant and equipment $ 1,790,273 $ 1,649,572 (1) Tank bottoms, which are product volumes required for the operation of storage tanks, are recorded at historical cost . We recover tank bottoms when the storage tanks are removed from service. Line fill, which represents our portion of the product volume required for the operation of the proportionate share of a pipeline we own, is recorded at historical cost. |
Schedule of depreciation expense and capitalized interest expense | The following table summarizes depreciation expense and capitalized interest expense for the periods indicated: Year Ended March 31, 2017 2016 2015 (in thousands) Depreciation expense $ 119,707 $ 136,938 $ 105,687 Capitalized interest expense $ 6,887 $ 4,012 $ 113 |
Schedule of loss (gain) on sale of assets | We record losses (gains) from the sales of property, plant and equipment and any write-downs in value due to impairment within (gain) loss on disposal or impairment of assets, net in our consolidated statement of operations. The following table summarizes the losses (gains) on the disposal or impairment of property, plant and equipment, by segment, for the periods indicated: Year Ended March 31, 2017 2016 2015 (in thousands) Crude Oil Logistics (1) $ 8,124 $ 54,952 $ 3,759 Water Solutions 7,169 1,485 5,707 Liquids (2) 92 (2,992 ) 21,590 Retail Propane (287 ) (137 ) 282 Refined Products and Renewables 91 3,080 — Corporate (1 ) — (136 ) Total $ 15,188 $ 56,388 $ 31,202 (1) Amounts for the year ended March 31, 2017 primarily relate to losses from the sale of certain assets, including excess pipe. Amounts for the year ended March 31, 2016 primarily relate to the write-down of pipe we no longer expected to use in our originally planned pipeline from Colorado to Oklahoma. (2) Amounts for the year ended March 31, 2015 primarily relate to the sale of a natural gas liquid terminal. |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in goodwill by segment | The following table summarizes changes in goodwill by segment for the periods indicated (in thousands): Crude Oil Water Liquids Retail Refined Total (in thousands) Balances at March 31, 2015 $ 579,846 $ 523,790 $ 266,046 $ 122,382 $ 66,169 $ 1,558,233 Acquisitions (Note 4) — 147,322 — 5,046 — 152,368 Disposals (Note 2) — — — — (15,042 ) (15,042 ) Initial impairment estimate — (380,197 ) — — — (380,197 ) Balances at March 31, 2016 579,846 290,915 266,046 127,428 51,127 1,315,362 Revisions to acquisition accounting (Note 4) — (1,110 ) — (56 ) — (1,166 ) Acquisitions (Note 4) — 9,803 — 3,055 — 12,858 Adjustment to initial impairment estimate — 124,662 — — — 124,662 Balances at March 31, 2017 $ 579,846 $ 424,270 $ 266,046 $ 130,427 $ 51,127 $ 1,451,716 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of finite-lived intangible assets | Our intangible assets consist of the following at the dates indicated: March 31, 2017 March 31, 2016 Description Amortizable Lives Gross Carrying Amount Accumulated Amortization Net Gross Carrying Accumulated Net (in thousands) Amortizable: Customer relationships 3-20 years $ 906,782 $ 316,242 $ 590,540 $ 852,118 $ 233,838 $ 618,280 Customer commitments 10 years 310,000 12,917 297,083 — — — Pipeline capacity rights 30 years 161,785 11,652 150,133 119,636 6,559 113,077 Rights-of-way and easements 1-40 years 63,402 2,154 61,248 — — — Water facility development agreement 5 years — — — 14,000 7,700 6,300 Executory contracts and other agreements 3-30 years 29,036 20,457 8,579 23,920 21,075 2,845 Non-compete agreements 2-32 years 32,984 17,762 15,222 20,903 13,564 7,339 Trade names 1-10 years 15,439 13,396 2,043 15,439 12,034 3,405 Debt issuance costs (1) 5 years 38,983 20,025 18,958 39,942 22,108 17,834 Total amortizable 1,558,411 414,605 1,143,806 1,085,958 316,878 769,080 Non-amortizable: Customer commitments (2) — — — 310,000 — 310,000 Rights-of-way and easements (2) — — — 47,190 — 47,190 Trade names 20,150 — 20,150 22,620 — 22,620 Total non-amortizable 20,150 — 20,150 379,810 — 379,810 Total $ 1,578,561 $ 414,605 $ 1,163,956 $ 1,465,768 $ 316,878 $ 1,148,890 (1) Includes debt issuance costs related to the Revolving Credit Facility (as defined herein). Debt issuance costs related to fixed-rate notes are reported as a reduction of the carrying amount of long-term debt. We incurred $9.7 million in debt issuance costs related to the February 2017 amendment and restatement of our Credit Agreement (as defined herein). (2) Amounts moved to the amortizable section above due to the related assets being placed in service during the year ended March 31, 2017 |
Schedule of indefinite-lived intangible assets | Our intangible assets consist of the following at the dates indicated: March 31, 2017 March 31, 2016 Description Amortizable Lives Gross Carrying Amount Accumulated Amortization Net Gross Carrying Accumulated Net (in thousands) Amortizable: Customer relationships 3-20 years $ 906,782 $ 316,242 $ 590,540 $ 852,118 $ 233,838 $ 618,280 Customer commitments 10 years 310,000 12,917 297,083 — — — Pipeline capacity rights 30 years 161,785 11,652 150,133 119,636 6,559 113,077 Rights-of-way and easements 1-40 years 63,402 2,154 61,248 — — — Water facility development agreement 5 years — — — 14,000 7,700 6,300 Executory contracts and other agreements 3-30 years 29,036 20,457 8,579 23,920 21,075 2,845 Non-compete agreements 2-32 years 32,984 17,762 15,222 20,903 13,564 7,339 Trade names 1-10 years 15,439 13,396 2,043 15,439 12,034 3,405 Debt issuance costs (1) 5 years 38,983 20,025 18,958 39,942 22,108 17,834 Total amortizable 1,558,411 414,605 1,143,806 1,085,958 316,878 769,080 Non-amortizable: Customer commitments (2) — — — 310,000 — 310,000 Rights-of-way and easements (2) — — — 47,190 — 47,190 Trade names 20,150 — 20,150 22,620 — 22,620 Total non-amortizable 20,150 — 20,150 379,810 — 379,810 Total $ 1,578,561 $ 414,605 $ 1,163,956 $ 1,465,768 $ 316,878 $ 1,148,890 (1) Includes debt issuance costs related to the Revolving Credit Facility (as defined herein). Debt issuance costs related to fixed-rate notes are reported as a reduction of the carrying amount of long-term debt. We incurred $9.7 million in debt issuance costs related to the February 2017 amendment and restatement of our Credit Agreement (as defined herein). (2) Amounts moved to the amortizable section above due to the related assets being placed in service during the year ended March 31, 2017 . |
Schedule of amortization expense | Amortization expense is as follows for the periods indicated: Year Ended March 31, Recorded In 2017 2016 2015 (in thousands) Depreciation and amortization $ 103,498 $ 91,986 $ 88,262 Cost of sales 6,828 6,700 7,767 Interest expense 4,471 8,942 5,722 Total $ 114,797 $ 107,628 $ 101,751 |
Schedule of expected amortization of intangible assets | Expected amortization of our intangible assets is as follows (in thousands): Year Ending March 31, 2018 $ 135,472 2019 128,482 2020 124,822 2021 111,714 2022 96,814 Thereafter 546,502 Total $ 1,143,806 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | Our long-term debt consists of the following at the dates indicated: March 31, 2017 March 31, 2016 Face Unamortized Book Face Unamortized Book (in thousands) Revolving credit facility: Expansion capital borrowings $ — $ — $ — $ 1,229,500 $ — $ 1,229,500 Working capital borrowings 814,500 — 814,500 618,500 — 618,500 Senior secured notes 250,000 (4,559 ) 245,441 250,000 (3,166 ) 246,834 Senior notes 5.125% Notes due 2019 379,458 (3,191 ) 376,267 388,467 (4,681 ) 383,786 6.875% Notes due 2021 367,048 (5,812 ) 361,236 388,289 (7,545 ) 380,744 7.500% Notes due 2023 700,000 (11,329 ) 688,671 — — — 6.125% Notes due 2025 500,000 (8,567 ) 491,433 — — — Other long-term debt 15,525 — 15,525 61,488 (108 ) 61,380 3,026,531 (33,458 ) 2,993,073 2,936,244 (15,500 ) 2,920,744 Less: Current maturities 29,590 — 29,590 7,907 — 7,907 Long-term debt $ 2,996,941 $ (33,458 ) $ 2,963,483 $ 2,928,337 $ (15,500 ) $ 2,912,837 (1) Debt issuance costs related to the Revolving Credit Facility (as defined herein) are reported within intangible assets, rather than as a reduction of the carrying amount of long-term debt. |
Schedule of future amortization expense of debt issuance costs | Expected amortization of debt issuance costs is as follows (in thousands): Year Ending March 31, 2018 $ 6,452 2019 6,310 2020 5,337 2021 4,937 2022 4,355 Thereafter 6,067 Total $ 33,458 |
Schedule of senior note repurchases | The following table summarizes repurchases of Senior Notes for the periods indicated: Year Ended March 31, 2017 2016 (in thousands) 2019 Notes Notes repurchased $ 9,009 $ 11,533 Cash paid (excluding payments of accrued interest) $ 7,099 $ 6,972 Gain on early extinguishment of debt (1) $ 1,759 $ 4,483 2021 Notes Notes repurchased $ 21,241 $ 61,711 Cash paid (excluding payments of accrued interest) $ 14,094 $ 36,449 Gain on early extinguishment of debt (2) $ 6,748 $ 24,049 (1) Gains on the early extinguishment of debt for the 2019 Notes during the years ended March 31, 2017 and 2016 are net of debt issuance costs of $0.2 million and $0.1 million , respectively. (2) Gains on the early extinguishment of debt for the 2021 Notes during the years ended March 31, 2017 and 2016 are net of debt issuance costs of $0.4 million and $1.2 million , respectively. |
Schedule of maturities of long-term debt | The scheduled maturities of our debt are as follows at March 31, 2017 : Year Ending March 31, Revolving Senior Secured Notes Senior Notes Other Long-Term Debt Total (in thousands) 2018 $ — $ 25,000 $ — $ 4,590 $ 29,590 2019 — 50,000 — 3,036 53,036 2020 — 50,000 379,458 2,207 431,665 2021 — 50,000 — 5,395 55,395 2022 814,500 50,000 367,048 238 1,231,786 Thereafter — 25,000 1,200,000 59 1,225,059 Total $ 814,500 $ 250,000 $ 1,946,506 $ 15,525 $ 3,026,531 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of change in asset retirement obligation | The following table summarizes changes in our asset retirement obligation, which is reported within other noncurrent liabilities in our consolidated balance sheets (in thousands): Balance at March 31, 2015 $ 3,899 Liabilities incurred 1,486 Liabilities settled (191 ) Accretion expense 380 Balance at March 31, 2016 5,574 Liabilities incurred 1,703 Liabilities assumed in acquisitions 406 Liabilities settled (19 ) Accretion expense 517 Balance at March 31, 2017 $ 8,181 |
Schedule of future minimum lease payments under contractual commitments | The following table summarizes future minimum lease payments under these agreements at March 31, 2017 (in thousands): Year Ending March 31, 2018 $ 138,434 2019 114,524 2020 103,186 2021 89,051 2022 62,213 Thereafter 79,824 Total $ 587,232 |
Schedule of future minimum throughput payments under agreements | The following table summarizes future minimum throughput payments under these agreements at March 31, 2017 (in thousands): Year Ending March 31, 2018 $ 54,486 2019 53,688 2020 43,856 2021 1,438 2022 599 Total $ 154,067 |
Schedule of outstanding purchase contracts | At March 31, 2017 , we had the following purchase commitments (in thousands): Crude Oil Natural Gas Liquids Value Volume Value Volume Fixed-Price Purchase Commitments 2018 $ 165,101 3,234 $ 10,824 23,394 Index-Price Purchase Commitments 2018 $ 986,080 21,151 $ 553,838 875,463 2019 338,938 7,572 — — 2020 298,309 6,833 — — 2021 253,558 5,747 — — 2022 149,937 3,369 — — Total $ 2,026,822 44,672 $ 553,838 875,463 |
Schedule of outstanding sales contracts | At March 31, 2017 , we had the following sale commitments (in thousands): Crude Oil Natural Gas Liquids Value Volume Value Volume Fixed-Price Sale Commitments 2018 $ 258,412 4,943 $ 45,500 71,304 2019 — — 1,415 2,164 2020 — — 36 59 Total $ 258,412 4,943 $ 46,951 73,527 Index-Price Sale Commitments 2018 $ 815,737 16,235 $ 379,745 488,132 2019 94,424 1,825 467 771 2020 53,767 1,070 — — Total $ 963,928 19,130 $ 380,212 488,903 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Equity | |
Schedule of equity issuances | The following table summarizes our equity issuances (except for issuances under the ATM program described above) for fiscal years 2017 and 2015 (in millions, except unit amounts). There were no equity issuances during fiscal year 2016. Issuance Date Type of Number of Gross Underwriting Offering Net June 23, 2014 Public Offering 8,767,100 $ 383.2 $ 12.3 $ 0.5 $ 370.4 March 11, 2015 Public Offering 6,250,000 $ 172.3 $ 1.4 $ 0.2 $ 170.7 February 22, 2017 Public Offering 10,120,000 $ 234.3 $ 11.6 $ 0.2 $ 222.5 |
Schedule of dividends declared | The following table summarizes distributions declared on our common units for the last three fiscal years: Date Declared Record Date Payment Date Amount Per Unit Amount Paid to Limited Partners Amount Paid to General Partner (in thousands) April 24, 2014 May 5, 2014 May 15, 2014 $ 0.5513 $ 43,737 $ 5,754 July 24, 2014 August 4, 2014 August 14, 2014 $ 0.5888 $ 52,036 $ 9,481 October 24, 2014 November 4, 2014 November 14, 2014 $ 0.6088 $ 53,902 $ 11,141 January 26, 2015 February 6, 2015 February 13, 2015 $ 0.6175 $ 54,684 $ 11,860 April 24, 2015 May 5, 2015 May 15, 2015 $ 0.6250 $ 59,651 $ 13,446 July 23, 2015 August 3, 2015 August 14, 2015 $ 0.6325 $ 66,248 $ 15,483 October 22, 2015 November 3, 2015 November 13, 2015 $ 0.6400 $ 67,313 $ 16,277 January 21, 2016 February 3, 2016 February 15, 2016 $ 0.6400 $ 67,310 $ 16,279 April 21, 2016 May 3, 2016 May 13, 2016 $ 0.3900 $ 40,626 $ 70 July 22, 2016 August 4, 2016 August 12, 2016 $ 0.3900 $ 41,146 $ 71 October 20, 2016 November 4, 2016 November 14, 2016 $ 0.3900 $ 41,907 $ 72 January 19, 2017 February 3, 2017 February 14, 2017 $ 0.3900 $ 42,923 $ 74 April 24, 2017 May 8, 2017 May 15, 2017 $ 0.3900 $ 46,870 $ 80 |
Schedule of equivalent units not eligible to receive distributions | The following table summarizes the number of equivalent units that were not eligible to receive a distribution on each of the record dates: Record Date Equivalent Units February 6, 2015 132,100 May 5, 2015 8,352,902 February 3, 2016 223,077 |
Service awards | |
Equity | |
Schedule of awards activity | The following table summarizes the Service Award activity during the years ended March 31, 2017 , 2016 and 2015 : Unvested Service Award units at March 31, 2014 1,311,100 Units granted 2,093,139 Units vested and issued (586,010 ) Units withheld for employee taxes (354,829 ) Units forfeited (203,000 ) Unvested Service Award units at March 31, 2015 2,260,400 Units granted 1,484,412 Units vested and issued (844,626 ) Units withheld for employee taxes (464,054 ) Units forfeited (139,000 ) Unvested Service Award units at March 31, 2016 2,297,132 Units granted 3,124,600 Units vested and issued (2,350,082 ) Units forfeited (363,150 ) Unvested Service Award units at March 31, 2017 2,708,500 |
Schedule of scheduled vesting of awards | The following table summarizes the scheduled vesting of our unvested Service Award units at March 31, 2017 : Year Ending March 31, Number of Units 2018 878,500 2019 915,950 2020 911,550 2021 2,500 Total 2,708,500 |
Schedule of estimated equity-based expense to be recorded on the awards granted | The following table summarizes the estimated future expense we expect to record on the unvested Service Award units at March 31, 2017 (in thousands): Year Ending March 31, 2018 $ 12,664 2019 9,200 2020 2,423 2021 9 Total $ 24,296 |
Performance awards | |
Equity | |
Schedule of awards activity | The following table summarizes the Performance Award activity for the years ended March 31, 2017 , 2016 , and 2015 : Unvested Performance Award units at March 31, 2015 — Units granted 1,041,073 Units vested and issued (349,691 ) Units forfeited (54,000 ) Unvested Performance Award units at March 31, 2016 637,382 Units granted 932,309 Units forfeited (380,691 ) Unvested Performance Award units at March 31, 2017 1,189,000 |
Schedule of estimated equity-based expense to be recorded on the awards granted | The following table summarizes the estimated future expense we expect to record on the unvested Performance Award units at March 31, 2017 (in thousands): Year Ending March 31, 2018 $ 6,197 2019 3,232 2020 655 Total $ 10,084 |
Schedule of performance measurement period for each tranche | As of March 31, 2017 , performance will be measured over the following periods: Vesting Date of Tranche Performance Period for Tranche July 1, 2017 July 1, 2014 through June 30, 2017 July 1, 2018 July 1, 2015 through June 30, 2018 July 1, 2019 July 1, 2016 through June 30, 2019 |
Summary of percentage of the maximum performance award units that will vest depending on the percentage of entities in the Index that NGL outperforms | The following table summarizes the percentage of the maximum Performance Award units that will vest depending on the percentage of entities in the Index that NGL outperforms: Our Relative Total Unitholder Return Percentile Ranking Payout (% of Target Units) Less than 50th percentile 0% Between the 50th and 75th percentile 50%–100% Between the 75th and 90th percentile 100%–200% Above the 90th percentile 200% |
Class A Convertible Preferred Units | |
Equity | |
Schedule of dividends declared | We will pay a cumulative, quarterly distribution in arrears at an annual rate of 10.75% on the Preferred Units then outstanding in cash, to the extent declared by the board of directors of our general partner. To the extent declared, such distributions will be paid for each such quarter within 45 days after each quarter end. Date Declared Payment Date Amount Paid To Preferred Unitholders (in thousands) July 22, 2016 August 12, 2016 $ 1,795 October 20, 2016 November 14, 2016 $ 6,449 January 19, 2017 February 14, 2017 $ 6,449 April 24, 2017 May 15, 2017 $ 6,449 |
TLP | |
Equity | |
Schedule of dividends declared | The following table summarizes distributions declared by TLP after our acquisition of general and limited partner interests in TLP (exclusive of the distribution declared in July 2014, the proceeds of which we remitted to the former owners of TransMontaigne, pursuant to agreements entered into at the time of the business combination) through February 1, 2016, the date TLP was deconsolidated: Date Declared Record Date Payment Date Amount Amount Paid Amount Paid To (in thousands) October 13, 2014 October 31, 2014 November 7, 2014 $ 0.6650 $ 4,010 $ 8,614 January 8, 2015 January 30, 2015 February 6, 2015 $ 0.6650 $ 4,010 $ 8,614 April 13, 2015 April 30, 2015 May 7, 2015 $ 0.6650 $ 4,007 $ 8,617 July 13, 2015 July 31, 2015 August 7, 2015 $ 0.6650 $ 4,007 $ 8,617 October 12, 2015 October 30, 2015 November 6, 2015 $ 0.6650 $ 4,007 $ 8,617 January 19, 2016 January 29, 2016 February 8, 2016 $ 0.6700 $ 4,104 $ 8,681 |
Fair Value of Financial Instr36
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of estimated fair value measurements of assets and liabilities | The following table summarizes the estimated fair values of our commodity derivative assets and liabilities reported in our consolidated balance sheet at the dates indicated: March 31, 2017 March 31, 2016 Derivative Derivative Derivative Derivative (in thousands) Level 1 measurements $ 2,590 $ (21,113 ) $ 47,361 $ (3,983 ) Level 2 measurements 38,729 (27,799 ) 32,700 (28,612 ) 41,319 (48,912 ) 80,061 (32,595 ) Netting of counterparty contracts (1) (1,508 ) 1,508 (3,384 ) 3,384 Net cash collateral provided (held) (1,035 ) 19,604 (18,176 ) 599 Commodity derivatives $ 38,776 $ (27,800 ) $ 58,501 $ (28,612 ) (1) Relates to commodity derivative assets and liabilities that are expected to be net settled on an exchange or through a netting arrangement with the counterparty. |
