Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Sep. 30, 2018 | Nov. 02, 2018 | |
Document and Entity Information | ||
Entity Registrant Name | NGL Energy Partners LP | |
Entity Central Index Key | 1,504,461 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 123,741,462 | |
Document Fiscal Year Focus | 2,019 | |
Document Fiscal Period Focus | Q2 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2018 | Mar. 31, 2018 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 36,374 | $ 22,094 |
Accounts receivable-trade, net of allowance for doubtful accounts of $4,225 and $4,201, respectively | 1,366,597 | 1,026,764 |
Accounts receivable-affiliates | 17,888 | 4,772 |
Inventories | 679,125 | 551,303 |
Prepaid expenses and other current assets | 159,617 | 128,742 |
Assets held for sale | 0 | 517,604 |
Total current assets | 2,259,601 | 2,251,279 |
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of $388,557 and $343,345, respectively | 1,706,612 | 1,518,607 |
GOODWILL | 1,271,648 | 1,204,607 |
INTANGIBLE ASSETS, net of accumulated amortization of $481,691 and $433,565, respectively | 966,929 | 913,154 |
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 4,520 | 17,236 |
LOAN RECEIVABLE-AFFILIATE | 0 | 1,200 |
OTHER NONCURRENT ASSETS | 176,129 | 245,039 |
Total assets | 6,385,439 | 6,151,122 |
CURRENT LIABILITIES AND REDEEMABLE NONCONTROLLING INTEREST: | ||
Accounts payable-trade | 1,045,415 | 852,839 |
Accounts payable-affiliates | 42,798 | 1,254 |
Accrued expenses and other payables | 267,296 | 223,504 |
Advance payments received from customers | 29,658 | 8,374 |
Current maturities of long-term debt, net of debt issuance costs of $4,874 and $0, respectively | 716,245 | 646 |
Liabilities and redeemable noncontrolling interest held for sale | 0 | 42,580 |
Total current liabilities and redeemable noncontrolling interest | 2,101,412 | 1,129,197 |
LONG-TERM DEBT, net of debt issuance costs of $13,234 and $20,645, respectively, and current maturities | 1,815,855 | 2,679,740 |
OTHER NONCURRENT LIABILITIES | 86,396 | 173,514 |
COMMITMENTS AND CONTINGENCIES (NOTE 9) | ||
CLASS A 10.75% CONVERTIBLE PREFERRED UNITS, 19,942,169 and 19,942,169 preferred units issued and outstanding, respectively | 104,362 | 82,576 |
EQUITY: | ||
General partner, representing a 0.1% interest, 123,865 and 121,594 notional units, respectively | (50,613) | (50,819) |
Limited partners, representing a 99.9% interest, 123,741,462 and 121,472,725 common units issued and outstanding, respectively | 2,046,621 | 1,852,495 |
Class B preferred limited partners, 8,400,000 and 8,400,000 preferred units issued and outstanding, respectively | 202,731 | 202,731 |
Accumulated other comprehensive loss | (270) | (1,815) |
Noncontrolling interests | 78,945 | 83,503 |
Total equity | 2,277,414 | 2,086,095 |
Total liabilities and equity | $ 6,385,439 | $ 6,151,122 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Mar. 31, 2018 | |
Accounts receivable - trade, allowance for doubtful accounts | $ 4,225 | $ 4,201 |
PROPERTY, PLANT AND EQUIPMENT, accumulated depreciation | 388,557 | 343,345 |
INTANGIBLE ASSETS, accumulated amortization | 481,691 | 433,565 |
Debt issuance costs, current, net | 4,874 | 0 |
Debt issuance costs, noncurrent, net | $ 13,234 | $ 20,645 |
General partner interest | 0.10% | 0.10% |
General partner, notional units outstanding (in units) | 123,865 | 121,594 |
Limited partner interest | 99.90% | 99.90% |
Limited partners, common units issued (in units) | 123,741,462 | 121,472,725 |
Limited partners, common units outstanding (in units) | 123,741,462 | 121,472,725 |
Class A Convertible Preferred Units | ||
Preferred units dividend rate | 10.75% | 10.75% |
Temporary equity, issued (in units) | 19,942,169 | 19,942,169 |
Temporary equity, outstanding (in units) | 19,942,169 | 19,942,169 |
Class B Perpetual Preferred Units | ||
Preferred units dividend rate | 9.00% | |
Preferred units, issued (in units) | 8,400,000 | 8,400,000 |
Preferred units, outstanding (in units) | 8,400,000 | 8,400,000 |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
REVENUES: | ||||
Crude Oil Logistics | $ 860,054 | $ 437,022 | $ 1,643,884 | $ 941,937 |
Water Solutions | 79,764 | 51,032 | 155,909 | 97,999 |
Liquids | 550,442 | 411,170 | 1,010,339 | 705,195 |
Refined Products and Renewables | 5,163,782 | 2,977,206 | 9,688,189 | 5,861,843 |
Other | 592 | 246 | 747 | 407 |
Total Revenues | 6,654,634 | 3,876,676 | 12,499,068 | 7,607,381 |
COST OF SALES: | ||||
Crude Oil Logistics | 792,735 | 401,170 | 1,540,980 | 870,640 |
Water Solutions | 7,892 | 2,674 | 22,161 | 2,827 |
Liquids | 520,944 | 395,616 | 961,459 | 682,901 |
Refined Products and Renewables | 5,187,238 | 2,957,867 | 9,680,096 | 5,829,569 |
Other | 718 | 121 | 987 | 194 |
Total Cost of Sales | 6,509,527 | 3,757,448 | 12,205,683 | 7,386,131 |
OPERATING COSTS AND EXPENSES: | ||||
Operating | 60,309 | 47,792 | 116,571 | 95,628 |
General and administrative | 39,369 | 21,158 | 61,759 | 43,543 |
Depreciation and amortization | 52,750 | 53,595 | 104,795 | 106,012 |
Loss on disposal or impairment of assets, net | 5,988 | 110,959 | 107,323 | 99,142 |
Revaluation of liabilities | 0 | 5,600 | 800 | 5,600 |
Operating Loss | (13,309) | (119,876) | (97,863) | (128,675) |
OTHER INCOME (EXPENSE): | ||||
Equity in earnings of unconsolidated entities | 379 | 2,170 | 598 | 4,089 |