Schedule of location of commodity derivative assets and liabilities reported on the consolidated balance sheets | The following table summarizes the accounts that include our commodity derivative assets and liabilities in our consolidated balance sheets at the dates indicated: March 31, 2017 2016 (in thousands) Prepaid expenses and other current assets $ 38,711 $ 58,501 Other noncurrent assets 65 — Accrued expenses and other payables (27,622 ) (28,612 ) Other noncurrent liabilities (178 ) — Net commodity derivative asset $ 10,976 $ 29,889 |
Summary of open commodity derivative contract positions | The following table summarizes our open commodity derivative contract positions at the dates indicated. We do not account for these derivatives as hedges. Contracts Settlement Period Net Long Fair Value (in thousands) At March 31, 2017: Crude oil fixed-price (1) April 2017–May 2017 (800 ) $ (55 ) Propane fixed-price (1) April 2017–December 2018 220 1,082 Refined products fixed-price (1) April 2017–January 2019 (4,682 ) (7,729 ) Refined products index (1) April 2017–December 2017 (18 ) (103 ) Other April 2017–March 2022 (788 ) (7,593 ) Net cash collateral provided 18,569 Net commodity derivative asset $ 10,976 At March 31, 2016: Cross-commodity (2) April 2016–March 2017 251 $ 1,663 Crude oil fixed-price (1) April 2016–December 2016 (1,583 ) (3,655 ) Propane fixed-price (1) April 2016–December 2017 540 (592 ) Refined products fixed-price (1) April 2016–June 2017 (5,355 ) 48,557 Other April 2016–March 2017 1,493 47,466 Net cash collateral held (17,577 ) Net commodity derivative asset $ 29,889 (1) We may have fixed price physical purchases, including inventory, offset by floating price physical sales or floating price physical purchases offset by fixed price physical sales. These contracts are derivatives we have entered into as an economic hedge against the risk of mismatches between fixed and floating price physical obligations. (2) We may purchase or sell a physical commodity where the underlying contract pricing mechanisms are tied to different commodity price indices. These contracts are derivatives we have entered into as an economic hedge against the risk of one commodity price moving relative to another commodity price. |
Schedule of net gains (losses) from entity's commodity derivatives to cost of sales | The following table summarizes the net (losses) gains recorded from our commodity derivatives to cost of sales in our consolidated statements of operations for the periods indicated (in thousands): Year Ended March 31, 2017 $ (56,356 ) 2016 $ 103,223 2015 $ 219,421 |
Schedule of fair value estimates of fixed-rate notes | The following table provides fair values estimates of our fixed-rate notes at March 31, 2017 (in thousands): Senior Secured Notes $ 265,475 Senior Notes 2019 Notes $ 381,592 2021 Notes $ 374,618 2023 Notes $ 723,188 2025 Notes $ 488,333 |
Segments (Tables)
Segments (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of certain information related to results of operations by segment | The following table summarizes certain financial data related to our segments. Transactions between segments are recorded based on prices negotiated between the segments. The “Corporate and Other” category in the table below includes certain corporate expenses that are not allocated to the reportable segments. Year Ended March 31, 2017 2016 2015 (in thousands) Revenues: Crude Oil Logistics: Crude oil sales $ 1,603,667 $ 3,170,891 $ 6,621,871 Crude oil transportation and other 70,027 55,882 43,349 Elimination of intersegment sales (6,810 ) (9,694 ) (29,836 ) Total Crude Oil Logistics revenues 1,666,884 3,217,079 6,635,384 Water Solutions: Service fees 110,049 136,710 105,682 Recovered hydrocarbons 31,103 41,090 81,762 Water transportation — — 10,760 Other revenues 18,449 7,201 1,838 Total Water Solutions revenues 159,601 185,001 200,042 Liquids: Propane sales 807,172 618,919 1,265,262 Butane sales 391,265 317,994 531,548 Other product sales 308,031 302,181 580,286 Other revenues 32,648 35,943 28,745 Elimination of intersegment sales (100,028 ) (80,558 ) (162,016 ) Total Liquids revenues 1,439,088 1,194,479 2,243,825 Retail Propane: Propane sales 308,919 248,673 347,575 Distillate sales 64,249 64,868 106,037 Other revenues 40,038 39,436 35,585 Elimination of intersegment sales (97 ) — — Total Retail Propane revenues 413,109 352,977 489,197 Refined Products and Renewables: Refined products sales 8,884,976 6,294,008 6,682,040 Renewables sales 447,232 390,753 473,885 Service fees 10,963 108,221 76,847 Elimination of intersegment sales (469 ) (870 ) (1,079 ) Total Refined Products and Renewables revenues 9,342,702 6,792,112 7,231,693 Corporate and Other 844 462 1,916 Total revenues $ 13,022,228 $ 11,742,110 $ 16,802,057 Depreciation and Amortization: Crude Oil Logistics $ 54,144 $ 39,363 $ 38,626 Water Solutions 101,758 91,685 73,618 Liquids 19,163 15,642 13,513 Retail Propane 42,966 35,992 31,827 Refined Products and Renewables 1,562 40,861 32,948 Corporate and Other 3,612 5,381 3,417 Total depreciation and amortization $ 223,205 $ 228,924 $ 193,949 Operating Income (Loss): Crude Oil Logistics $ (17,475 ) $ (40,745 ) $ (35,832 ) Water Solutions 44,587 (313,673 ) 65,340 Liquids 43,252 76,173 45,072 Retail Propane 49,255 44,096 64,075 Refined Products and Renewables 222,546 226,951 54,567 Corporate and Other (87,082 ) (97,405 ) (85,802 ) Total operating income (loss) $ 255,083 $ (104,603 ) $ 107,420 |
Schedule of additions to property, plant and equipment and intangible assets by segment | The following table summarizes additions to property, plant and equipment and intangible assets by segment for the periods indicated. This information has been prepared on the accrual basis, and includes property, plant and equipment and intangible assets acquired in acquisitions. Year Ended March 31, 2017 2016 2015 (in thousands) Crude Oil Logistics $ 168,053 $ 447,952 $ 58,747 Water Solutions 109,008 243,308 218,007 Liquids 66,864 50,533 211,180 Retail Propane 105,476 48,026 54,615 Refined Products and Renewables 42,175 25,147 737,672 Corporate and Other 2,825 15,172 1,286 Total $ 494,401 $ 830,138 $ 1,281,507 |
Schedule of long-lived assets (consisting of property, plant and equipment, intangible assets and goodwill) and total assets by segment | The following tables summarize long-lived assets (consisting of property, plant and equipment, intangible assets, and goodwill) and total assets by segment at the dates indicated: March 31, 2017 2016 (in thousands) Long-lived assets, net: Crude Oil Logistics $ 1,724,805 $ 1,679,027 Water Solutions 1,261,944 1,162,405 Liquids 619,204 572,081 Retail Propane 547,960 483,330 Refined Products and Renewables 215,637 180,783 Corporate and Other 36,395 36,198 Total $ 4,405,945 $ 4,113,824 Total assets: Crude Oil Logistics $ 2,538,768 $ 2,197,113 Water Solutions 1,301,415 1,236,875 Liquids 767,597 693,872 Retail Propane 622,859 538,267 Refined Products and Renewables 988,073 765,806 Corporate and Other 101,667 128,222 Total $ 6,320,379 $ 5,560,155 |
Transactions with Affiliates (T
Transactions with Affiliates (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Related Party Transactions [Abstract] | |
Summary of purchase and sales transactions of products and services | The following table summarizes these related party transactions for the periods indicated: Year Ended March 31, 2017 2016 2015 (in thousands) Sales to SemGroup $ 3,866 $ 43,825 $ 88,276 Purchases from SemGroup $ 12,254 $ 53,209 $ 130,134 Sales to equity method investees $ 692 $ 14,836 $ 14,493 Purchases from equity method investees $ 121,336 $ 113,780 $ 149,828 Sales to entities affiliated with management $ 290 $ 318 $ 2,151 Purchases from entities affiliated with management $ 15,209 $ 45,197 $ 29,419 |
Schedule of accounts receivable from affiliates | Accounts receivable from affiliates consist of the following at the dates indicated: March 31, 2017 2016 (in thousands) Receivables from SemGroup $ 6,668 $ 1,166 Receivables from equity method investees 15 14,446 Receivables from entities affiliated with management 28 13 Total $ 6,711 $ 15,625 |
Schedule of accounts payable to affiliates | Accounts payable to affiliates consist of the following at the dates indicated: March 31, 2017 2016 (in thousands) Payables to SemGroup $ 6,571 $ 1,823 Payables to equity method investees 1,306 3,947 Payables to entities affiliated with management 41 1,423 Total $ 7,918 $ 7,193 |
Quarterly Financial Data (Una39
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of summarized unaudited quarterly financial data | The following tables summarize our unaudited quarterly financial data. The computation of net income (loss) per common unit is done separately by quarter and year. The total of net income (loss) per common unit of the individual quarters may not equal net income (loss) per common unit for the year, due primarily to the income allocation between the general partner and limited partners and variations in the weighted average units outstanding used in computing such amounts. Our Retail Propane segment’s business is seasonal due to weather conditions in our service areas. Propane sales to residential and commercial customers are affected by winter heating season requirements, which generally results in higher operating revenues and net income during the period from October through March of each year and lower operating revenues and either net losses or lower net income during the period from April through September of each year. Our Liquids segment is also subject to seasonal fluctuations, as demand for propane and butane is typically higher during the winter months. Our operating revenues from our other segments are less weather sensitive. Additionally, the acquisitions described in Note 4 impact the comparability of the quarterly information within the year, and year to year. Quarter Ended Year Ended June 30, 2016 September 30, 2016 December 31, 2016 March 31, 2017 March 31, 2017 (in thousands, except unit and per unit amounts) Total revenues $ 2,721,970 $ 3,045,538 $ 3,406,641 $ 3,848,079 $ 13,022,228 Total cost of sales $ 2,566,440 $ 2,928,730 $ 3,228,022 $ 3,598,717 $ 12,321,909 Net income (loss) $ 182,753 $ (66,658 ) $ 1,293 $ 26,486 $ 143,874 Net income (loss) attributable to NGL Energy Partners LP $ 176,920 $ (66,599 ) $ 976 $ 25,745 $ 137,042 Basic income (loss) per common unit $ 1.66 $ (0.71 ) $ (0.07 ) $ 0.14 $ 0.99 Diluted income (loss) per common unit $ 1.38 $ (0.71 ) $ (0.07 ) $ 0.14 $ 0.95 Basic weighted average common units outstanding 104,169,573 106,186,389 107,966,901 114,131,764 108,091,486 Diluted weighted average common units outstanding 128,453,733 106,186,389 107,966,901 120,198,802 111,850,621 Quarter Ended Year Ended June 30, 2015 September 30, 2015 December 31, 2015 March 31, 2016 March 31, 2016 (in thousands, except unit and per unit amounts) Total revenues $ 3,538,469 $ 3,193,195 $ 2,685,006 $ 2,325,440 $ 11,742,110 Total cost of sales $ 3,322,551 $ 3,005,826 $ 2,433,500 $ 2,077,160 $ 10,839,037 Net (loss) income $ (25,007 ) $ (6,100 ) $ 50,995 $ (206,985 ) $ (187,097 ) Net (loss) income attributable to NGL Energy Partners LP $ (29,357 ) $ (9,597 ) $ 44,157 $ (204,132 ) $ (198,929 ) Basic (loss) income per common unit $ (0.43 ) $ (0.25 ) $ 0.27 $ (1.94 ) $ (2.35 ) Diluted (loss) income per common unit $ (0.43 ) $ (0.25 ) $ 0.22 $ (1.94 ) $ (2.35 ) Basic weighted average common units outstanding 103,888,281 105,189,463 105,338,200 104,930,260 104,838,886 Diluted weighted average common units outstanding 103,888,281 105,189,463 106,194,547 104,930,260 104,838,886 |
Consolidating Guarantor and N40
Consolidating Guarantor and Non-Guarantor Financial Information (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Consolidating Guarantor and Non-Guarantor Financial Information [Abstract] | |
Schedule of Consolidating Balance Sheets | Consolidating Balance Sheet (in Thousands) March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 6,257 $ — $ 2,903 $ 3,104 $ — $ 12,264 Accounts receivable-trade, net of allowance for doubtful accounts — — 795,479 5,128 — 800,607 Accounts receivable-affiliates — — 6,711 — — 6,711 Inventories — — 560,769 663 — 561,432 Prepaid expenses and other current assets — — 102,703 490 — 103,193 Total current assets 6,257 — 1,468,565 9,385 — 1,484,207 PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation — — 1,725,383 64,890 — 1,790,273 GOODWILL — — 1,437,759 13,957 — 1,451,716 INTANGIBLE ASSETS, net of accumulated amortization — — 1,149,524 14,432 — 1,163,956 INVESTMENTS IN UNCONSOLIDATED ENTITIES — — 187,423 — — 187,423 NET INTERCOMPANY RECEIVABLES (PAYABLES) 2,424,730 — (2,408,189 ) (16,541 ) — — INVESTMENTS IN CONSOLIDATED SUBSIDIARIES 1,978,158 — 47,598 — (2,025,756 ) — LOAN RECEIVABLE-AFFILIATE — — 3,200 — — 3,200 OTHER NONCURRENT ASSETS — — 239,436 168 — 239,604 Total assets $ 4,409,145 $ — $ 3,850,699 $ 86,291 $ (2,025,756 ) $ 6,320,379 LIABILITIES AND EQUITY CURRENT LIABILITIES: Accounts payable-trade $ — $ — $ 657,077 $ 944 $ — $ 658,021 Accounts payable-affiliates 1 — 7,907 10 — 7,918 Accrued expenses and other payables 42,150 — 164,012 963 — 207,125 Advance payments received from customers — — 35,107 837 — 35,944 Current maturities of long-term debt 25,000 — 4,211 379 — 29,590 Total current liabilities 67,151 — 868,314 3,133 — 938,598 LONG-TERM DEBT, net of debt issuance costs and current maturities 2,138,048 — 824,370 1,065 — 2,963,483 OTHER NONCURRENT LIABILITIES — — 179,857 4,677 — 184,534 CLASS A 10.75% CONVERTIBLE PREFERRED UNITS 63,890 — — — — 63,890 REDEEMABLE NONCONTROLLING INTEREST — — — 3,072 — 3,072 EQUITY: Partners’ equity 2,140,056 — 1,979,785 74,545 (2,052,502 ) 2,141,884 Accumulated other comprehensive loss — — (1,627 ) (201 ) — (1,828 ) Noncontrolling interests — — — — 26,746 26,746 Total equity 2,140,056 — 1,978,158 74,344 (2,025,756 ) 2,166,802 Total liabilities and equity $ 4,409,145 $ — $ 3,850,699 $ 86,291 $ (2,025,756 ) $ 6,320,379 Consolidating Balance Sheet (in Thousands) March 31, 2016 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 25,749 $ — $ 784 $ 1,643 $ — $ 28,176 Accounts receivable-trade, net of allowance for doubtful accounts — — 516,362 4,652 — 521,014 Accounts receivable-affiliates — — 15,625 — — 15,625 Inventories — — 367,250 556 — 367,806 Prepaid expenses and other current assets — — 94,426 1,433 — 95,859 Total current assets 25,749 — 994,447 8,284 — 1,028,480 PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation — — 1,568,488 81,084 — 1,649,572 GOODWILL — — 1,313,364 1,998 — 1,315,362 INTANGIBLE ASSETS, net of accumulated amortization — — 1,146,355 2,535 — 1,148,890 INVESTMENTS IN UNCONSOLIDATED ENTITIES — — 219,550 — — 219,550 NET INTERCOMPANY RECEIVABLES (PAYABLES) 1,404,479 — (1,402,360 ) (2,119 ) — — INVESTMENTS IN CONSOLIDATED SUBSIDIARIES 1,254,383 — 42,227 — (1,296,610 ) — LOAN RECEIVABLE-AFFILIATE — — 22,262 — — 22,262 OTHER NONCURRENT ASSETS — — 175,512 527 — 176,039 Total assets $ 2,684,611 $ — $ 4,079,845 $ 92,309 $ (1,296,610 ) $ 5,560,155 LIABILITIES AND EQUITY CURRENT LIABILITIES: Accounts payable-trade $ — $ — $ 417,707 $ 2,599 $ — $ 420,306 Accounts payable-affiliates 1 — 7,190 2 — 7,193 Accrued expenses and other payables 16,887 — 196,596 943 — 214,426 Advance payments received from customers — — 55,737 448 — 56,185 Current maturities of long-term debt — — 7,109 798 — 7,907 Total current liabilities 16,888 — 684,339 4,790 — 706,017 LONG-TERM DEBT, net of debt issuance costs and current maturities 1,011,365 — 1,894,428 7,044 — 2,912,837 OTHER NONCURRENT LIABILITIES — — 246,695 541 — 247,236 EQUITY: Partners’ equity 1,656,358 — 1,254,384 80,090 (1,334,317 ) 1,656,515 Accumulated other comprehensive loss — — (1 ) (156 ) — (157 ) Noncontrolling interests — — — — 37,707 37,707 Total equity 1,656,358 — 1,254,383 79,934 (1,296,610 ) 1,694,065 Total liabilities and equity $ 2,684,611 $ — $ 4,079,845 $ 92,309 $ (1,296,610 ) $ 5,560,155 |
Schedule of Consolidating Statements of Operations | Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ — $ — $ 12,988,467 $ 37,155 $ (3,394 ) $ 13,022,228 COST OF SALES — — 12,316,563 8,740 (3,394 ) 12,321,909 OPERATING COSTS AND EXPENSES: Operating — — 296,002 11,923 — 307,925 General and administrative — — 115,753 813 — 116,566 Depreciation and amortization — — 214,082 9,123 — 223,205 Gain on disposal or impairment of assets, net — — (209,101 ) (76 ) — (209,177 ) Revaluation of liabilities — — 6,305 412 — 6,717 Operating Income — — 248,863 6,220 — 255,083 OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities — — 3,084 — — 3,084 Revaluation of investments — — (14,365 ) — — (14,365 ) Interest expense (91,259 ) — (59,025 ) (787 ) 593 (150,478 ) Gain on early extinguishment of liabilities, net 8,507 — 16,220 — — 24,727 Other income, net — — 28,292 63 (593 ) 27,762 (Loss) Income Before Income Taxes (82,752 ) — 223,069 5,496 — 145,813 INCOME TAX EXPENSE — — (1,939 ) — — (1,939 ) EQUITY IN NET INCOME (LOSS) OF CONSOLIDATED SUBSIDIARIES 219,794 — (1,336 ) — (218,458 ) — Net Income 137,042 — 219,794 5,496 (218,458 ) 143,874 LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (6,832 ) (6,832 ) LESS: DISTRIBUTIONS TO PREFERRED UNITHOLDERS (30,142 ) (30,142 ) LESS: NET INCOME ALLOCATED TO GENERAL PARTNER (232 ) (232 ) NET INCOME ALLOCATED TO LIMITED PARTNERS $ 137,042 $ — $ 219,794 $ 5,496 $ (255,664 ) $ 106,668 Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2016 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ — $ — $ 11,593,272 $ 182,175 $ (33,337 ) $ 11,742,110 COST OF SALES — — 10,843,937 28,237 (33,137 ) 10,839,037 OPERATING COSTS AND EXPENSES: Operating — — 327,377 73,941 (200 ) 401,118 General and administrative — — 122,196 17,345 — 139,541 Depreciation and amortization — — 184,091 44,833 — 228,924 Loss on disposal or impairment of assets, net — — 303,422 17,344 — 320,766 Revaluation of liabilities — — (82,673 ) — — (82,673 ) Operating (Loss) Income — — (105,078 ) 475 — (104,603 ) OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities — — 4,374 11,747 — 16,121 Interest expense (43,493 ) — (82,360 ) (7,546 ) 310 (133,089 ) Gain on early extinguishment of liabilities, net — — 28,532 — — 28,532 Other income, net — — 5,533 352 (310 ) 5,575 (Loss) Income Before Income Taxes (43,493 ) — (148,999 ) 5,028 — (187,464 ) INCOME TAX BENEFIT (EXPENSE) — — 574 (207 ) — 367 EQUITY IN NET LOSS OF CONSOLIDATED SUBSIDIARIES (155,436 ) — (7,011 ) — 162,447 — Net (Loss) Income (198,929 ) — (155,436 ) 4,821 162,447 (187,097 ) LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (11,832 ) (11,832 ) LESS: NET INCOME ALLOCATED TO GENERAL PARTNER (47,620 ) (47,620 ) NET (LOSS) INCOME ALLOCATED TO LIMITED PARTNERS $ (198,929 ) $ — $ (155,436 ) $ 4,821 $ 102,995 $ (246,549 ) Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2015 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ — $ — $ 16,648,382 $ 189,979 $ (36,304 ) $ 16,802,057 COST OF SALES — — 15,934,529 59,825 (36,147 ) 15,958,207 OPERATING COSTS AND EXPENSES: Operating — — 306,576 57,555 — 364,131 General and administrative — — 131,898 17,532 — 149,430 Depreciation and amortization — — 161,906 32,043 — 193,949 Loss on disposal or impairment of assets, net — — 11,619 29,565 — 41,184 Revaluation of liabilities — — (12,264 ) — — (12,264 ) Operating Income (Loss) — — 114,118 (6,541 ) (157 ) 107,420 OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities — — 6,640 5,463 — 12,103 Interest expense (65,723 ) — (39,023 ) (5,423 ) 46 (110,123 ) Other income, net — — 36,953 264 (46 ) 37,171 (Loss) Income Before Income Taxes (65,723 ) — 118,688 (6,237 ) (157 ) 46,571 INCOME TAX BENEFIT (EXPENSE) — — 3,795 (173 ) — 3,622 EQUITY IN NET INCOME (LOSS) OF CONSOLIDATED SUBSIDIARIES 103,029 — (19,297 ) — (83,732 ) — Net Income (Loss) 37,306 — 103,186 (6,410 ) (83,889 ) 50,193 LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (12,887 ) (12,887 ) LESS: NET INCOME ALLOCATED TO GENERAL PARTNER (45,700 ) (45,700 ) NET INCOME (LOSS) ALLOCATED TO LIMITED PARTNERS $ 37,306 $ — $ 103,186 $ (6,410 ) $ (142,476 ) $ (8,394 ) |
Schedule of Consolidating Statements of Comprehensive Income (Loss) | Consolidating Statements of Comprehensive Income (Loss) (in Thousands) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net income $ 137,042 $ — $ 219,794 $ 5,496 $ (218,458 ) $ 143,874 Other comprehensive loss — — (1,626 ) (45 ) — (1,671 ) Comprehensive income $ 137,042 $ — $ 218,168 $ 5,451 $ (218,458 ) $ 142,203 Year Ended March 31, 2016 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net (loss) income $ (198,929 ) $ — $ (155,436 ) $ 4,821 $ 162,447 $ (187,097 ) Other comprehensive loss — — — (48 ) — (48 ) Comprehensive (loss) income $ (198,929 ) $ — $ (155,436 ) $ 4,773 $ 162,447 $ (187,145 ) Year Ended March 31, 2015 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net income (loss) $ 37,306 $ — $ 103,186 $ (6,410 ) $ (83,889 ) $ 50,193 Other comprehensive inco me (loss) — — 189 (62 ) — 127 Comprehensive income (loss) $ 37,306 $ — $ 103,375 $ (6,472 ) $ (83,889 ) $ 50,320 |
Schedule of Consolidating Statements of Cash Flows | Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities $ (749,250 ) $ — $ 700,269 $ 22,157 $ (26,824 ) INVESTING ACTIVITIES: Capital expenditures — — (356,473 ) (7,398 ) (363,871 ) Acquisitions, net of cash acquired — — (111,426 ) (11,406 ) (122,832 ) Cash flows from settlements of commodity derivatives — — (37,442 ) — (37,442 ) Proceeds from sales of assets — — 29,527 39 29,566 Proceeds from sale of TLP common units — — 112,370 — 112,370 Proceeds from sale of Grassland — — — 22,000 22,000 Investments in unconsolidated entities — — (2,105 ) — (2,105 ) Distributions of capital from unconsolidated entities — — 9,692 — 9,692 Payments on loan for natural gas liquids facility — — 8,916 — 8,916 Loan to affiliate — — (3,200 ) — (3,200 ) Payments on loan to affiliate — — 655 — 655 Payment to terminate development agreement — — (16,875 ) — (16,875 ) Net cash (used in) provided by investing activities — — (366,361 ) 3,235 (363,126 ) FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities — — 1,700,000 — 1,700,000 Payments on revolving credit facilities — — (2,733,500 ) — (2,733,500 ) Issuance of senior notes 1,200,000 — — — 1,200,000 Repurchases of senior notes (21,193 ) — — — (21,193 ) Payments on other long-term debt — — (49,596 ) (190 ) (49,786 ) Debt issuance costs (21,868 ) — (11,690 ) — (33,558 ) Contributions from general partner 49 — — — 49 Contributions from noncontrolling interest owners, net — — — 672 672 Distributions to partners (181,581 ) — — — (181,581 ) Distributions to noncontrolling interest owners — — — (3,292 ) (3,292 ) Proceeds from sale of convertible preferred units and warrants, net of offering costs 234,975 — — — 234,975 Proceeds from sale of common units, net of offering costs 287,136 — — — 287,136 Payments for the early extinguishment of liabilities — — (25,884 ) — (25,884 ) Net changes in advances with consolidated entities (767,760 ) — 788,881 (21,121 ) — Net cash provided by (used in) financing activities 729,758 — (331,789 ) (23,931 ) 374,038 Net (decrease) increase in cash and cash equivalents (19,492 ) — 2,119 1,461 (15,912 ) Cash and cash equivalents, beginning of period 25,749 — 784 1,643 28,176 Cash and cash equivalents, end of period $ 6,257 $ — $ 2,903 $ 3,104 $ 12,264 Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2016 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities $ (74,822 ) $ — $ 360,851 $ 65,466 $ 351,495 INVESTING ACTIVITIES: Capital expenditures — — (604,214 ) (57,671 ) (661,885 ) Acquisitions, net of cash acquired (624 ) — (232,148 ) (1,880 ) (234,652 ) Cash flows from settlements of commodity derivatives — — 105,662 — 105,662 Proceeds from sales of assets — — 8,453 2 8,455 Proceeds from sale of general partner interest in TLP, net — — 343,135 — 343,135 Investments in unconsolidated entities — — (4,480 ) (6,951 ) (11,431 ) Distributions of capital from unconsolidated entities — — 11,031 4,761 15,792 Loan for natural gas liquids facility — — (3,913 ) — (3,913 ) Payments on loan for natural gas liquids facility — — 7,618 — 7,618 Loan to affiliate — — (15,621 ) — (15,621 ) Payments on loan to affiliate — — 1,513 — 1,513 Net cash used in investing activities (624 ) — (382,964 ) (61,739 ) (445,327 ) FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities — — 2,499,000 103,500 2,602,500 Payments on revolving credit facilities — — (2,041,500 ) (91,500 ) (2,133,000 ) Repurchases of senior notes (43,421 ) — — — (43,421 ) Proceeds from borrowings under other long-term debt — — 45,873 7,350 53,223 Payments on other long-term debt — — (4,762 ) (325 ) (5,087 ) Debt issuance costs (3,493 ) — (6,744 ) — (10,237 ) Contributions from general partner 54 — — — 54 Contributions from noncontrolling interest owners, net (3,829 ) — — 15,376 11,547 Distributions to partners (322,007 ) — — — (322,007 ) Distributions to noncontrolling interest owners — — — (35,720 ) (35,720 ) Taxes paid on behalf of equity incentive plan participants — — (19,395 ) — (19,395 ) Common unit repurchases (17,680 ) — — — (17,680 ) Net changes in advances with consolidated entities 462,456 — (459,289 ) (3,167 ) — Other — — (43 ) (29 ) (72 ) Net cash provided by (used in) financing activities 72,080 — 13,140 (4,515 ) 80,705 Net decrease in cash and cash equivalents (3,366 ) — (8,973 ) (788 ) (13,127 ) Cash and cash equivalents, beginning of period 29,115 — 9,757 2,431 41,303 Cash and cash equivalents, end of period $ 25,749 $ — $ 784 $ 1,643 $ 28,176 Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2015 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities $ (59,448 ) $ — $ 287,953 $ 33,886 $ 262,391 INVESTING ACTIVITIES: Capital expenditures — — (223,065 ) (4,913 ) (227,978 ) Purchase of equity interest in Grand Mesa Pipeline — — (310,000 ) — (310,000 ) Acquisitions, net of cash acquired (124,281 ) — (831,505 ) (5,136 ) (960,922 ) Cash flows from settlements of commodity derivatives — — 199,165 — 199,165 Proceeds from sales of assets — — 11,806 14,456 26,262 Investments in unconsolidated entities — — (13,244 ) (20,284 ) (33,528 ) Distributions of capital from unconsolidated entities — — 5,030 5,793 10,823 Loan for natural gas liquids facility — — (63,518 ) — (63,518 ) Payments on loan for natural gas liquids facility — — 1,625 — 1,625 Loan to affiliate — — (8,154 ) — (8,154 ) Other — — 4 — 4 Net cash used in investing activities (124,281 ) — (1,231,856 ) (10,084 ) (1,366,221 ) FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities — — 3,663,000 101,500 3,764,500 Payments on revolving credit facilities — — (3,194,500 ) (85,500 ) (3,280,000 ) Issuance of senior notes 400,000 — — — 400,000 Payments on other long-term debt — — (6,666 ) (22 ) (6,688 ) Debt issuance costs (8,150 ) — (2,926 ) — (11,076 ) Contributions from general partner 823 — — — 823 Contributions from noncontrolling interest owners, net — — — 9,433 9,433 Distributions to partners (242,595 ) — — — (242,595 ) Distributions to noncontrolling interest owners — — — (27,147 ) (27,147 ) Proceeds from sale of common units, net of offering costs 541,128 — — — 541,128 Taxes paid on behalf of equity incentive plan participants — — (13,491 ) — (13,491 ) Net changes in advances with consolidated entities (479,543 ) — 499,709 (20,166 ) — Other — — (194 ) — (194 ) Net cash provided by (used in) financing activities 211,663 — 944,932 (21,902 ) 1,134,693 Net increase in cash and cash equivalents 27,934 — 1,029 1,900 30,863 Cash and cash equivalents, beginning of period 1,181 — 8,728 531 10,440 Cash and cash equivalents, end of period $ 29,115 $ — $ 9,757 $ 2,431 $ 41,303 |
Nature of Operations and Orga41
Nature of Operations and Organization (Details) | Mar. 31, 2017stateterminal |
Liquids | |
Nature of Operations and Organization | |
Number of owned terminals | terminal | 21 |
Retail propane | |
Nature of Operations and Organization | |
Number of states in which entity operates | state | 30 |
Significant Accounting Polici42
Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Revenues [Abstract] | |||
Amortization of contract liabilities to revenues | $ 4.9 | $ 5.8 | $ 0.7 |
Significant Accounting Polici43
Significant Accounting Policies - Cost of Sales (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Amortization related to intangible assets | |||
Amortization of contract-based intangible assets | $ 114,797 | $ 107,628 | $ 101,751 |
Cost of sales - wholesale supply and marketing | |||
Amortization related to intangible assets | |||
Amortization of contract-based intangible assets | 6,828 | 6,700 | 7,767 |
Cost of sales - wholesale supply and marketing | Contract-based intangibles | |||
Amortization related to intangible assets | |||
Amortization of contract-based intangible assets | $ 6,800 | $ 6,700 | $ 7,800 |
Significant Accounting Polici44
Significant Accounting Policies - Accounts Receivable (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | |
Accounts receivable | |||||
Gross Receivable | $ 805,841 | $ 527,942 | |||
Allowance for Doubtful Accounts | $ 6,928 | $ 4,367 | $ 2,822 | 5,234 | 6,928 |
Changes in the allowance for doubtful accounts | |||||
Allowance for doubtful accounts, beginning of period | 6,928 | 4,367 | 2,822 | ||
Provision for doubtful accounts | 1,029 | 5,628 | 4,105 | ||
Write off of uncollectible accounts | (2,723) | (3,067) | (2,560) | ||
Allowance for doubtful accounts, end of period | 5,234 | 6,928 | $ 4,367 | ||
Crude oil logistics | |||||
Accounts receivable | |||||
Gross Receivable | 345,049 | 175,341 | |||
Allowance for Doubtful Accounts | 8 | 8 | 3 | 8 | |
Changes in the allowance for doubtful accounts | |||||
Allowance for doubtful accounts, beginning of period | 8 | ||||
Allowance for doubtful accounts, end of period | 3 | 8 | |||
Water solutions | |||||
Accounts receivable | |||||
Gross Receivable | 34,335 | 34,952 | |||
Allowance for Doubtful Accounts | 4,514 | 4,514 | 2,789 | 4,514 | |
Changes in the allowance for doubtful accounts | |||||
Allowance for doubtful accounts, beginning of period | 4,514 | ||||
Allowance for doubtful accounts, end of period | 2,789 | 4,514 | |||
Liquids | |||||
Accounts receivable | |||||
Gross Receivable | 94,390 | 73,478 | |||
Allowance for Doubtful Accounts | 505 | 505 | 293 | 505 | |
Changes in the allowance for doubtful accounts | |||||
Allowance for doubtful accounts, beginning of period | 505 | ||||
Allowance for doubtful accounts, end of period | 293 | 505 | |||
Retail propane | |||||
Accounts receivable | |||||
Gross Receivable | 46,329 | 31,583 | |||
Allowance for Doubtful Accounts | 965 | 965 | 1,280 | 965 | |
Changes in the allowance for doubtful accounts | |||||
Allowance for doubtful accounts, beginning of period | 965 | ||||
Allowance for doubtful accounts, end of period | 1,280 | 965 | |||
Refined products and renewables | |||||
Accounts receivable | |||||
Gross Receivable | 285,664 | 211,259 | |||
Allowance for Doubtful Accounts | 936 | 936 | 869 | 936 | |
Changes in the allowance for doubtful accounts | |||||
Allowance for doubtful accounts, beginning of period | 936 | ||||
Allowance for doubtful accounts, end of period | 869 | 936 | |||
Corporate and Other | |||||
Accounts receivable | |||||
Gross Receivable | 74 | 1,329 | |||
Allowance for Doubtful Accounts | 0 | 0 | $ 0 | $ 0 | |
Changes in the allowance for doubtful accounts | |||||
Allowance for doubtful accounts, beginning of period | 0 | ||||
Allowance for doubtful accounts, end of period | $ 0 | $ 0 |
Significant Accounting Polici45
Significant Accounting Policies - Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 |
Inventories | ||
Crude oil | $ 146,857 | $ 84,030 |
Natural gas liquids: | ||
Propane | 38,631 | 28,639 |
Butane | 5,992 | 8,461 |
Other | 6,035 | 6,011 |
Refined products: | ||
Gasoline | 193,051 | 80,569 |
Diesel | 98,237 | 99,398 |
Renewables: | ||
Ethanol | 42,009 | 40,505 |
Biodiesel | 21,410 | 11,953 |
Other | 9,210 | 8,240 |
Total | $ 561,432 | $ 367,806 |
Significant Accounting Polici46
Significant Accounting Policies - Investments in Unconsolidated Entities (Details) - USD ($) $ in Thousands | Apr. 01, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | Jun. 03, 2016 |
Investments in Unconsolidated Entities | |||||
Carrying value | $ 187,423 | $ 219,550 | |||
Grassland Water Solutions, LLC | |||||
Investments in Unconsolidated Entities | |||||
Ownership interest | 35.00% | ||||
Ownership interest acquired | 65.00% | ||||
Glass Mountain Pipeline, LLC | |||||
Investments in Unconsolidated Entities | |||||
Fair value in excess of historical net book value | 72,500 | ||||
Cumulative earnings (loss) and distributions from unconsolidated entities | |||||
Cumulative Earnings (Loss) From Unconsolidated Entities | 8,794 | ||||
Cumulative Distributions Received From Unconsolidated Entities | 34,404 | ||||
Balance sheets: | |||||
Current Assets | 7,450 | $ 7,248 | |||
Noncurrent Assets | 192,903 | 204,020 | |||
Current Liabilities | 1,225 | 1,268 | |||
Noncurrent Liabilities | 9 | 24 | |||
Statements of operations: | |||||
Revenues | 32,622 | 35,978 | $ 37,539 | ||
Cost of Sales | 1,797 | 1,943 | 2,771 | ||
Net Income (Loss) | $ 7,219 | 11,227 | 12,345 | ||
Glass Mountain Pipeline, LLC | Crude oil logistics | Operating segment | |||||
Investments in Unconsolidated Entities | |||||
Ownership interest | 50.00% | ||||
Carrying value | $ 172,098 | 179,594 | |||
E Energy Adams, LLC | |||||
Cumulative earnings (loss) and distributions from unconsolidated entities | |||||
Cumulative Earnings (Loss) From Unconsolidated Entities | 8,409 | ||||
Cumulative Distributions Received From Unconsolidated Entities | 9,094 | ||||
Balance sheets: | |||||
Current Assets | 20,159 | 34,477 | |||
Noncurrent Assets | 94,115 | 90,310 | |||
Current Liabilities | 19,204 | 14,616 | |||
Noncurrent Liabilities | 13,533 | 30,730 | |||
Statements of operations: | |||||
Revenues | 145,181 | 129,533 | 159,148 | ||
Cost of Sales | 112,519 | 105,161 | 117,222 | ||
Net Income (Loss) | $ 12,661 | 5,796 | 24,607 | ||
E Energy Adams, LLC | Refined products and renewables | Operating segment | |||||
Investments in Unconsolidated Entities | |||||
Ownership interest | 19.00% | ||||
Carrying value | $ 12,952 | 12,570 | |||
Water treatment and disposal facility | |||||
Cumulative earnings (loss) and distributions from unconsolidated entities | |||||
Cumulative Earnings (Loss) From Unconsolidated Entities | (1) | ||||
Cumulative Distributions Received From Unconsolidated Entities | 142 | ||||
Balance sheets: | |||||
Current Assets | 207 | 91 | |||
Noncurrent Assets | 4,082 | 4,476 | |||
Current Liabilities | 24 | 124 | |||
Noncurrent Liabilities | 0 | 0 | |||
Statements of operations: | |||||
Revenues | 1,739 | 777 | 0 | ||
Cost of Sales | 0 | 0 | 0 | ||
Net Income (Loss) | $ (86) | 85 | 0 | ||
Water treatment and disposal facility | Water solutions | Operating segment | |||||
Investments in Unconsolidated Entities | |||||
Ownership interest | 50.00% | ||||
Carrying value | $ 2,147 | 2,238 | |||
Victory Propane, LLC | |||||
Cumulative earnings (loss) and distributions from unconsolidated entities | |||||
Cumulative Earnings (Loss) From Unconsolidated Entities | (1,274) | ||||
Cumulative Distributions Received From Unconsolidated Entities | 0 | ||||
Balance sheets: | |||||
Current Assets | 734 | 700 | |||
Noncurrent Assets | 3,605 | 2,248 | |||
Current Liabilities | 311 | 555 | |||
Noncurrent Liabilities | 3,577 | 449 | |||
Statements of operations: | |||||
Revenues | 3,070 | 715 | 0 | ||
Cost of Sales | 1,580 | 321 | 0 | ||
Net Income (Loss) | $ (1,493) | (1,056) | 0 | ||
Victory Propane, LLC | Retail propane | Operating segment | |||||
Investments in Unconsolidated Entities | |||||
Ownership interest | 50.00% | ||||
Carrying value | $ 226 | 972 | |||
TLP | |||||
Investments in Unconsolidated Entities | |||||
Proceeds from sale of equity method investments | $ 112,400 | ||||
Gain on disposal of equity method investment | $ 104,100 | ||||
Balance sheets: | |||||
Current Assets | 0 | 10,419 | |||
Noncurrent Assets | 0 | 652,309 | |||
Current Liabilities | 0 | 18,812 | |||
Noncurrent Liabilities | 0 | 267,373 | |||
Statements of operations: | |||||
Revenues | 0 | 28,258 | 0 | ||
Cost of Sales | 0 | 0 | 0 | ||
Net Income (Loss) | $ 0 | 6,083 | 0 | ||
TLP | Refined products and renewables | Operating segment | |||||
Investments in Unconsolidated Entities | |||||
Ownership interest | 0.00% | ||||
Carrying value | $ 0 | 8,301 | |||
Grassland Water Solutions, LLC | |||||
Balance sheets: | |||||
Current Assets | 0 | 2,589 | |||
Noncurrent Assets | 0 | 28,150 | |||
Current Liabilities | 0 | 2,923 | |||
Noncurrent Liabilities | 0 | 20,746 | |||
Statements of operations: | |||||
Revenues | 1,090 | 4,062 | 8,326 | ||
Cost of Sales | 0 | 0 | 0 | ||
Net Income (Loss) | $ (332) | (1,618) | (104) | ||
Grassland Water Solutions, LLC | Water solutions | Operating segment | |||||
Investments in Unconsolidated Entities | |||||
Ownership interest | 0.00% | ||||
Carrying value | $ 0 | 15,875 | |||
BOSTCO | |||||
Statements of operations: | |||||
Revenues | 0 | 60,420 | 45,067 | ||
Cost of Sales | 0 | 0 | 0 | ||
Net Income (Loss) | 0 | 21,987 | 11,074 | ||
Frontera | |||||
Statements of operations: | |||||
Revenues | 0 | 14,114 | 10,643 | ||
Cost of Sales | 0 | 0 | 0 | ||
Net Income (Loss) | $ 0 | $ 4,091 | $ 1,352 |
Significant Accounting Polici47
Significant Accounting Policies - Other Noncurrent Assets (Details) $ in Thousands | Mar. 31, 2017USD ($)bbl | Mar. 31, 2016USD ($)bbl |
Other Assets, Noncurrent [Abstract] | ||
Loan receivable | $ 40,684 | $ 49,827 |
Line fill | 30,628 | 35,060 |
Tank bottoms | 42,044 | 42,044 |
Other | 126,248 | 49,108 |
Total | $ 239,604 | $ 176,039 |
Number of barrels of crude oil | bbl | 427,193 | 487,104 |
Number of barrels of refined product | bbl | 366,212 | 366,212 |
Significant Accounting Polici48
Significant Accounting Policies - Accrued Expenses and Other Payables (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 |
Accounting Policies [Abstract] | ||
Accrued compensation and benefits | $ 22,227 | $ 40,517 |
Excise and other tax liabilities | 64,051 | 59,455 |
Derivative liabilities | 27,622 | 28,612 |
Accrued interest | 44,418 | 20,543 |
Product exchange liabilities | 1,693 | 5,843 |
Deferred gain on sale of general partner interest in TLP | 30,113 | 30,113 |
Other | 17,001 | 29,343 |
Total | $ 207,125 | $ 214,426 |
Significant Accounting Polici49
Significant Accounting Policies - Sale of General Partner Interest in TLP (Details) - USD ($) $ in Thousands | Feb. 01, 2016 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||||
Proceeds from sale of general partner interest in TLP, net | $ 0 | $ 343,135 | $ 0 | ||
Deferred gain on sale of general partner interest in TLP | $ 30,113 | 30,113 | 30,113 | ||
General Partner Interest in TLP | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||||
Proceeds from sale of general partner interest in TLP, net | 350,000 | ||||
Gain on disposal | 329,900 | ||||
Deferred gain on disposal | 204,600 | $ 204,600 | |||
Deferred gain on disposal, amortization period | 7 years | ||||
Recognized gain | $ 5,000 | 30,100 | |||
Future Amortization [Abstract] | |||||
2,018 | 30,113 | ||||
2,019 | 30,113 | ||||
2,020 | 30,113 | ||||
2,021 | 29,593 | ||||
2,022 | 26,993 | ||||
Thereafter | 22,494 | ||||
Total | 169,419 | ||||
General Partner Interest in TLP | Accrued expenses and other payables | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||||
Deferred gain on sale of general partner interest in TLP | 30,100 | ||||
General Partner Interest in TLP | Other noncurrent liabilities | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||||
Deferred gain on sale of general partner interest in TLP, Noncurrent | $ 139,300 |
Income (Loss) Per Common Unit50
Income (Loss) Per Common Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Income (Loss) Per Common Unit | |||||||||||
Basic weighted average common units outstanding (in units) | 114,131,764 | 107,966,901 | 106,186,389 | 104,169,573 | 104,930,260 | 105,338,200 | 105,189,463 | 103,888,281 | 108,091,486 | 104,838,886 | 86,359,300 |
Diluted weighted average common units outstanding (in units) | 120,198,802 | 107,966,901 | 106,186,389 | 128,453,733 | 104,930,260 | 106,194,547 | 105,189,463 | 103,888,281 | 111,850,621 | 104,838,886 | 86,359,300 |
Net income (loss) | $ 26,486 | $ 1,293 | $ (66,658) | $ 182,753 | $ (206,985) | $ 50,995 | $ (6,100) | $ (25,007) | $ 143,874 | $ (187,097) | $ 50,193 |
LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS | (6,832) | (11,832) | (12,887) | ||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | $ 25,745 | $ 976 | $ (66,599) | $ 176,920 | $ (204,132) | $ 44,157 | $ (9,597) | $ (29,357) | 137,042 | (198,929) | 37,306 |
Less: Distributions to preferred unitholders | (30,142) | 0 | 0 | ||||||||
LESS: NET INCOME ALLOCATED TO GENERAL PARTNER | (232) | (47,620) | (45,700) | ||||||||
Net income (loss) allocated to common unitholders (basic and diluted) | $ 106,668 | $ (246,549) | $ (8,394) | ||||||||
Basic income (loss) per common unit (in dollars per unit) | $ 0.14 | $ (0.07) | $ (0.71) | $ 1.66 | $ (1.94) | $ 0.27 | $ (0.25) | $ (0.43) | $ 0.99 | $ (2.35) | $ (0.05) |
Common units | |||||||||||
Income (Loss) Per Common Unit | |||||||||||
Basic weighted average common units outstanding (in units) | 108,091,486 | 104,838,886 | 86,359,300 | ||||||||
Diluted weighted average common units outstanding (in units) | 111,850,621 | 104,838,886 | 86,359,300 | ||||||||
Basic income (loss) per common unit (in dollars per unit) | $ 0.99 | $ (2.35) | $ (0.05) | ||||||||
Diluted income (loss) per common unit (in dollars per unit) | $ 0.95 | $ (2.35) | $ (0.05) | ||||||||
Common units | Performance awards | |||||||||||
Income (Loss) Per Common Unit | |||||||||||
Weighted average number diluted shares outstanding adjustment (in units) | 173,087 | ||||||||||
Common units | Warrant | |||||||||||
Income (Loss) Per Common Unit | |||||||||||
Weighted average number diluted shares outstanding adjustment (in units) | 3,586,048 | ||||||||||
Subordinated Units | |||||||||||
Income (Loss) Per Common Unit | |||||||||||
Less: Net loss allocated to subordinated partners | $ 0 | $ 0 | $ 3,915 | ||||||||
Diluted income (loss) per common unit (in dollars per unit) | $ (0.68) | ||||||||||
Subordinated units outstanding (in units) | 5,919,346 | ||||||||||
Common units | |||||||||||
Income (Loss) Per Common Unit | |||||||||||
Net income (loss) allocated to common unitholders (basic and diluted) | $ 106,668 | $ (246,549) | $ (4,479) |
Acquisitions - Water Solutions
Acquisitions - Water Solutions Facilities (Details) $ in Thousands | Jan. 09, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2017USD ($)facility | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) |
Business Acquisition | ||||||||||||
Cash paid | $ 50,600 | |||||||||||
Goodwill | $ 1,451,716 | $ 423,700 | $ 1,315,362 | $ 1,451,716 | $ 1,315,362 | $ 1,558,233 | ||||||
Total revenues | 3,848,079 | $ 3,406,641 | $ 3,045,538 | $ 2,721,970 | $ 2,325,440 | $ 2,685,006 | $ 3,193,195 | $ 3,538,469 | 13,022,228 | 11,742,110 | 16,802,057 | |
Operating income | $ 255,083 | $ (104,603) | $ 107,420 | |||||||||
Water Solutions Acquisitions 2017 Acquisitions | ||||||||||||
Business Acquisition | ||||||||||||
Number of businesses acquired | facility | 3 | |||||||||||
Cash paid | $ 26,900 | |||||||||||
Contingent consideration liability | 2,600 | 2,600 | ||||||||||
Unfavorable lease liability | 2,800 | 2,800 | ||||||||||
Total revenues | 6,200 | |||||||||||
Operating income | 2,700 | |||||||||||
Water Solutions Facilities 2017 Acquisitions Accounting Completed | ||||||||||||
Business Acquisition | ||||||||||||
Property, plant and equipment | 4,436 | 4,436 | ||||||||||
Goodwill | 8,188 | 8,188 | ||||||||||
Current liabilities | (280) | (280) | ||||||||||
Other noncurrent liabilities | (2,344) | (2,344) | ||||||||||
Fair value of net assets acquired | 10,000 | $ 10,000 | ||||||||||
Business combination number for which acquisition accounting is completed | facility | 1 | |||||||||||
Water Solutions Facilities 2017 Acquisitions Acquisition Accounting In Process | ||||||||||||
Business Acquisition | ||||||||||||
Property, plant and equipment | 14,315 | $ 14,315 | ||||||||||
Goodwill | 1,615 | 1,615 | ||||||||||
Intangible assets | 3,878 | 3,878 | ||||||||||
Current liabilities | (34) | (34) | ||||||||||
Other noncurrent liabilities | (2,878) | (2,878) | ||||||||||
Fair value of net assets acquired | $ 16,896 | $ 16,896 | ||||||||||
Business combination number for which acquisition accounting is not completed | facility | 2 | |||||||||||
Water Solutions Facilities2016 Acquisitions Accounting Completed | ||||||||||||
Business Acquisition | ||||||||||||
Business combination number for which acquisition accounting is completed | facility | 10 | |||||||||||
Adjustment, property, plant and equipment | $ 1,400 | |||||||||||
Adjustment, accrued expenses and other payables | $ 1,000 |
Acquisitions - Acquisition of R
Acquisitions - Acquisition of Remaining Interest in Water Solutions Facilities (Details) $ in Thousands | Sep. 15, 2016USD ($)facility | Mar. 31, 2017USD ($) |
Business Acquisition | ||
Carrying value of noncontrolling interest | $ 12,817 | |
Water Solutions Facility 2017 Acquisitions | ||
Business Acquisition | ||
Ownership interest acquired | 25.00% | |
Number of businesses acquired | facility | 3 | |
Payments to acquire additional interest | $ 10,000 | |
Carrying value of noncontrolling interest | $ 7,400 |
Acquisitions - Water Pipeline C
Acquisitions - Water Pipeline Company (Details) - USD ($) $ in Thousands | Jun. 03, 2016 | Mar. 31, 2017 | Jun. 30, 2016 | Mar. 31, 2016 | Jan. 07, 2016 | Mar. 31, 2015 |
Business Acquisition | ||||||
Carrying value of noncontrolling interest | $ 12,817 | |||||
Goodwill | 1,451,716 | $ 423,700 | $ 1,315,362 | $ 1,558,233 | ||
Adjustment, goodwill | (1,166) | |||||
Water Pipeline Company | ||||||
Business Acquisition | ||||||
Ownership interest acquired | 24.50% | 57.125% | ||||
Carrying value of noncontrolling interest | $ 5,200 | |||||
Property, plant and equipment | 11,066 | 12,208 | ||||
Adjustment, property, plant and equipment | (1,142) | |||||
Goodwill | 5,866 | 5,561 | ||||
Adjustment, goodwill | 305 | |||||
Intangible assets | 7,492 | 6,350 | ||||
Adjustment, intangible assets | 1,142 | |||||
Current liabilities | (1,152) | (1,000) | ||||
Adjustment, current liabilities | (152) | |||||
Other noncurrent liabilities | (2,753) | $ (2,600) | ||||
Adjustment, other noncurrent liabilities | (153) | |||||
Adjustment, accrued expenses and other payables | $ 1,000 |
Acquisitions - Grassland (Detai
Acquisitions - Grassland (Details) - USD ($) $ in Thousands | Jan. 09, 2017 | Nov. 29, 2016 | Jun. 03, 2016 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 |
Business Acquisition | ||||||||||||||
Cash paid | $ 50,600 | |||||||||||||
Total revenues | $ 3,848,079 | $ 3,406,641 | $ 3,045,538 | $ 2,721,970 | $ 2,325,440 | $ 2,685,006 | $ 3,193,195 | $ 3,538,469 | $ 13,022,228 | $ 11,742,110 | $ 16,802,057 | |||
Operating income | 255,083 | (104,603) | 107,420 | |||||||||||
Proceeds from sale of Grassland | 22,000 | $ 0 | $ 0 | |||||||||||
Grassland Water Solutions, LLC | ||||||||||||||
Business Acquisition | ||||||||||||||
Ownership interest acquired | 65.00% | |||||||||||||
Cash paid | $ 1,000 | |||||||||||||
Ownership interest | 35.00% | 35.00% | ||||||||||||
Fair value of equity method investment | 800 | |||||||||||||
Revaluation of investments excluding bargain purchase | (14,900) | |||||||||||||
Bargain purchase gain | $ 600 | |||||||||||||
Current assets | $ 1,713 | |||||||||||||
Property, plant and equipment | 8,874 | |||||||||||||
Intangible assets | 14,472 | |||||||||||||
Current liabilities | (2,765) | |||||||||||||
Notes payable-affiliate | (19,900) | |||||||||||||
Fair value of net assets acquired | 2,394 | |||||||||||||
Total revenues | 6,100 | |||||||||||||
Operating income | $ 5,100 | |||||||||||||
Proceeds from sale of Grassland | 22,000 | |||||||||||||
Loss on disposition of freshwater supply company | $ 2,300 |
Acquisitions - Retail Propane B
Acquisitions - Retail Propane Businesses (Details) $ in Thousands | Jan. 09, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2017USD ($)facilitybusinessshares | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) |
Business Acquisition | ||||||||||||
Cash paid | $ 50,600 | |||||||||||
Goodwill | $ 1,451,716 | $ 423,700 | $ 1,315,362 | $ 1,451,716 | $ 1,315,362 | $ 1,558,233 | ||||||
Total revenues | 3,848,079 | $ 3,406,641 | $ 3,045,538 | $ 2,721,970 | $ 2,325,440 | $ 2,685,006 | $ 3,193,195 | $ 3,538,469 | 13,022,228 | 11,742,110 | 16,802,057 | |
Operating income | $ 255,083 | $ (104,603) | $ 107,420 | |||||||||
Retail Propane Business2017 Acquisitions | ||||||||||||
Business Acquisition | ||||||||||||
Number of businesses acquired | facility | 4 | |||||||||||
Cash paid | $ 80,600 | |||||||||||
Number of common units issued | shares | 218,617 | |||||||||||
Equity issued | $ 3,900 | |||||||||||
Total revenues | 33,900 | |||||||||||
Operating income | $ 4,800 | |||||||||||
Retail Propane Business 2017 Acquisitions Acquisition Accounting Completed | ||||||||||||
Business Acquisition | ||||||||||||
Business combination number for which acquisition accounting is completed | facility | 1 | |||||||||||
Current assets | 153 | $ 153 | ||||||||||
Property, plant and equipment | 933 | 933 | ||||||||||
Goodwill | 159 | 159 | ||||||||||
Intangible assets | 500 | 500 | ||||||||||
Current liabilities | (59) | (59) | ||||||||||
Other noncurrent liabilities | (62) | (62) | ||||||||||
Fair value of net assets acquired | 1,624 | $ 1,624 | ||||||||||
Retail Propane Business2017 Acquisitions Acquisition Accounting In Process | ||||||||||||
Business Acquisition | ||||||||||||
Business combination number for which acquisition accounting is not completed | facility | 3 | |||||||||||
Current assets | 2,825 | $ 2,825 | ||||||||||
Property, plant and equipment | 38,047 | 38,047 | ||||||||||
Goodwill | 2,896 | 2,896 | ||||||||||
Intangible assets | 46,830 | 46,830 | ||||||||||
Current liabilities | (5,621) | (5,621) | ||||||||||
Other noncurrent liabilities | (2,145) | (2,145) | ||||||||||
Fair value of net assets acquired | $ 82,832 | $ 82,832 | ||||||||||
Retail Propane Business2016 Acquisitions | ||||||||||||
Business Acquisition | ||||||||||||
Business combination number for which acquisition accounting is completed | business | 6 | |||||||||||
Adjustment, working capital and property, plant and equipment | $ 100 | |||||||||||
Adjustment, accrued expenses and other payables | $ 1,100 |
Acquisitions - Natural Gas Liqu
Acquisitions - Natural Gas Liquids Facilities (Details) - USD ($) $ in Thousands | Jan. 09, 2017 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 |
Business Acquisition | ||||
Cash paid | $ 50,600 | |||
Property, plant and equipment | $ 363,871 | $ 661,885 | $ 227,978 | |
Natural Gas Liquids Facilities 2017 Acquisitions | ||||
Business Acquisition | ||||
Property, plant and equipment | 50,607 | |||
Natural Gas Liquids Facilities 2017 Acquisitions | Finite-lived intangible assets | ||||
Business Acquisition | ||||
Property, plant and equipment | 22,245 | |||
Natural Gas Liquids Facilities 2017 Acquisitions | Property, plant and equipment | ||||
Business Acquisition | ||||
Property, plant and equipment | 27,725 | |||
Natural Gas Liquids Facilities 2017 Acquisitions | Land | ||||
Business Acquisition | ||||
Property, plant and equipment | $ 637 |
Acquisitions - Delaware Basin W
Acquisitions - Delaware Basin Water Facilities (Details) - Delaware Basin Water Solutions Facilities | Aug. 24, 2015facility |
Business Acquisition | |
Business combination number for which acquisition accounting is completed | 4 |
Ownership interest acquired | 50.00% |
Property, Plant and Equipment58
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 2,165,867 | $ 1,916,063 | |
Accumulated depreciation | (375,594) | (266,491) | |
Net property, plant and equipment | 1,790,273 | 1,649,572 | |
Depreciation expense | 119,707 | 136,938 | $ 105,687 |
Capitalized interest expense | 6,887 | 4,012 | 113 |
Loss on sales and write-downs of certain assets | 15,188 | 56,388 | 31,202 |
Crude oil logistics | |||
Property, Plant and Equipment | |||
Loss on sales and write-downs of certain assets | 8,124 | 54,952 | 3,759 |
Water solutions | |||
Property, Plant and Equipment | |||
Loss on sales and write-downs of certain assets | 7,169 | 1,485 | 5,707 |
Liquids | |||
Property, Plant and Equipment | |||
Loss on sales and write-downs of certain assets | 92 | (2,992) | 21,590 |
Retail propane | |||
Property, Plant and Equipment | |||
Loss on sales and write-downs of certain assets | (287) | (137) | 282 |
Refined products and renewables | |||
Property, Plant and Equipment | |||
Loss on sales and write-downs of certain assets | 91 | 3,080 | 0 |
Corporate and Other | |||
Property, Plant and Equipment | |||
Loss on sales and write-downs of certain assets | (1) | $ (136) | |
Natural gas liquids terminal and storage assets | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 207,825 | 169,758 | |
Natural gas liquids terminal and storage assets | Minimum | |||
Property, Plant and Equipment | |||
Useful life | 2 years | ||
Natural gas liquids terminal and storage assets | Maximum | |||
Property, Plant and Equipment | |||
Useful life | 30 years | ||
Pipeline and related facilities | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 248,582 | 0 | |
Pipeline and related facilities | Minimum | |||
Property, Plant and Equipment | |||
Useful life | 30 years | ||
Pipeline and related facilities | Maximum | |||
Property, Plant and Equipment | |||
Useful life | 40 years | ||
Refined products terminal assets and equipment | |||
Property, Plant and Equipment | |||
Useful life | 20 years | ||
Gross property, plant and equipment | $ 6,736 | 6,844 | |
Retail propane equipment | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 239,417 | 201,312 | |
Retail propane equipment | Minimum | |||
Property, Plant and Equipment | |||
Useful life | 2 years | ||
Retail propane equipment | Maximum | |||
Property, Plant and Equipment | |||
Useful life | 30 years | ||
Vehicles and railcars | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 198,480 | 185,547 | |
Vehicles and railcars | Minimum | |||
Property, Plant and Equipment | |||
Useful life | 3 years | ||
Vehicles and railcars | Maximum | |||
Property, Plant and Equipment | |||
Useful life | 25 years | ||
Water treatment facilities and equipment | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 557,100 | 508,239 | |
Water treatment facilities and equipment | Minimum | |||
Property, Plant and Equipment | |||
Useful life | 3 years | ||
Water treatment facilities and equipment | Maximum | |||
Property, Plant and Equipment | |||
Useful life | 30 years | ||
Crude oil tanks and related equipment | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 203,003 | 137,894 | |
Crude oil tanks and related equipment | Minimum | |||
Property, Plant and Equipment | |||
Useful life | 2 years | ||
Crude oil tanks and related equipment | Maximum | |||
Property, Plant and Equipment | |||
Useful life | 40 years | ||
Barges and towboats | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 91,037 | 86,731 | |
Barges and towboats | Minimum | |||
Property, Plant and Equipment | |||
Useful life | 5 years | ||
Barges and towboats | Maximum | |||
Property, Plant and Equipment | |||
Useful life | 40 years | ||
Information technology equipment | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 43,880 | 38,653 | |
Information technology equipment | Minimum | |||
Property, Plant and Equipment | |||
Useful life | 3 years | ||
Information technology equipment | Maximum | |||
Property, Plant and Equipment | |||
Useful life | 7 years | ||
Buildings and leasehold improvements | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 161,957 | 118,885 | |
Buildings and leasehold improvements | Minimum | |||
Property, Plant and Equipment | |||
Useful life | 3 years | ||
Buildings and leasehold improvements | Maximum | |||
Property, Plant and Equipment | |||
Useful life | 40 years | ||
Land | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 56,545 | 47,114 | |
Tank bottoms and line fill | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | 24,462 | 20,355 | |
Other | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 39,132 | 11,699 | |
Other | Minimum | |||
Property, Plant and Equipment | |||
Useful life | 3 years | ||
Other | Maximum | |||
Property, Plant and Equipment | |||
Useful life | 30 years | ||
Construction in progress | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 87,711 | $ 383,032 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Goodwill [Roll Forward] | ||
Goodwill at the beginning of the period | $ 1,315,362 | $ 1,558,233 |
Revisions to acquisition accounting (Note 4) | (1,166) | |
Acquisitions (Note 4) | 12,858 | 152,368 |
Adjustment to initial impairment estimate | 124,662 | |
Disposals (Note 2) | 15,042 | |
Initial impairment estimate | (380,197) | |
Goodwill at the end of the period | 1,451,716 | 1,315,362 |
Crude oil logistics | ||
Goodwill [Roll Forward] | ||
Goodwill at the beginning of the period | 579,846 | 579,846 |
Goodwill at the end of the period | 579,846 | 579,846 |
Water solutions | ||
Goodwill [Roll Forward] | ||
Goodwill at the beginning of the period | 290,915 | 523,790 |
Revisions to acquisition accounting (Note 4) | (1,110) | |
Acquisitions (Note 4) | 9,803 | 147,322 |
Adjustment to initial impairment estimate | 124,662 | |
Initial impairment estimate | (380,197) | |
Goodwill at the end of the period | 424,270 | 290,915 |
Liquids | ||
Goodwill [Roll Forward] | ||
Goodwill at the beginning of the period | 266,046 | 266,046 |
Goodwill at the end of the period | 266,046 | 266,046 |
Retail propane | ||
Goodwill [Roll Forward] | ||
Goodwill at the beginning of the period | 127,428 | 122,382 |
Revisions to acquisition accounting (Note 4) | (56) | |
Acquisitions (Note 4) | 3,055 | 5,046 |
Goodwill at the end of the period | 130,427 | 127,428 |
Refined products and renewables | ||
Goodwill [Roll Forward] | ||
Goodwill at the beginning of the period | 51,127 | 66,169 |
Disposals (Note 2) | 15,042 | |
Goodwill at the end of the period | $ 51,127 | $ 51,127 |
Goodwill Impairment (Details)
Goodwill Impairment (Details) $ in Thousands | Mar. 31, 2017USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($)$ / bbl | Dec. 31, 2015USD ($) | Mar. 31, 2015USD ($) |
Goodwill | |||||
Goodwill | $ | $ 1,451,716 | $ 423,700 | $ 1,315,362 | $ 1,558,233 | |
Water solutions | |||||
Goodwill | |||||
Goodwill | $ | $ 424,270 | $ 290,915 | $ 660,800 | $ 523,790 | |
Operating segment | Water solutions | |||||
Goodwill | |||||
Assumed quarterly increase in barrel price | 1 | ||||
Assumed barrel price, 2021 | 65 | ||||
Barrel price | 32 | ||||
Assumed barrel price, after 2021 | 65 | ||||
Fair value in excess of carrying amount | 9.00% | ||||
Fair value below carrying amount | 11.00% |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 03, 2016 | Jun. 30, 2016 | Mar. 31, 2017 | Mar. 31, 2016 |
Amortizable | ||||
Finite-lived intangible assets, gross | $ 1,558,411 | $ 1,085,958 | ||
Accumulated amortization | 414,605 | 316,878 | ||
Finite-lived intangible assets, net | 1,143,806 | 769,080 | ||
INTANGIBLE ASSETS, net of accumulated amortization | 1,163,956 | 1,148,890 | ||
Non-Amortizable | ||||
Indefinite-lived intangible assets | 20,150 | 379,810 | ||
Gross carrying amount of intangible assets | $ 1,578,561 | 1,465,768 | ||
Weighted average remaining amortization period | 12 years | |||
Water solutions | ||||
Amortizable | ||||
Amortizable life | 2 years | |||
Revolving Credit Facility | ||||
Non-Amortizable | ||||
Debt issuance costs | $ 9,700 | |||
Write off of debt issuance costs | 4,500 | |||
Customer commitments | ||||
Non-Amortizable | ||||
Indefinite-lived intangible assets | 0 | 310,000 | ||
Right-of-way and easements | ||||
Non-Amortizable | ||||
Indefinite-lived intangible assets | 0 | 47,190 | ||
Trade names | ||||
Non-Amortizable | ||||
Indefinite-lived intangible assets | 20,150 | 22,620 | ||
Trade names | Operating segment | Water solutions | ||||
Non-Amortizable | ||||
Write-off of intangible asset | $ 5,200 | |||
Customer relationships | ||||
Amortizable | ||||
Finite-lived intangible assets, gross | 906,782 | 852,118 | ||
Accumulated amortization | 316,242 | 233,838 | ||
Finite-lived intangible assets, net | $ 590,540 | 618,280 | ||
Customer relationships | Minimum | ||||
Amortizable | ||||
Amortizable life | 3 years | |||
Customer relationships | Maximum | ||||
Amortizable | ||||
Amortizable life | 20 years | |||
Customer commitments | ||||
Amortizable | ||||
Amortizable life | 10 years | |||
Finite-lived intangible assets, gross | $ 310,000 | 0 | ||
Accumulated amortization | 12,917 | 0 | ||
Finite-lived intangible assets, net | $ 297,083 | 0 | ||
Pipeline capacity rights | ||||
Amortizable | ||||
Amortizable life | 30 years | |||
Finite-lived intangible assets, gross | $ 161,785 | 119,636 | ||
Accumulated amortization | 11,652 | 6,559 | ||
Finite-lived intangible assets, net | 150,133 | 113,077 | ||
Right-of-way and easements | ||||
Amortizable | ||||
Finite-lived intangible assets, gross | 63,402 | 0 | ||
Accumulated amortization | 2,154 | 0 | ||
Finite-lived intangible assets, net | $ 61,248 | 0 | ||
Right-of-way and easements | Minimum | ||||
Amortizable | ||||
Amortizable life | 1 year | |||
Right-of-way and easements | Maximum | ||||
Amortizable | ||||
Amortizable life | 40 years | |||
Water facility development agreement | ||||
Amortizable | ||||
Amortizable life | 5 years | |||
Finite-lived intangible assets, gross | $ 0 | 14,000 | ||
Accumulated amortization | 0 | 7,700 | ||
Finite-lived intangible assets, net | 0 | 6,300 | ||
Water facility development agreement | Operating segment | Water solutions | ||||
Non-Amortizable | ||||
Write-off of intangible asset | $ 5,800 | |||
Executory contracts and other agreements | ||||
Amortizable | ||||
Finite-lived intangible assets, gross | 29,036 | 23,920 | ||
Accumulated amortization | 20,457 | 21,075 | ||
Finite-lived intangible assets, net | $ 8,579 | 2,845 | ||
Executory contracts and other agreements | Minimum | ||||
Amortizable | ||||
Amortizable life | 3 years | |||
Executory contracts and other agreements | Maximum | ||||
Amortizable | ||||
Amortizable life | 30 years | |||
Non-compete agreements | ||||
Amortizable | ||||
Finite-lived intangible assets, gross | $ 32,984 | 20,903 | ||
Accumulated amortization | 17,762 | 13,564 | ||
Finite-lived intangible assets, net | $ 15,222 | 7,339 | ||
Non-compete agreements | Minimum | ||||
Amortizable | ||||
Amortizable life | 2 years | |||
Non-compete agreements | Maximum | ||||
Amortizable | ||||
Amortizable life | 32 years | |||
Trade names | ||||
Amortizable | ||||
Finite-lived intangible assets, gross | $ 15,439 | 15,439 | ||
Accumulated amortization | 13,396 | 12,034 | ||
Finite-lived intangible assets, net | $ 2,043 | 3,405 | ||
Trade names | Minimum | ||||
Amortizable | ||||
Amortizable life | 1 year | |||
Trade names | Maximum | ||||
Amortizable | ||||
Amortizable life | 10 years | |||
Debt issuance costs | ||||
Amortizable | ||||
Amortizable life | 5 years | |||
Finite-lived intangible assets, gross | $ 38,983 | 39,942 | ||
Accumulated amortization | 20,025 | 22,108 | ||
Finite-lived intangible assets, net | $ 18,958 | $ 17,834 |
Intangible Assets - Amortizatio
Intangible Assets - Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Amortization related to intangible assets | |||
Amortization expense | $ 114,797 | $ 107,628 | $ 101,751 |
Future amortization expense of intangible assets | |||
2,018 | 135,472 | ||
2,019 | 128,482 | ||
2,020 | 124,822 | ||
2,021 | 111,714 | ||
2,022 | 96,814 | ||
Thereafter | 546,502 | ||
Finite-lived intangible assets, net | 1,143,806 | 769,080 | |
Depreciation and amortization | |||
Amortization related to intangible assets | |||
Amortization expense | 103,498 | 91,986 | 88,262 |
Cost of sales | |||
Amortization related to intangible assets | |||
Amortization expense | 6,828 | 6,700 | 7,767 |
Interest expense | |||
Amortization related to intangible assets | |||
Amortization expense | $ 4,471 | $ 8,942 | $ 5,722 |
Long-Term Debt (Details)
Long-Term Debt (Details) $ in Thousands | Feb. 22, 2017USD ($) | Oct. 24, 2016USD ($) | Jun. 19, 2012USD ($) | Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($) | Jul. 09, 2014USD ($) | Oct. 16, 2013USD ($) |
Long-Term Debt | |||||||||
Face amount | $ 3,026,531 | $ 2,936,244 | |||||||
Face amount, current portion | 29,590 | 7,907 | |||||||
Face amount, long-term | 2,996,941 | 2,928,337 | |||||||
Unamortized debt issuance costs | (33,458) | (15,500) | |||||||
Book value | 2,993,073 | 2,920,744 | |||||||
Book value, current | 29,590 | 7,907 | |||||||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 2,963,483 | 2,912,837 | |||||||
Amortization of debt issuance costs | 3,300 | 4,600 | $ 3,000 | ||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
2,018 | 6,452 | ||||||||
2,019 | 6,310 | ||||||||
2,020 | 5,337 | ||||||||
2,021 | 4,937 | ||||||||
2,022 | 4,355 | ||||||||
Thereafter | 6,067 | ||||||||
Total | $ 33,458 | ||||||||
Revolving Credit Facility | |||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Interest rate | 3.72% | ||||||||
Revolving Credit Facility | |||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Maximum borrowing capacity | $ 1,765,000 | $ 2,484,000 | |||||||
Increased borrowing capacity with the exercise of accordion feature | 300,000 | ||||||||
Deferred debt issuance costs | $ 9,700 | ||||||||
Actual leverage ratio | 4.65 | ||||||||
Actual interest coverage ratio | 3.20 | ||||||||
Actual senior secured leverage ratio | 0.54 | ||||||||
Write off of debt issuance costs | $ 4,500 | ||||||||
Revolving Credit Facility | Minimum | |||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Commitment fees charged on unused capacity | 0.375% | ||||||||
Interest coverage ratio | 2.75 | ||||||||
Revolving Credit Facility | Maximum | |||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Commitment fees charged on unused capacity | 0.50% | ||||||||
Leverage ratio | 4.75 | ||||||||
Revised senior secured leverage ratio | 3.25 | ||||||||
Senior secured leverage ratio | 3.50 | ||||||||
Revolving Credit Facility | Alternate base rate | Minimum | |||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Interest rate margin added to variable rate base | 0.50% | ||||||||
Revolving Credit Facility | Alternate base rate | Maximum | |||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Interest rate margin added to variable rate base | 1.75% | ||||||||
Revolving Credit Facility | LIBOR option | |||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Interest rate margin added to variable rate base | 2.50% | ||||||||
Reference rate | 0.97% | ||||||||
Revolving Credit Facility | LIBOR option | Minimum | |||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Interest rate margin added to variable rate base | 1.50% | ||||||||
Revolving Credit Facility | LIBOR option | Maximum | |||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Interest rate margin added to variable rate base | 2.75% | ||||||||
Revolving Credit Facility | Prime rate | |||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Interest rate margin added to variable rate base | 1.50% | ||||||||
Reference rate | 4.00% | ||||||||
Revolving Credit Facility | Expansion Capital Facility | |||||||||
Long-Term Debt | |||||||||
Face amount | $ 0 | 1,229,500 | |||||||
Unamortized debt issuance costs | 0 | 0 | |||||||
Book value | 0 | 1,229,500 | |||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Maximum borrowing capacity | 765,000 | ||||||||
Revolving Credit Facility | Working Capital Facility | |||||||||
Long-Term Debt | |||||||||
Face amount | 814,500 | 618,500 | |||||||
Unamortized debt issuance costs | 0 | 0 | |||||||
Book value | 814,500 | 618,500 | |||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Maximum borrowing capacity | $ 1,000,000 | ||||||||
Revolving Credit Facility | Letters of credit | |||||||||
Long-Term Debt | |||||||||
Fixed interest rate | 2.50% | ||||||||
Senior Secured Notes | |||||||||
Long-Term Debt | |||||||||
Face amount | $ 250,000 | 250,000 | |||||||
Fixed interest rate | 6.65% | ||||||||
Unamortized debt issuance costs | (4,559) | (3,166) | |||||||
Book value | 245,441 | 246,834 | |||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Debt issued | $ 250,000 | ||||||||
Repayments in semi-annual installments | $ 25,000 | ||||||||
Covenant penalty rate | 0.50% | ||||||||
Leverage ratio interest penalty rate | 4.25 | ||||||||
Leverage ratio additional interest penalty rate | 4.50 | ||||||||
Debt covenant terms, default trigger amount | $ 10,000 | ||||||||
Percentage of aggregate principal amount held by trustee or holders to declare notes due and payable (at least) | 50.10% | ||||||||
5.125% Senior Notes due 2019 | |||||||||
Long-Term Debt | |||||||||
Face amount | $ 379,458 | 388,467 | |||||||
Fixed interest rate | 5.125% | ||||||||
Unamortized debt issuance costs | (3,191) | (4,681) | |||||||
Book value | 376,267 | 383,786 | |||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Debt issued | $ 400,000 | ||||||||
Notes repurchased | 9,009 | 11,533 | |||||||
Cash paid (excluding payments of accrued interest) | 7,099 | 6,972 | |||||||
Gain on early extinguishment of debt | 1,759 | 4,483 | |||||||
Write off of debt issuance costs | 200 | 100 | |||||||
6.875% Senior Notes due 2021 | |||||||||
Long-Term Debt | |||||||||
Face amount | 367,048 | 388,289 | |||||||
Fixed interest rate | 6.875% | ||||||||
Unamortized debt issuance costs | (5,812) | (7,545) | |||||||
Book value | 361,236 | 380,744 | |||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Debt issued | $ 450,000 | ||||||||
Notes repurchased | 21,241 | 61,711 | |||||||
Cash paid (excluding payments of accrued interest) | 14,094 | 36,449 | |||||||
Gain on early extinguishment of debt | 6,748 | 24,049 | |||||||
Write off of debt issuance costs | 400 | 1,200 | |||||||
7.50% Senior Notes due 2023 | |||||||||
Long-Term Debt | |||||||||
Face amount | 700,000 | ||||||||
Fixed interest rate | 7.50% | ||||||||
Unamortized debt issuance costs | (11,329) | ||||||||
Book value | 688,671 | ||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Debt issued | $ 700,000 | ||||||||
Proceeds from unsecured notes payable | 687,900 | ||||||||
Senior notes purchaser's discount | 10,500 | ||||||||
Senior notes offering costs | $ 1,600 | ||||||||
Redeemable percentage of principal amount | 100.00% | ||||||||
6.125% Senior Notes due 2025 | |||||||||
Long-Term Debt | |||||||||
Face amount | $ 500,000 | ||||||||
Fixed interest rate | 6.125% | 6.125% | |||||||
Unamortized debt issuance costs | $ (8,567) | ||||||||
Book value | 491,433 | ||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Debt issued | $ 500,000 | ||||||||
Proceeds from unsecured notes payable | 491,300 | ||||||||
Senior notes purchaser's discount | 7,500 | ||||||||
Senior notes offering costs | $ 1,200 | ||||||||
Other long-term debt | |||||||||
Long-Term Debt | |||||||||
Face amount | 15,525 | 61,488 | |||||||
Unamortized debt issuance costs | 0 | (108) | |||||||
Book value | 15,525 | $ 61,380 | |||||||
Letters of credit | Working Capital Facility | |||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Outstanding letters of credit | 89,200 | ||||||||
Non-compete | |||||||||
Long-Term Debt | |||||||||
Face amount | $ 8,900 | ||||||||
Non-compete | Minimum | |||||||||
Long-Term Debt | |||||||||
Fixed interest rate | 1.17% | ||||||||
Non-compete | Maximum | |||||||||
Long-Term Debt | |||||||||
Fixed interest rate | 7.00% | ||||||||
Equipment loan | |||||||||
Long-Term Debt | |||||||||
Face amount | $ 6,600 | ||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Gain on early extinguishment of debt | 1,600 | ||||||||
Write off of debt issuance costs | 100 | ||||||||
Repayments of debt | 41,700 | ||||||||
Other long term debt repayment penalty | $ 1,500 | ||||||||
Equipment loan | Minimum | |||||||||
Long-Term Debt | |||||||||
Fixed interest rate | 4.13% | ||||||||
Equipment loan | Maximum | |||||||||
Long-Term Debt | |||||||||
Fixed interest rate | 7.10% | ||||||||
First 60 day period following the effectiveness deadline | Senior Notes 2023 and 2025 | |||||||||
Expected Future Amortization of Debt Issuance Costs [Abstract] | |||||||||
Distribution rate, percentage increase | 0.25% | 0.25% |
Long-Term Debt - Debt Maturity
Long-Term Debt - Debt Maturity Schedule (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Maturities | |
2,018 | $ 29,590 |
2,019 | 53,036 |
2,020 | 431,665 |
2,021 | 55,395 |
2,022 | 1,231,786 |
Thereafter | 1,225,059 |
Total | 3,026,531 |
Revolving Credit Facility | |
Maturities | |
2,022 | 814,500 |
Total | 814,500 |
Senior Secured Notes | |
Maturities | |
2,018 | 25,000 |
2,019 | 50,000 |
2,020 | 50,000 |
2,021 | 50,000 |
2,022 | 50,000 |
Thereafter | 25,000 |
Total | 250,000 |
Senior Notes | |
Maturities | |
2,020 | 379,458 |
2,022 | 367,048 |
Thereafter | 1,200,000 |
Total | 1,946,506 |
Other long-term debt | |
Maturities | |
2,018 | 4,590 |
2,019 | 3,036 |
2,020 | 2,207 |
2,021 | 5,395 |
2,022 | 238 |
Thereafter | 59 |
Total | $ 15,525 |
Income Taxes (Details)
Income Taxes (Details) | 12 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Minimum percentage of qualifying income of non-taxable subsidiaries | 90.00% |
Commitments and Contingencies -
Commitments and Contingencies - Contractual Disputes (Details) - Contractual disputes $ in Millions | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Loss Contingencies [Line Items] | |
Payments made to settle contractual dispute | $ 0.5 |
Litigation settlement amount, annual installment | $ 1.1 |
Loss contingency settlement agreement, duration of commitment | 11 years |
Commitments and Contingencies67
Commitments and Contingencies - Environmental Matters (Details) $ in Millions | Mar. 31, 2017USD ($) |
Environmental matter | |
Environmental matters liability | $ 2.5 |
Commitments and Contingencies68
Commitments and Contingencies - Asset Retirement Obligations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||
Balance at beginning of period | $ 5,574 | $ 3,899 |
Liabilities incurred | 1,703 | 1,486 |
Liabilities assumed in acquisitions | 406 | |
Liabilities settled | (19) | (191) |
Accretion expense | 517 | 380 |
Balance at end of period | $ 8,181 | $ 5,574 |
Commitments and Contingencies69
Commitments and Contingencies - Operating Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Future minimum lease payments | |||
2,018 | $ 138,434 | ||
2,019 | 114,524 | ||
2,020 | 103,186 | ||
2,021 | 89,051 | ||
2,022 | 62,213 | ||
Thereafter | 79,824 | ||
Total | 587,232 | ||
Rental expense | $ 124,300 | $ 125,500 | $ 125,500 |
Commitments and Contingencies70
Commitments and Contingencies - Pipeline Capacity Agreements (Details) - Pipeline capacity agreements $ in Thousands | Mar. 31, 2017USD ($) |
Future minimum throughput payments | |
2,018 | $ 54,486 |
2,019 | 53,688 |
2,020 | 43,856 |
2,021 | 1,438 |
2,022 | 599 |
Total | $ 154,067 |
Commitments and Contingencies71
Commitments and Contingencies - Construction Commitments (Details) $ in Millions | Mar. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Construction commitments | $ 30.5 |
Commitments and Contingencies72
Commitments and Contingencies - Purchase Commitments (Details) gal in Thousands, bbl in Thousands, $ in Thousands | Mar. 31, 2017USD ($)bblgal |
Crude oil | |
Purchase commitments for crude oil and natural gas | |
Fixed-price purchase commitments, due in next twelve months | $ 165,101 |
Fixed-price purchase commitments (in barrels/gallons), due in next twelve months | bbl | 3,234 |
Index-price commitments, due in next twelve months | $ 986,080 |
Index-price commitments (in barrels/gallons), due in next twelve months | bbl | 21,151 |
Index-price commitments, due in second year | $ 338,938 |
Index-price commitments (in barrels), due in second year | bbl | 7,572 |
Index-price commitments, due in third year | $ 298,309 |
Index-price commitments (in barrels), due in third year | bbl | 6,833 |
Index-price commitments, due in fourth year | $ 253,558 |
Index-price commitments (in barrels), due in fourth year | bbl | 5,747 |
Index-price commitments, due in fifth year | $ 149,937 |
Index-price commitments (in barrels), due in fifth year | bbl | 3,369 |
Total index-price commitments | $ 2,026,822 |
Total index-price commitments (in barrels/gallons) | bbl | 44,672 |
Natural gas liquids | |
Purchase commitments for crude oil and natural gas | |
Fixed-price purchase commitments, due in next twelve months | $ 10,824 |
Fixed-price purchase commitments (in barrels/gallons), due in next twelve months | gal | 23,394 |
Index-price commitments, due in next twelve months | $ 553,838 |
Index-price commitments (in barrels/gallons), due in next twelve months | gal | 875,463 |
Total index-price commitments | $ 553,838 |
Total index-price commitments (in barrels/gallons) | gal | 875,463 |
Commitments and Contingencies73
Commitments and Contingencies - Sales Commitments (Details) gal in Thousands, bbl in Thousands, $ in Thousands | Mar. 31, 2017USD ($)bblgal | Mar. 31, 2016USD ($) |
Sales commitments for crude oil and natural gas | ||
Net commodity derivative asset (liability) | $ 10,976 | $ 29,889 |
Crude oil | ||
Sales commitments for crude oil and natural gas | ||
Fixed-price sale commitments, due in next twelve months | $ 258,412 | |
Fixed-price sale commitments (in barrels/gallons), due in next twelve months | bbl | 4,943 | |
Total fixed-price sale commitments | $ 258,412 | |
Total fixed-price sale commitments (in barrels/gallons) | bbl | 4,943 | |
Index-price commitments, due in next twelve months | $ 815,737 | |
Index-price commitments (in barrels/gallons), due in next twelve months | bbl | 16,235 | |
Index-price commitments, due in second year | $ 94,424 | |
Index-price commitments (in barrels/gallons), due in second year | bbl | 1,825 | |
Index-price commitments, due in third year | $ 53,767 | |
Index-price commitments (in barrels/gallons), due in third year | bbl | 1,070 | |
Total index-price commitments | $ 963,928 | |
Total index-price commitments (in barrels/gallons) | bbl | 19,130 | |
Natural gas liquids | ||
Sales commitments for crude oil and natural gas | ||
Fixed-price sale commitments, due in next twelve months | $ 45,500 | |
Fixed-price sale commitments (in barrels/gallons), due in next twelve months | gal | 71,304 | |
Fixed-price sale commitments, due in second year | $ 1,415 | |
Fixed-price sale commitments (in gallons), due in second year | gal | 2,164 | |
Fixed-price sale commitments, due in third year | $ 36 | |
Fixed-price sale commitments (in gallons), due in third year | gal | 59 | |
Total fixed-price sale commitments | $ 46,951 | |
Total fixed-price sale commitments (in barrels/gallons) | gal | 73,527 | |
Index-price commitments, due in next twelve months | $ 379,745 | |
Index-price commitments (in barrels/gallons), due in next twelve months | gal | 488,132 | |
Index-price commitments, due in second year | $ 467 | |
Index-price commitments (in barrels/gallons), due in second year | gal | 771 | |
Total index-price commitments | $ 380,212 | |
Total index-price commitments (in barrels/gallons) | gal | 488,903 | |
Prepaid expenses and other current assets | ||
Sales commitments for crude oil and natural gas | ||
Net commodity derivative asset (liability) | $ 38,700 | |
Accrued expenses and other payables | ||
Sales commitments for crude oil and natural gas | ||
Net commodity derivative asset (liability) | $ 27,600 |
Equity - Partnership Equity (De
Equity - Partnership Equity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Equity | |||
General partner interest | 0.10% | 0.10% | |
Limited partners interest | 99.90% | 99.90% | |
General partners' capital account, units issued (in units) | 16,026 | ||
Common units issued, net of offering costs | $ 287,136 | $ 541,128 | |
Common units | |||
Equity | |||
General partner interest | 0.10% | ||
Limited partners interest | 99.90% | ||
General Partner | |||
Equity | |||
Common units issued, net of offering costs | $ 288 |
Equity - At-The-Market ("ATM")
Equity - At-The-Market ("ATM") Offering (Details) - USD ($) $ in Millions | Aug. 24, 2016 | Mar. 31, 2017 |
Equity [Abstract] | ||
Aggregate offering price | $ 200 | |
Limited partners, common units issued (in units) | 3,321,135 | |
Proceeds from at the market program | $ 64.4 | |
Limited partners' offering costs | 0.9 | |
Aggregate offering price remaining for sale | $ 134.7 |
Equity - Equity Issuances (Deta
Equity - Equity Issuances (Details) - USD ($) $ in Thousands | Feb. 22, 2017 | Mar. 11, 2015 | Jun. 23, 2014 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 |
Equity | ||||||
Net Proceeds | $ 287,136 | $ 0 | $ 541,128 | |||
Common units | ||||||
Equity | ||||||
Number of Common Units Issued | 10,120,000 | 6,250,000 | 8,767,100 | |||
Gross Proceeds | $ 234,300 | $ 172,300 | $ 383,200 | |||
Underwriting Discounts and Commissions | 11,600 | 1,400 | 12,300 | |||
Offering Costs | 200 | 200 | 500 | |||
Net Proceeds | $ 222,500 | $ 170,700 | $ 370,400 |
Equity - Common Unit Repurchase
Equity - Common Unit Repurchase Program (Details) - USD ($) | 12 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | Sep. 10, 2015 | |
Equity | ||||
Value of common units repurchased | $ 0 | $ 17,680,000 | $ 0 | |
Common units | ||||
Equity | ||||
Stock repurchase program authorized amount | $ 45,000,000 | |||
Common unit repurchases (in units) | 1,623,804 | |||
Value of common units repurchased | $ 17,700,000 |
Equity - Distributions (Details
Equity - Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 24, 2017 | Jan. 19, 2017 | Oct. 20, 2016 | Jul. 22, 2016 | Apr. 21, 2016 | Feb. 03, 2016 | Jan. 21, 2016 | Jan. 19, 2016 | Oct. 22, 2015 | Oct. 12, 2015 | Jul. 23, 2015 | Jul. 13, 2015 | May 05, 2015 | Apr. 24, 2015 | Apr. 13, 2015 | Feb. 06, 2015 | Jan. 26, 2015 | Jan. 08, 2015 | Oct. 24, 2014 | Oct. 13, 2014 | Jul. 24, 2014 | Apr. 24, 2014 |
Distributions | ||||||||||||||||||||||
Amount Per Unit (in dollars per share) | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.6400 | $ 0.6400 | $ 0.6325 | $ 0.6250 | $ 0.6175 | $ 0.6088 | $ 0.5888 | $ 0.5513 | ||||||||||
Amount Paid to Limited Partners | $ 42,923 | $ 41,907 | $ 41,146 | $ 40,626 | $ 67,310 | $ 67,313 | $ 66,248 | $ 59,651 | $ 54,684 | $ 53,902 | $ 52,036 | $ 43,737 | ||||||||||
Amount Paid to General Partner | $ 74 | $ 72 | $ 71 | $ 70 | $ 16,279 | $ 16,277 | $ 15,483 | $ 13,446 | $ 11,860 | $ 11,141 | $ 9,481 | $ 5,754 | ||||||||||
Number of equivalent units that were not eligible to receive a distribution (in shares) | 223,077 | 8,352,902 | 132,100 | |||||||||||||||||||
TLP | ||||||||||||||||||||||
Distributions | ||||||||||||||||||||||
Amount Per Unit (in dollars per share) | $ 0.6700 | $ 0.6650 | $ 0.6650 | $ 0.6650 | $ 0.6650 | $ 0.6650 | ||||||||||||||||
Amount of distribution declared | $ 4,104 | $ 4,007 | $ 4,007 | $ 4,007 | $ 4,010 | $ 4,010 | ||||||||||||||||
TLP | Other Partners | ||||||||||||||||||||||
Distributions | ||||||||||||||||||||||
Amount of distribution declared | $ 8,681 | $ 8,617 | $ 8,617 | $ 8,617 | $ 8,614 | $ 8,614 | ||||||||||||||||
Subsequent Event | ||||||||||||||||||||||
Distributions | ||||||||||||||||||||||
Amount Per Unit (in dollars per share) | $ 0.3900 | |||||||||||||||||||||
Amount Paid to Limited Partners | $ 46,870 | |||||||||||||||||||||
Amount Paid to General Partner | $ 80 |
Equity - Class A Convertible Pr
Equity - Class A Convertible Preferred Units (Details) | Jun. 24, 2016USD ($)$ / sharesshares | May 11, 2016USD ($)shares | Apr. 21, 2016USD ($)$ / shares | Mar. 31, 2017USD ($)shares | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) | Apr. 24, 2017USD ($) | Jan. 19, 2017USD ($) | Oct. 20, 2016USD ($) | Jul. 22, 2016USD ($) | Jun. 23, 2016USD ($) |
Preferred Units [Line Items] | |||||||||||
Proceeds from issuance of preferred units | $ 140,000,000 | $ 100,000,000 | |||||||||
Preferred units, issued (in units) | shares | 11,632,932 | 8,309,237 | |||||||||
Outstanding (in units) | shares | 2,552,149 | 1,822,963 | 4,375,112 | ||||||||
Exercise price (in dollars per unit) | $ / shares | $ 0.01 | ||||||||||
Proceeds from sale of convertible preferred units and warrants, net of offering costs | $ 234,975,000 | $ 0 | $ 0 | ||||||||
Oaktree Capital Management L.P. | |||||||||||
Preferred Units [Line Items] | |||||||||||
Authorized amount | $ 200,000,000 | $ 240,000,000 | |||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | |||||||||||
Preferred Units [Line Items] | |||||||||||
Convertible preferred units dividend rate | 10.75% | ||||||||||
Days after quarter end distribution paid | 45 days | ||||||||||
Preferred units, distributions declared | $ 6,449,000 | $ 6,449,000 | $ 1,795,000 | ||||||||
Initial conversion price (in dollars per unit) | $ / shares | $ 12.035 | ||||||||||
Reset conversion price, trading days used for adjustment | 15 days | ||||||||||
Reset conversion price (in dollars per unit) | $ / shares | $ 5 | ||||||||||
Number of days within closing date of registration statement required to file within | 180 days | ||||||||||
Number of days after closing date registration statement declared effective | 360 days | ||||||||||
Class of warrant or right, term | 8 years | ||||||||||
Proceeds from sale of convertible preferred units and warrants, net of offering costs | $ 235,000,000 | ||||||||||
Payments of stock issuance costs | 5,000,000 | ||||||||||
Proceeds from sale of convertible preferred units and warrants, net of offering costs | 186,400,000 | ||||||||||
Allocation of value to beneficial conversion feature of Class A convertible preferred units | $ 131,500,000 | ||||||||||
Conversion period | 3 years | ||||||||||
Accretion of beneficial conversion feature | $ 9,000,000 | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | Subsequent Event | |||||||||||
Preferred Units [Line Items] | |||||||||||
Preferred units, distributions declared days after quarter end | $ 6,449,000 | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | Warrant | |||||||||||
Preferred Units [Line Items] | |||||||||||
Proceeds from sale of convertible preferred units and warrants, net of offering costs | $ 48,600,000 | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | On or after first, but prior to the second anniversary of the closing date | |||||||||||
Preferred Units [Line Items] | |||||||||||
Preferred stock redemption premium percentage | 1.40 | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | On or after the second, but prior to the third anniversary of the closing date | |||||||||||
Preferred Units [Line Items] | |||||||||||
Preferred stock redemption premium percentage | 1.15 | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | On or after the third, but prior to the eighth anniversary of the closing date | |||||||||||
Preferred Units [Line Items] | |||||||||||
Preferred stock redemption premium percentage | 1.10 | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | On or after the eighth anniversary of the closing date | |||||||||||
Preferred Units [Line Items] | |||||||||||
Preferred stock redemption premium percentage | 1.01 | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | Prior to the first anniversary of the closing date | |||||||||||
Preferred Units [Line Items] | |||||||||||
Preferred stock redemption premium percentage | 1.40 | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | On or after the first but prior to the second anniversary of the closing date | |||||||||||
Preferred Units [Line Items] | |||||||||||
Preferred stock redemption premium percentage | 1.30 | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | On or after the second anniversary of the closing date | |||||||||||
Preferred Units [Line Items] | |||||||||||
Preferred stock redemption premium percentage | 1.20 | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | Thereafter | |||||||||||
Preferred Units [Line Items] | |||||||||||
Preferred stock redemption premium percentage | 1.01 | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | Maximum | |||||||||||
Preferred Units [Line Items] | |||||||||||
Convertible preferred units dividend rate | 11.25% | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | First six-month period | |||||||||||
Preferred Units [Line Items] | |||||||||||
Percentage increase in dividend rate | 0.25% | ||||||||||
Payment default period | 6 months | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | Second six-month period | |||||||||||
Preferred Units [Line Items] | |||||||||||
Percentage increase in dividend rate | 0.25% | ||||||||||
Payment default period | 6 months |
Equity - Equity-Based Incentive
Equity - Equity-Based Incentive Compensation - Award Activity (Details) - USD ($) | 12 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | Jun. 30, 2016 | |
Award activity | ||||
Units granted (in units) | 1,008,091 | |||
Restricted units | ||||
Equity-Based Incentive Compensation | ||||
Distributions on restricted units during the vesting period | $ 0 | |||
Service awards | ||||
Award activity | ||||
Unvested restricted units at the beginning of the period (in units) | 2,297,132 | 2,260,400 | 1,311,100 | |
Units granted (in units) | 3,124,600 | 1,484,412 | 2,093,139 | |
Units vested and issued (in units) | (2,350,082) | (844,626) | (586,010) | |
Units withheld for employee taxes (in units) | (464,054) | (354,829) | ||
Units forfeited (in units) | (363,150) | (139,000) | (203,000) | |
Unvested restricted units at the end of the period (in units) | 2,708,500 | 2,297,132 | 2,260,400 | |
Service awards | Taxes withheld upon the vesting of restricted units | ||||
Equity-Based Incentive Compensation | ||||
Share-based arrangements liability reclassified to equity | $ (25,600,000) | |||
Performance awards | ||||
Award activity | ||||
Unvested restricted units at the beginning of the period (in units) | 637,382 | 0 | ||
Units granted (in units) | 932,309 | 1,041,073 | ||
Units vested and issued (in units) | (349,691) | |||
Units forfeited (in units) | (380,691) | (54,000) | ||
Unvested restricted units at the end of the period (in units) | 1,189,000 | 637,382 | 0 | |
Performance awards | Taxes withheld upon the vesting of restricted units | ||||
Equity-Based Incentive Compensation | ||||
Share-based arrangements liability reclassified to equity | $ (1,800,000) |
Equity - Equity-Based Incenti81
Equity - Equity-Based Incentive Compensation - Service Awards Vesting Schedule (Details) - Service awards - shares | 12 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2014 | |
Equity-Based Incentive Compensation | ||||
Number of units scheduled to vest (in units) | 2,350,082 | 844,626 | 586,010 | |
Unvested restricted units at the beginning of the period (in units) | 2,708,500 | 2,297,132 | 2,260,400 | 1,311,100 |
2,018 | ||||
Equity-Based Incentive Compensation | ||||
Number of units scheduled to vest (in units) | 878,500 | |||
2,019 | ||||
Equity-Based Incentive Compensation | ||||
Number of units scheduled to vest (in units) | 915,950 | |||
2,020 | ||||
Equity-Based Incentive Compensation | ||||
Number of units scheduled to vest (in units) | 911,550 | |||
2,021 | ||||
Equity-Based Incentive Compensation | ||||
Number of units scheduled to vest (in units) | 2,500 |
Equity - Equity-Based Incenti82
Equity - Equity-Based Incentive Compensation - Service Awards Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Equity-Based Incentive Compensation | |||
Units granted (in units) | 1,008,091 | ||
Service awards | |||
Equity-Based Incentive Compensation | |||
Expense recorded | $ 56,200 | $ 35,200 | $ 32,800 |
Units granted (in units) | 3,124,600 | 1,484,412 | 2,093,139 |
Accrued expenses related to bonuses granted in common units | $ 2,200 | $ 16,800 | |
Compensation cost | 19,000 | ||
Estimated equity-based compensation expense | |||
2,018 | 12,664 | ||
2,019 | 9,200 | ||
2,020 | 2,423 | ||
2,021 | 9 | ||
Total | 24,296 | ||
Performance awards | |||
Equity-Based Incentive Compensation | |||
Expense recorded | $ 7,200 | $ 16,400 | |
Units granted (in units) | 932,309 | 1,041,073 | |
Estimated equity-based compensation expense | |||
2,018 | $ 6,197 | ||
2,019 | 3,232 | ||
2,020 | 655 | ||
Total | $ 10,084 |
Equity - Equity-Based Incenti83
Equity - Equity-Based Incentive Compensation - Performance Awards (Details) - USD ($) shares in Millions | 12 Months Ended | |
Mar. 31, 2017 | Jun. 30, 2016 | |
Equity-Based Incentive Compensation | ||
Percentage of outstanding stock maximum | 10.00% | |
Incremental percentage of outstanding stock, maximum | 10.00% | |
Performance awards | ||
Equity-Based Incentive Compensation | ||
Total | $ 10,084,000 | |
Estimated equity-based compensation expense | ||
2,018 | 6,197,000 | |
2,019 | 3,232,000 | |
2,020 | $ 655,000 | |
Performance awards | Less than 50% | ||
Equity-Based Incentive Compensation | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 0.00% | |
Performance awards | 50%-75% | Minimum | ||
Equity-Based Incentive Compensation | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | |
Performance awards | 50%-75% | Maximum | ||
Equity-Based Incentive Compensation | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 100.00% | |
Performance awards | 75%-90% | Minimum | ||
Equity-Based Incentive Compensation | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 100.00% | |
Performance awards | 75%-90% | Maximum | ||
Equity-Based Incentive Compensation | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 200.00% | |
Performance awards | Above 90% | ||
Equity-Based Incentive Compensation | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 200.00% | |
Restricted units | ||
Equity-Based Incentive Compensation | ||
Number of shares available for grant | 2.4 | |
Vesting on July 1, 2016 | Performance awards | ||
Equity-Based Incentive Compensation | ||
Units vested that are considered to be forfeited | $ 0 |
Fair Value of Financial Instr84
Fair Value of Financial Instruments - Fair Value of Commodity Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 |
Derivative assets (liabilities) | ||
Net commodity derivative asset | $ 10,976 | $ 29,889 |
Prepaid expenses and other current assets | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | 38,700 | |
Accrued expenses and other payables | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | 27,600 | |
Commodity contracts | ||
Assets: | ||
Derivative assets | 41,319 | 80,061 |
Netting of counterparty contracts, assets | (1,508) | (3,384) |
Net cash collateral provided (held) | (1,035) | (18,176) |
Commodity derivatives | 38,776 | 58,501 |
Liabilities: | ||
Derivative liabilities | (48,912) | (32,595) |
Netting of counterparty contracts, liabilities | 1,508 | 3,384 |
Net cash collateral provided (held) | 19,604 | 599 |
Commodity derivatives | (27,800) | (28,612) |
Derivative assets (liabilities) | ||
Net commodity derivative asset | 10,976 | 29,889 |
Commodity contracts | Prepaid expenses and other current assets | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | 38,711 | 58,501 |
Commodity contracts | Other noncurrent assets | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | 65 | 0 |
Commodity contracts | Accrued expenses and other payables | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | (27,622) | (28,612) |
Commodity contracts | Other noncurrent liabilities | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | (178) | 0 |
Level 1 | Commodity contracts | ||
Assets: | ||
Derivative assets | 2,590 | 47,361 |
Liabilities: | ||
Derivative liabilities | (21,113) | (3,983) |
Level 2 | Commodity contracts | ||
Assets: | ||
Derivative assets | 38,729 | 32,700 |
Liabilities: | ||
Derivative liabilities | $ (27,799) | $ (28,612) |
Fair Value of Financial Instr85
Fair Value of Financial Instruments - Derivative Contract Positions (Details) bbl in Thousands, $ in Thousands | Mar. 31, 2017USD ($)bbl | Mar. 31, 2016USD ($)bbl |
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ (7,593) | $ 47,466 |
Net cash collateral provided (held) | 18,569 | (17,577) |
Net commodity derivative (liability) asset | 10,976 | 29,889 |
Cross-commodity | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ 1,663 | |
Cross-commodity | Long | ||
Derivative contract information | ||
Total Notional Units (Barrels) | bbl | 251 | |
Crude oil fixed-price | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ (55) | $ (3,655) |
Crude oil fixed-price | Short | ||
Derivative contract information | ||
Total Notional Units (Barrels) | bbl | 800 | 1,583 |
Propane fixed-price | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ 1,082 | $ (592) |
Propane fixed-price | Long | ||
Derivative contract information | ||
Total Notional Units (Barrels) | bbl | 220 | 540 |
Refined products fixed-price | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ (7,729) | $ 48,557 |
Refined products fixed-price | Short | ||
Derivative contract information | ||
Total Notional Units (Barrels) | bbl | 4,682 | 5,355 |
Refined products index | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ (103) | |
Refined products index | Short | ||
Derivative contract information | ||
Total Notional Units (Barrels) | bbl | 18 | |
Other | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ (788) | $ 1,493 |
Fair Value of Financial Instr86
Fair Value of Financial Instruments - Gains (Losses) From Commodity Derivatives (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Fair Value Disclosures [Abstract] | |||
Net adjustments to fair value of commodity derivatives | $ (56,356) | $ 103,223 | $ 219,421 |
Fair Value of Financial Instr87
Fair Value of Financial Instruments - Interest Rate Risk (Details) - Revolving Credit Facility $ in Millions | Mar. 31, 2017USD ($) |
Interest Rate Risk | |
Outstanding debt | $ 814.5 |
Interest rate | 3.72% |
Fair Value of Financial Instr88
Fair Value of Financial Instruments - Fair Value of Fixed-Rate Notes (Details) $ in Thousands | Mar. 31, 2017USD ($) |
6.650% Senior Notes due 2022 | |
Fair Value of Fixed - Rate Notes | |
Fair value of fixed - rate notes | $ 265,475 |
5.125% Senior Notes due 2019 | |
Fair Value of Fixed - Rate Notes | |
Fair value of fixed - rate notes | 381,592 |
6.875% Senior Notes due 2021 | |
Fair Value of Fixed - Rate Notes | |
Fair value of fixed - rate notes | 374,618 |
7.50% Senior Notes due 2023 | |
Fair Value of Fixed - Rate Notes | |
Fair value of fixed - rate notes | 723,188 |
6.125% Senior Notes due 2025 | |
Fair Value of Fixed - Rate Notes | |
Fair value of fixed - rate notes | $ 488,333 |
Segments (Details)
Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Segment information | |||||||||||
Total revenues | $ 3,848,079 | $ 3,406,641 | $ 3,045,538 | $ 2,721,970 | $ 2,325,440 | $ 2,685,006 | $ 3,193,195 | $ 3,538,469 | $ 13,022,228 | $ 11,742,110 | $ 16,802,057 |
Other | 844 | 462 | 1,916 | ||||||||
Depreciation and amortization | 223,205 | 228,924 | 193,949 | ||||||||
Operating Income (Loss) | 255,083 | (104,603) | 107,420 | ||||||||
Additions to property, plant and equipment and intangible assets | 494,401 | 830,138 | 1,281,507 | ||||||||
Long-lived assets, net | 4,405,945 | 4,113,824 | 4,405,945 | 4,113,824 | |||||||
Total assets | 6,320,379 | 5,560,155 | 6,320,379 | 5,560,155 | |||||||
Operating segment | Crude oil logistics | |||||||||||
Segment information | |||||||||||
Total revenues | 1,666,884 | 3,217,079 | 6,635,384 | ||||||||
Depreciation and amortization | 54,144 | 39,363 | 38,626 | ||||||||
Operating Income (Loss) | (17,475) | (40,745) | (35,832) | ||||||||
Additions to property, plant and equipment and intangible assets | 168,053 | 447,952 | 58,747 | ||||||||
Long-lived assets, net | 1,724,805 | 1,679,027 | 1,724,805 | 1,679,027 | |||||||
Total assets | 2,538,768 | 2,197,113 | 2,538,768 | 2,197,113 | |||||||
Operating segment | Crude oil logistics | Crude oil sales | |||||||||||
Segment information | |||||||||||
Total revenues | 1,603,667 | 3,170,891 | 6,621,871 | ||||||||
Operating segment | Crude oil logistics | Crude oil transportation and other | |||||||||||
Segment information | |||||||||||
Total revenues | 70,027 | 55,882 | 43,349 | ||||||||
Operating segment | Water solutions | |||||||||||
Segment information | |||||||||||
Total revenues | 159,601 | 185,001 | 200,042 | ||||||||
Depreciation and amortization | 101,758 | 91,685 | 73,618 | ||||||||
Operating Income (Loss) | 44,587 | (313,673) | 65,340 | ||||||||
Additions to property, plant and equipment and intangible assets | 109,008 | 243,308 | 218,007 | ||||||||
Long-lived assets, net | 1,261,944 | 1,162,405 | 1,261,944 | 1,162,405 | |||||||
Total assets | 1,301,415 | 1,236,875 | 1,301,415 | 1,236,875 | |||||||
Operating segment | Water solutions | Service fees | |||||||||||
Segment information | |||||||||||
Total revenues | 110,049 | 136,710 | 105,682 | ||||||||
Operating segment | Water solutions | Recovered hydrocarbons | |||||||||||
Segment information | |||||||||||
Total revenues | 31,103 | 41,090 | 81,762 | ||||||||
Operating segment | Water solutions | Water transportation | |||||||||||
Segment information | |||||||||||
Total revenues | 0 | 0 | 10,760 | ||||||||
Operating segment | Water solutions | Other revenues | |||||||||||
Segment information | |||||||||||
Total revenues | 18,449 | 7,201 | 1,838 | ||||||||
Operating segment | Liquids | |||||||||||
Segment information | |||||||||||
Total revenues | 1,439,088 | 1,194,479 | 2,243,825 | ||||||||
Depreciation and amortization | 19,163 | 15,642 | 13,513 | ||||||||
Operating Income (Loss) | 43,252 | 76,173 | 45,072 | ||||||||
Additions to property, plant and equipment and intangible assets | 66,864 | 50,533 | 211,180 | ||||||||
Long-lived assets, net | 619,204 | 572,081 | 619,204 | 572,081 | |||||||
Total assets | 767,597 | 693,872 | 767,597 | 693,872 | |||||||
Operating segment | Liquids | Other revenues | |||||||||||
Segment information | |||||||||||
Total revenues | 32,648 | 35,943 | 28,745 | ||||||||
Operating segment | Liquids | Propane sales | |||||||||||
Segment information | |||||||||||
Total revenues | 807,172 | 618,919 | 1,265,262 | ||||||||
Operating segment | Liquids | Butane sales | |||||||||||
Segment information | |||||||||||
Total revenues | 391,265 | 317,994 | 531,548 | ||||||||
Operating segment | Liquids | Other product sales | |||||||||||
Segment information | |||||||||||
Total revenues | 308,031 | 302,181 | 580,286 | ||||||||
Operating segment | Retail propane | |||||||||||
Segment information | |||||||||||
Total revenues | 413,109 | 352,977 | 489,197 | ||||||||
Depreciation and amortization | 42,966 | 35,992 | 31,827 | ||||||||
Operating Income (Loss) | 49,255 | 44,096 | 64,075 | ||||||||
Additions to property, plant and equipment and intangible assets | 105,476 | 48,026 | 54,615 | ||||||||
Long-lived assets, net | 547,960 | 483,330 | 547,960 | 483,330 | |||||||
Total assets | 622,859 | 538,267 | 622,859 | 538,267 | |||||||
Operating segment | Retail propane | Other revenues | |||||||||||
Segment information | |||||||||||
Total revenues | 40,038 | 39,436 | 35,585 | ||||||||
Operating segment | Retail propane | Propane sales | |||||||||||
Segment information | |||||||||||
Total revenues | 308,919 | 248,673 | 347,575 | ||||||||
Operating segment | Retail propane | Distillate sales | |||||||||||
Segment information | |||||||||||
Total revenues | 64,249 | 64,868 | 106,037 | ||||||||
Operating segment | Refined products and renewables | |||||||||||
Segment information | |||||||||||
Total revenues | 9,342,702 | 6,792,112 | 7,231,693 | ||||||||
Depreciation and amortization | 1,562 | 40,861 | 32,948 | ||||||||
Operating Income (Loss) | 222,546 | 226,951 | 54,567 | ||||||||
Additions to property, plant and equipment and intangible assets | 42,175 | 25,147 | 737,672 | ||||||||
Long-lived assets, net | 215,637 | 180,783 | 215,637 | 180,783 | |||||||
Total assets | 988,073 | 765,806 | 988,073 | 765,806 | |||||||
Operating segment | Refined products and renewables | Service fees | |||||||||||
Segment information | |||||||||||
Total revenues | 10,963 | 108,221 | 76,847 | ||||||||
Operating segment | Refined products and renewables | Refined products sales | |||||||||||
Segment information | |||||||||||
Total revenues | 8,884,976 | 6,294,008 | 6,682,040 | ||||||||
Operating segment | Refined products and renewables | Renewables sales | |||||||||||
Segment information | |||||||||||
Total revenues | 447,232 | 390,753 | 473,885 | ||||||||
Corporate, non-segment | |||||||||||
Segment information | |||||||||||
Depreciation and amortization | 3,612 | 5,381 | 3,417 | ||||||||
Operating Income (Loss) | (87,082) | (97,405) | (85,802) | ||||||||
Additions to property, plant and equipment and intangible assets | 2,825 | 15,172 | 1,286 | ||||||||
Long-lived assets, net | 36,395 | 36,198 | 36,395 | 36,198 | |||||||
Total assets | $ 101,667 | $ 128,222 | 101,667 | 128,222 | |||||||
Elimination of intersegment sales | Crude oil logistics | |||||||||||
Segment information | |||||||||||
Total revenues | (6,810) | (9,694) | (29,836) | ||||||||
Elimination of intersegment sales | Liquids | |||||||||||
Segment information | |||||||||||
Total revenues | (100,028) | (80,558) | (162,016) | ||||||||
Elimination of intersegment sales | Retail propane | |||||||||||
Segment information | |||||||||||
Total revenues | (97) | 0 | 0 | ||||||||
Elimination of intersegment sales | Refined products and renewables | |||||||||||
Segment information | |||||||||||
Total revenues | $ (469) | $ (870) | $ (1,079) |
Transactions with Affiliates (D
Transactions with Affiliates (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | Jun. 03, 2016 | |
Transactions with Affiliates | |||||
Accounts receivable-affiliates | $ 6,711 | $ 15,625 | |||
Accounts payable-affiliates | 7,918 | 7,193 | |||
Payments on loan to affiliate | 655 | 1,513 | $ 0 | ||
Grassland Water Solutions, LLC | |||||
Transactions with Affiliates | |||||
Ownership interest acquired | 65.00% | ||||
SemGroup | |||||
Transactions with Affiliates | |||||
Sales to related party | 3,866 | 43,825 | 88,276 | ||
Purchases from related party | 12,254 | 53,209 | 130,134 | ||
Accounts receivable-affiliates | 6,668 | 1,166 | |||
Accounts payable-affiliates | 6,571 | 1,823 | |||
Entities affiliated with management | |||||
Transactions with Affiliates | |||||
Increase in property, plant and equipment | 13,400 | ||||
Sales to related party | 290 | 318 | 2,151 | ||
Purchases from related party | 15,209 | 45,197 | 29,419 | ||
Accounts receivable-affiliates | 28 | 13 | |||
Accounts payable-affiliates | 41 | 1,423 | |||
Equity method investee | |||||
Transactions with Affiliates | |||||
Sales to related party | 692 | 14,836 | 14,493 | ||
Purchases from related party | 121,336 | 113,780 | $ 149,828 | ||
Accounts receivable-affiliates | 15 | 14,446 | |||
Accounts payable-affiliates | 1,306 | 3,947 | |||
Loan receivable from investee | $ 22,300 | ||||
Payments on loan to affiliate | $ 700 | ||||
Impairment of loan receivable from investee | $ 1,700 | ||||
Equity method investee | Loan agreement | |||||
Transactions with Affiliates | |||||
Loan receivable from investee | $ 3,200 | ||||
Loan agreement successive extension period | 1 year |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Defined Contribution Pension and Other Postretirement Plans Disclosure [Abstract] | |||
Description of Employee Benefit Plan | For every dollar that employees contribute up to 1% of their eligible compensation (as defined in the plan), we contribute one dollar, plus 50 cents for every dollar employees contribute between 1% and 6% of their eligible compensation (as defined in the plan).Our matching contributions prior to January 1, 2015 vest over five years and, effective January 1, 2015, our matching contributions vest over two years. | ||
Defined contribution plan expense | $ 3.4 | $ 4.2 | $ 3.3 |
Other Matters (Details)
Other Matters (Details) $ in Thousands | Jun. 03, 2016USD ($) | Mar. 31, 2015USD ($)producer | Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) |
Oil and Gas Delivery Commitments and Contracts | |||||
Storage sublease agreement term | 5 years | ||||
Storage sublease agreement number of payments | 5 | ||||
Storage sublease agreement period of benefit | 4 years | ||||
Gain on termination of contract | $ 16,205 | $ 0 | $ 0 | ||
Payment to terminate contract | 16,875 | 0 | 0 | ||
Payments for early extinguishment of liabilities | 25,884 | 0 | 0 | ||
Loss on disposition or impairment of assets, net | 209,177 | $ (320,766) | $ (41,184) | ||
Crude Oil Rail Transloading Facility Contract | |||||
Oil and Gas Delivery Commitments and Contracts | |||||
Period of receipt of commitment release fee | 5 years | ||||
Number of producers to pay a fee for each barrel of crude oil produced | producer | 1 | ||||
Producers commitment term | 7 years | ||||
Crude Oil Rail Transloading Facility Contract | Other Income | |||||
Oil and Gas Delivery Commitments and Contracts | |||||
Gain on termination of contract | $ 31,600 | ||||
Water solutions | |||||
Oil and Gas Delivery Commitments and Contracts | |||||
Gain on termination of contract | 21,300 | ||||
Payment to terminate contract | $ 49,600 | ||||
Amortizable life | 2 years | ||||
Increase in property, plant and equipment | $ 1,200 | ||||
Intangible asset additions | 3,300 | ||||
Noncontrolling interest, increase from business combination | 2,800 | ||||
Payments for early extinguishment of liabilities | 25,500 | 46,800 | |||
Release of liabilities, contract termination | $ 16,900 | ||||
Loss on disposition or impairment of assets, net | $ 22,700 |
Quarterly Financial Data (Una93
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Effect of Fourth Quarter Events [Line Items] | |||||||||||
Total revenues | $ 3,848,079 | $ 3,406,641 | $ 3,045,538 | $ 2,721,970 | $ 2,325,440 | $ 2,685,006 | $ 3,193,195 | $ 3,538,469 | $ 13,022,228 | $ 11,742,110 | $ 16,802,057 |
Total cost of sales | 3,598,717 | 3,228,022 | 2,928,730 | 2,566,440 | 2,077,160 | 2,433,500 | 3,005,826 | 3,322,551 | 12,321,909 | 10,839,037 | 15,958,207 |
Net income (loss) | 26,486 | 1,293 | (66,658) | 182,753 | (206,985) | 50,995 | (6,100) | (25,007) | 143,874 | (187,097) | 50,193 |
Net income (loss) attributable to NGL Energy Partners LP | $ 25,745 | $ 976 | $ (66,599) | $ 176,920 | $ (204,132) | $ 44,157 | $ (9,597) | $ (29,357) | $ 137,042 | $ (198,929) | $ 37,306 |
Basic income (loss) per common unit (in dollars per unit) | $ 0.14 | $ (0.07) | $ (0.71) | $ 1.66 | $ (1.94) | $ 0.27 | $ (0.25) | $ (0.43) | $ 0.99 | $ (2.35) | $ (0.05) |
Diluted income (loss) per common unit (in dollars per unit) | $ 0.14 | $ (0.07) | $ (0.71) | $ 1.38 | $ (1.94) | $ 0.22 | $ (0.25) | $ (0.43) | $ 0.95 | $ (2.35) | $ (0.05) |
Basic weighted average common units outstanding (in units) | 114,131,764 | 107,966,901 | 106,186,389 | 104,169,573 | 104,930,260 | 105,338,200 | 105,189,463 | 103,888,281 | 108,091,486 | 104,838,886 | 86,359,300 |
Diluted weighted average common units outstanding (in units) | 120,198,802 | 107,966,901 | 106,186,389 | 128,453,733 | 104,930,260 | 106,194,547 | 105,189,463 | 103,888,281 | 111,850,621 | 104,838,886 | 86,359,300 |
Operating segment | |||||||||||
Effect of Fourth Quarter Events [Line Items] | |||||||||||
Asset impairment charges | $ 64,700 |
Consolidating Guarantor and N94
Consolidating Guarantor and Non-Guarantor Financial Information - Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 | Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2014 |
CURRENT ASSETS: | |||||
Cash and cash equivalents | $ 12,264 | $ 28,176 | $ 41,303 | $ 10,440 | |
Accounts receivable - trade, net of allowance for doubtful accounts | 800,607 | 521,014 | |||
Accounts receivable-affiliates | 6,711 | 15,625 | |||
Inventories | 561,432 | 367,806 | |||
Prepaid expenses and other current assets | 103,193 | 95,859 | |||
Total current assets | 1,484,207 | 1,028,480 | |||
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation | 1,790,273 | 1,649,572 | |||
GOODWILL | 1,451,716 | $ 423,700 | 1,315,362 | 1,558,233 | |
INTANGIBLE ASSETS, net of accumulated amortization | 1,163,956 | 1,148,890 | |||
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 187,423 | 219,550 | |||
LOAN RECEIVABLE-AFFILIATE | 3,200 | 22,262 | |||
OTHER NONCURRENT ASSETS | 239,604 | 176,039 | |||
Total assets | 6,320,379 | 5,560,155 | |||
CURRENT LIABILITIES: | |||||
Accounts payable-trade | 658,021 | 420,306 | |||
Accounts payable-affiliates | 7,918 | 7,193 | |||
Accrued expenses and other payables | 207,125 | 214,426 | |||
Advance payments received from customers | 35,944 | 56,185 | |||
Current maturities of long-term debt | 29,590 | 7,907 | |||
Total current liabilities | 938,598 | 706,017 | |||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 2,963,483 | 2,912,837 | |||
OTHER NONCURRENT LIABILITIES | 184,534 | 247,236 | |||
CLASS A 10.75% CONVERTIBLE PREFERRED UNITS | 63,890 | 0 | |||
REDEEMABLE NONCONTROLLING INTEREST | 3,072 | 0 | |||
EQUITY: | |||||
Partners' equity | 2,141,884 | 1,656,515 | |||
Accumulated other comprehensive income (loss) | (1,828) | (157) | |||
Noncontrolling interests | 26,746 | 37,707 | |||
Total equity | 2,166,802 | 1,694,065 | 2,693,432 | 1,531,853 | |
Total liabilities and equity | 6,320,379 | 5,560,155 | |||
Reportable Entity | |||||
CURRENT ASSETS: | |||||
Cash and cash equivalents | 29,115 | ||||
Reportable Entity | NGL Energy Partners LP (Parent) | |||||
CURRENT ASSETS: | |||||
Cash and cash equivalents | 6,257 | 25,749 | 29,115 | 1,181 | |
Total current assets | 6,257 | 25,749 | |||
INTANGIBLE ASSETS, net of accumulated amortization | 0 | 0 | |||
NET INTERCOMPANY RECEIVABLES (PAYABLES) | 2,424,730 | 1,404,479 | |||
INVESTMENTS IN CONSOLIDATED SUBSIDIARIES | 1,978,158 | 1,254,383 | |||
Total assets | 4,409,145 | 2,684,611 | |||
CURRENT LIABILITIES: | |||||
Accounts payable-affiliates | 1 | 1 | |||
Accrued expenses and other payables | 42,150 | 16,887 | |||
Current maturities of long-term debt | 25,000 | ||||
Total current liabilities | 67,151 | 16,888 | |||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 2,138,048 | 1,011,365 | |||
CLASS A 10.75% CONVERTIBLE PREFERRED UNITS | 63,890 | ||||
EQUITY: | |||||
Partners' equity | 2,140,056 | 1,656,358 | |||
Total equity | 2,140,056 | 1,656,358 | |||
Total liabilities and equity | 4,409,145 | 2,684,611 | |||
Reportable Entity | Guarantor Subsidiaries | |||||
CURRENT ASSETS: | |||||
Cash and cash equivalents | 2,903 | 784 | 9,757 | 8,728 | |
Accounts receivable - trade, net of allowance for doubtful accounts | 795,479 | 516,362 | |||
Accounts receivable-affiliates | 6,711 | 15,625 | |||
Inventories | 560,769 | 367,250 | |||
Prepaid expenses and other current assets | 102,703 | 94,426 | |||
Total current assets | 1,468,565 | 994,447 | |||
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation | 1,725,383 | 1,568,488 | |||
GOODWILL | 1,437,759 | 1,313,364 | |||
INTANGIBLE ASSETS, net of accumulated amortization | 1,149,524 | 1,146,355 | |||
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 187,423 | 219,550 | |||
NET INTERCOMPANY RECEIVABLES (PAYABLES) | (2,408,189) | (1,402,360) | |||
INVESTMENTS IN CONSOLIDATED SUBSIDIARIES | 47,598 | 42,227 | |||
LOAN RECEIVABLE-AFFILIATE | 3,200 | 22,262 | |||
OTHER NONCURRENT ASSETS | 239,436 | 175,512 | |||
Total assets | 3,850,699 | 4,079,845 | |||
CURRENT LIABILITIES: | |||||
Accounts payable-trade | 657,077 | 417,707 | |||
Accounts payable-affiliates | 7,907 | 7,190 | |||
Accrued expenses and other payables | 164,012 | 196,596 | |||
Advance payments received from customers | 35,107 | 55,737 | |||
Current maturities of long-term debt | 4,211 | 7,109 | |||
Total current liabilities | 868,314 | 684,339 | |||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 824,370 | 1,894,428 | |||
OTHER NONCURRENT LIABILITIES | 179,857 | 246,695 | |||
REDEEMABLE NONCONTROLLING INTEREST | 0 | ||||
EQUITY: | |||||
Partners' equity | 1,979,785 | 1,254,384 | |||
Accumulated other comprehensive income (loss) | (1,627) | (1) | |||
Noncontrolling interests | 0 | ||||
Total equity | 1,978,158 | 1,254,383 | |||
Total liabilities and equity | 3,850,699 | 4,079,845 | |||
Reportable Entity | Non-Guarantor Subsidiaries | |||||
CURRENT ASSETS: | |||||
Cash and cash equivalents | 3,104 | 1,643 | $ 2,431 | $ 531 | |
Accounts receivable - trade, net of allowance for doubtful accounts | 5,128 | 4,652 | |||
Accounts receivable-affiliates | 0 | 0 | |||
Inventories | 663 | 556 | |||
Prepaid expenses and other current assets | 490 | 1,433 | |||
Total current assets | 9,385 | 8,284 | |||
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation | 64,890 | 81,084 | |||
GOODWILL | 13,957 | 1,998 | |||
INTANGIBLE ASSETS, net of accumulated amortization | 14,432 | 2,535 | |||
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 0 | 0 | |||
NET INTERCOMPANY RECEIVABLES (PAYABLES) | (16,541) | (2,119) | |||
OTHER NONCURRENT ASSETS | 168 | 527 | |||
Total assets | 86,291 | 92,309 | |||
CURRENT LIABILITIES: | |||||
Accounts payable-trade | 944 | 2,599 | |||
Accounts payable-affiliates | 10 | 2 | |||
Accrued expenses and other payables | 963 | 943 | |||
Advance payments received from customers | 837 | 448 | |||
Current maturities of long-term debt | 379 | 798 | |||
Total current liabilities | 3,133 | 4,790 | |||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 1,065 | 7,044 | |||
OTHER NONCURRENT LIABILITIES | 4,677 | 541 | |||
REDEEMABLE NONCONTROLLING INTEREST | 3,072 | ||||
EQUITY: | |||||
Partners' equity | 74,545 | 80,090 | |||
Accumulated other comprehensive income (loss) | (201) | (156) | |||
Total equity | 74,344 | 79,934 | |||
Total liabilities and equity | 86,291 | 92,309 | |||
Consolidating Adjustments | |||||
CURRENT ASSETS: | |||||
INVESTMENTS IN CONSOLIDATED SUBSIDIARIES | (2,025,756) | (1,296,610) | |||
Total assets | (2,025,756) | (1,296,610) | |||
EQUITY: | |||||
Partners' equity | (2,052,502) | (1,334,317) | |||
Noncontrolling interests | 26,746 | 37,707 | |||
Total equity | (2,025,756) | (1,296,610) | |||
Total liabilities and equity | $ (2,025,756) | $ (1,296,610) |
Consolidating Guarantor and N95
Consolidating Guarantor and Non-Guarantor Financial Information - Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Consolidating Statement of Operations | |||||||||||
REVENUES | $ 3,848,079 | $ 3,406,641 | $ 3,045,538 | $ 2,721,970 | $ 2,325,440 | $ 2,685,006 | $ 3,193,195 | $ 3,538,469 | $ 13,022,228 | $ 11,742,110 | $ 16,802,057 |
COST OF SALES | $ 3,598,717 | $ 3,228,022 | $ 2,928,730 | $ 2,566,440 | $ 2,077,160 | $ 2,433,500 | $ 3,005,826 | $ 3,322,551 | 12,321,909 | 10,839,037 | 15,958,207 |
OPERATING COSTS AND EXPENSES: | |||||||||||
Operating | 307,925 | 401,118 | 364,131 | ||||||||
General and administrative | 116,566 | 139,541 | 149,430 | ||||||||
Depreciation and amortization | 223,205 | 228,924 | 193,949 | ||||||||
(Gain) loss on disposal or impairment of assets, net | (209,177) | 320,766 | 41,184 | ||||||||
Revaluation of liabilities | 6,717 | (82,673) | (12,264) | ||||||||
Operating Income (Loss) | 255,083 | (104,603) | 107,420 | ||||||||
OTHER INCOME (EXPENSE): | |||||||||||
Equity in earnings of unconsolidated entities | 3,084 | 16,121 | 12,103 | ||||||||
Revaluation of investments | (14,365) | 0 | 0 | ||||||||
Interest expense | (150,478) | (133,089) | (110,123) | ||||||||
Gain on early extinguishment of liabilities, net | 24,727 | 28,532 | 0 | ||||||||
Other income, net | 27,762 | 5,575 | 37,171 | ||||||||
Income (Loss) Before Income Taxes | 145,813 | (187,464) | 46,571 | ||||||||
INCOME TAX (EXPENSE) BENEFIT | (1,939) | 367 | 3,622 | ||||||||
Net (Loss) Income | 143,874 | (187,097) | 50,193 | ||||||||
LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS | (6,832) | (11,832) | (12,887) | ||||||||
LESS: DISTRIBUTIONS TO PREFERRED UNITHOLDERS | (30,142) | 0 | 0 | ||||||||
LESS: NET INCOME ALLOCATED TO GENERAL PARTNER | (232) | (47,620) | (45,700) | ||||||||
NET INCOME (LOSS) ALLOCATED TO COMMON UNITHOLDERS | 106,668 | (246,549) | (8,394) | ||||||||
Reportable Entity | NGL Energy Partners LP (Parent) | |||||||||||
OTHER INCOME (EXPENSE): | |||||||||||
Interest expense | (91,259) | (43,493) | (65,723) | ||||||||
Gain on early extinguishment of liabilities, net | 8,507 | ||||||||||
Income (Loss) Before Income Taxes | (82,752) | (43,493) | (65,723) | ||||||||
EQUITY IN NET INCOME (LOSS) OF CONSOLIDATED SUBSIDIARIES | 219,794 | (155,436) | 103,029 | ||||||||
Net (Loss) Income | 137,042 | (198,929) | 37,306 | ||||||||
NET INCOME (LOSS) ALLOCATED TO COMMON UNITHOLDERS | 137,042 | (198,929) | 37,306 | ||||||||
Reportable Entity | Guarantor Subsidiaries | |||||||||||
Consolidating Statement of Operations | |||||||||||
REVENUES | 12,988,467 | 11,593,272 | 16,648,382 | ||||||||
COST OF SALES | 12,316,563 | 10,843,937 | 15,934,529 | ||||||||
OPERATING COSTS AND EXPENSES: | |||||||||||
Operating | 296,002 | 327,377 | 306,576 | ||||||||
General and administrative | 115,753 | 122,196 | 131,898 | ||||||||
Depreciation and amortization | 214,082 | 184,091 | 161,906 | ||||||||
(Gain) loss on disposal or impairment of assets, net | (209,101) | 303,422 | 11,619 | ||||||||
Revaluation of liabilities | 6,305 | (82,673) | (12,264) | ||||||||
Operating Income (Loss) | 248,863 | (105,078) | 114,118 | ||||||||
OTHER INCOME (EXPENSE): | |||||||||||
Equity in earnings of unconsolidated entities | 3,084 | 4,374 | 6,640 | ||||||||
Revaluation of investments | (14,365) | ||||||||||
Interest expense | (59,025) | (82,360) | (39,023) | ||||||||
Gain on early extinguishment of liabilities, net | 16,220 | 28,532 | |||||||||
Other income, net | 28,292 | 5,533 | 36,953 | ||||||||
Income (Loss) Before Income Taxes | 223,069 | (148,999) | 118,688 | ||||||||
INCOME TAX (EXPENSE) BENEFIT | (1,939) | 574 | 3,795 | ||||||||
EQUITY IN NET INCOME (LOSS) OF CONSOLIDATED SUBSIDIARIES | (1,336) | (7,011) | (19,297) | ||||||||
Net (Loss) Income | 219,794 | (155,436) | 103,186 | ||||||||
NET INCOME (LOSS) ALLOCATED TO COMMON UNITHOLDERS | 219,794 | (155,436) | 103,186 | ||||||||
Reportable Entity | Non-Guarantor Subsidiaries | |||||||||||
Consolidating Statement of Operations | |||||||||||
REVENUES | 37,155 | 182,175 | 189,979 | ||||||||
COST OF SALES | 8,740 | 28,237 | 59,825 | ||||||||
OPERATING COSTS AND EXPENSES: | |||||||||||
Operating | 11,923 | 73,941 | 57,555 | ||||||||
General and administrative | 813 | 17,345 | 17,532 | ||||||||
Depreciation and amortization | 9,123 | 44,833 | 32,043 | ||||||||
(Gain) loss on disposal or impairment of assets, net | (76) | 17,344 | 29,565 | ||||||||
Revaluation of liabilities | 412 | ||||||||||
Operating Income (Loss) | 6,220 | 475 | (6,541) | ||||||||
OTHER INCOME (EXPENSE): | |||||||||||
Equity in earnings of unconsolidated entities | 11,747 | 5,463 | |||||||||
Interest expense | (787) | (7,546) | (5,423) | ||||||||
Other income, net | 63 | 352 | 264 | ||||||||
Income (Loss) Before Income Taxes | 5,496 | 5,028 | (6,237) | ||||||||
INCOME TAX (EXPENSE) BENEFIT | (207) | (173) | |||||||||
Net (Loss) Income | 5,496 | 4,821 | (6,410) | ||||||||
NET INCOME (LOSS) ALLOCATED TO COMMON UNITHOLDERS | 5,496 | 4,821 | (6,410) | ||||||||
Consolidating Adjustments | |||||||||||
Consolidating Statement of Operations | |||||||||||
REVENUES | (3,394) | (33,337) | (36,304) | ||||||||
COST OF SALES | (3,394) | (33,137) | (36,147) | ||||||||
OPERATING COSTS AND EXPENSES: | |||||||||||
Operating | (200) | ||||||||||
Operating Income (Loss) | 0 | 0 | (157) | ||||||||
OTHER INCOME (EXPENSE): | |||||||||||
Interest expense | 593 | 310 | 46 | ||||||||
Other income, net | (593) | (310) | (46) | ||||||||
Income (Loss) Before Income Taxes | 0 | 0 | (157) | ||||||||
EQUITY IN NET INCOME (LOSS) OF CONSOLIDATED SUBSIDIARIES | (218,458) | 162,447 | (83,732) | ||||||||
Net (Loss) Income | (218,458) | 162,447 | (83,889) | ||||||||
LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS | (6,832) | (11,832) | (12,887) | ||||||||
LESS: DISTRIBUTIONS TO PREFERRED UNITHOLDERS | (30,142) | ||||||||||
LESS: NET INCOME ALLOCATED TO GENERAL PARTNER | (232) | (47,620) | (45,700) | ||||||||
NET INCOME (LOSS) ALLOCATED TO COMMON UNITHOLDERS | $ (255,664) | $ 102,995 | $ (142,476) |
Consolidating Guarantor and N96
Consolidating Guarantor and Non-Guarantor Financial Information - Consolidating Statements of Comprehensive Income (Loss)(Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Consolidating Statement of Comprehensive Income | |||||||||||
Net income (loss) | $ 26,486 | $ 1,293 | $ (66,658) | $ 182,753 | $ (206,985) | $ 50,995 | $ (6,100) | $ (25,007) | $ 143,874 | $ (187,097) | $ 50,193 |
Other comprehensive (loss) income | (1,671) | (48) | 127 | ||||||||
Comprehensive income (loss) | 142,203 | (187,145) | 50,320 | ||||||||
Reportable Entity | NGL Energy Partners LP (Parent) | |||||||||||
Consolidating Statement of Comprehensive Income | |||||||||||
Net income (loss) | 137,042 | (198,929) | 37,306 | ||||||||
Comprehensive income (loss) | 137,042 | (198,929) | 37,306 | ||||||||
Reportable Entity | Guarantor Subsidiaries | |||||||||||
Consolidating Statement of Comprehensive Income | |||||||||||
Net income (loss) | 219,794 | (155,436) | 103,186 | ||||||||
Other comprehensive (loss) income | (1,626) | 0 | 189 | ||||||||
Comprehensive income (loss) | 218,168 | (155,436) | 103,375 | ||||||||
Reportable Entity | Non-Guarantor Subsidiaries | |||||||||||
Consolidating Statement of Comprehensive Income | |||||||||||
Net income (loss) | 5,496 | 4,821 | (6,410) | ||||||||
Other comprehensive (loss) income | (45) | (48) | (62) | ||||||||
Comprehensive income (loss) | 5,451 | 4,773 | (6,472) | ||||||||
Consolidating Adjustments | |||||||||||
Consolidating Statement of Comprehensive Income | |||||||||||
Net income (loss) | (218,458) | 162,447 | (83,889) | ||||||||
Comprehensive income (loss) | $ (218,458) | $ 162,447 | $ (83,889) |
Consolidating Guarantor and N97
Consolidating Guarantor and Non-Guarantor Financial Information - Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
OPERATING ACTIVITIES: | |||
Net cash provided by (used in) operating activities | $ (26,824) | $ 351,495 | $ 262,391 |
INVESTING ACTIVITIES: | |||
Capital expenditures | (363,871) | (661,885) | (227,978) |
Purchase of equity interest in Grand Mesa Pipeline | 0 | 0 | (310,000) |
Acquisitions, net of cash acquired | (122,832) | (234,652) | (960,922) |
Cash flows from settlements of commodity derivatives | (37,442) | 105,662 | 199,165 |
Proceeds from sales of assets | 29,566 | 8,455 | 26,262 |
Proceeds from sale of TLP common units | 112,370 | 0 | 0 |
Proceeds from sale of Grassland | 22,000 | 0 | 0 |
Proceeds from sale of general partner interest in TLP, net | 0 | 343,135 | 0 |
Investments in unconsolidated entities | (2,105) | (11,431) | (33,528) |
Distributions of capital from unconsolidated entities | 9,692 | 15,792 | 10,823 |
Loan for natural gas liquids facility | 0 | (3,913) | (63,518) |
Payments on loan for natural gas liquids facility | 8,916 | 7,618 | 1,625 |
Loan to affiliate | (3,200) | (15,621) | (8,154) |
Payments on loan to affiliate | 655 | 1,513 | 0 |
Payment to terminate development agreement | (16,875) | 0 | 0 |
Other | 0 | 0 | 4 |
Net cash used in investing activities | (363,126) | (445,327) | (1,366,221) |
FINANCING ACTIVITIES: | |||
Proceeds from borrowings under revolving credit facilities | 1,700,000 | 2,602,500 | 3,764,500 |
Payments on revolving credit facilities | (2,733,500) | (2,133,000) | (3,280,000) |
Issuance of senior notes | 1,200,000 | 0 | 400,000 |
Repurchases of senior notes | (21,193) | (43,421) | 0 |
Proceeds from borrowings under other long-term debt | 0 | 53,223 | 0 |
Payments on other long-term debt | (49,786) | (5,087) | (6,688) |
Debt issuance costs | (33,558) | (10,237) | (11,076) |
Contributions from general partner | 49 | 54 | 823 |
Contributions from noncontrolling interest owners, net | 672 | 11,547 | 9,433 |
Distributions to partners | (181,581) | (322,007) | (242,595) |
Distributions to noncontrolling interest owners | (3,292) | (35,720) | (27,147) |
Proceeds from sale of convertible preferred units and warrants, net of offering costs | 234,975 | 0 | 0 |
Proceeds from sale of common units, net of offering costs | 287,136 | 0 | 541,128 |
Payments for the early extinguishment of liabilities | (25,884) | 0 | 0 |
Taxes paid on behalf of equity incentive plan participants | 0 | (19,395) | (13,491) |
Common unit repurchases | 0 | (17,680) | 0 |
Other | 0 | (72) | (194) |
Net cash provided by (used in) financing activities | 374,038 | 80,705 | 1,134,693 |
Net (decrease) increase in cash and cash equivalents | (15,912) | (13,127) | 30,863 |
Cash and cash equivalents, beginning of period | 28,176 | 41,303 | 10,440 |
Cash and cash equivalents, end of period | 12,264 | 28,176 | 41,303 |
Reportable Entity | |||
FINANCING ACTIVITIES: | |||
Cash and cash equivalents, beginning of period | 29,115 | ||
Cash and cash equivalents, end of period | 29,115 | ||
Reportable Entity | NGL Energy Partners LP (Parent) | |||
OPERATING ACTIVITIES: | |||
Net cash provided by (used in) operating activities | (749,250) | (74,822) | (59,448) |
INVESTING ACTIVITIES: | |||
Acquisitions, net of cash acquired | (624) | (124,281) | |
Net cash used in investing activities | 0 | (624) | (124,281) |
FINANCING ACTIVITIES: | |||
Issuance of senior notes | 1,200,000 | 400,000 | |
Repurchases of senior notes | (21,193) | (43,421) | |
Debt issuance costs | (21,868) | (3,493) | (8,150) |
Contributions from general partner | 49 | 54 | 823 |
Contributions from noncontrolling interest owners, net | (3,829) | ||
Distributions to partners | (181,581) | (322,007) | (242,595) |
Proceeds from sale of convertible preferred units and warrants, net of offering costs | 234,975 | ||
Proceeds from sale of common units, net of offering costs | 287,136 | 541,128 | |
Common unit repurchases | (17,680) | ||
Net changes in advances with consolidated entities | (767,760) | 462,456 | (479,543) |
Net cash provided by (used in) financing activities | 729,758 | 72,080 | 211,663 |
Net (decrease) increase in cash and cash equivalents | (19,492) | (3,366) | 27,934 |
Cash and cash equivalents, beginning of period | 25,749 | 29,115 | 1,181 |
Cash and cash equivalents, end of period | 6,257 | 25,749 | 29,115 |
Reportable Entity | Guarantor Subsidiaries | |||
OPERATING ACTIVITIES: | |||
Net cash provided by (used in) operating activities | 700,269 | 360,851 | 287,953 |
INVESTING ACTIVITIES: | |||
Capital expenditures | (356,473) | (604,214) | (223,065) |
Purchase of equity interest in Grand Mesa Pipeline | (310,000) | ||
Acquisitions, net of cash acquired | (111,426) | (232,148) | (831,505) |
Cash flows from settlements of commodity derivatives | (37,442) | 105,662 | 199,165 |
Proceeds from sales of assets | 29,527 | 8,453 | 11,806 |
Proceeds from sale of TLP common units | 112,370 | ||
Proceeds from sale of general partner interest in TLP, net | 343,135 | ||
Investments in unconsolidated entities | (2,105) | (4,480) | (13,244) |
Distributions of capital from unconsolidated entities | 9,692 | 11,031 | 5,030 |
Loan for natural gas liquids facility | (3,913) | (63,518) | |
Payments on loan for natural gas liquids facility | 8,916 | 7,618 | 1,625 |
Loan to affiliate | (3,200) | (15,621) | (8,154) |
Payments on loan to affiliate | 655 | 1,513 | |
Payment to terminate development agreement | (16,875) | ||
Other | 4 | ||
Net cash used in investing activities | (366,361) | (382,964) | (1,231,856) |
FINANCING ACTIVITIES: | |||
Proceeds from borrowings under revolving credit facilities | 1,700,000 | 2,499,000 | 3,663,000 |
Payments on revolving credit facilities | (2,733,500) | (2,041,500) | (3,194,500) |
Proceeds from borrowings under other long-term debt | 45,873 | ||
Payments on other long-term debt | (49,596) | (4,762) | (6,666) |
Debt issuance costs | (11,690) | (6,744) | (2,926) |
Payments for the early extinguishment of liabilities | (25,884) | ||
Taxes paid on behalf of equity incentive plan participants | (19,395) | (13,491) | |
Net changes in advances with consolidated entities | 788,881 | (459,289) | 499,709 |
Other | (43) | (194) | |
Net cash provided by (used in) financing activities | (331,789) | 13,140 | 944,932 |
Net (decrease) increase in cash and cash equivalents | 2,119 | (8,973) | 1,029 |
Cash and cash equivalents, beginning of period | 784 | 9,757 | 8,728 |
Cash and cash equivalents, end of period | 2,903 | 784 | 9,757 |
Reportable Entity | Non-Guarantor Subsidiaries | |||
OPERATING ACTIVITIES: | |||
Net cash provided by (used in) operating activities | 22,157 | 65,466 | 33,886 |
INVESTING ACTIVITIES: | |||
Capital expenditures | (7,398) | (57,671) | (4,913) |
Acquisitions, net of cash acquired | (11,406) | (1,880) | (5,136) |
Proceeds from sales of assets | 39 | 2 | 14,456 |
Proceeds from sale of Grassland | 22,000 | ||
Investments in unconsolidated entities | (6,951) | (20,284) | |
Distributions of capital from unconsolidated entities | 0 | 4,761 | 5,793 |
Net cash used in investing activities | 3,235 | (61,739) | (10,084) |
FINANCING ACTIVITIES: | |||
Proceeds from borrowings under revolving credit facilities | 103,500 | 101,500 | |
Payments on revolving credit facilities | (91,500) | (85,500) | |
Proceeds from borrowings under other long-term debt | 7,350 | ||
Payments on other long-term debt | (190) | (325) | (22) |
Contributions from noncontrolling interest owners, net | 672 | 15,376 | 9,433 |
Distributions to noncontrolling interest owners | (3,292) | (35,720) | (27,147) |
Net changes in advances with consolidated entities | (21,121) | (3,167) | (20,166) |
Other | (29) | ||
Net cash provided by (used in) financing activities | (23,931) | (4,515) | (21,902) |
Net (decrease) increase in cash and cash equivalents | 1,461 | (788) | 1,900 |
Cash and cash equivalents, beginning of period | 1,643 | 2,431 | 531 |
Cash and cash equivalents, end of period | $ 3,104 | $ 1,643 | $ 2,431 |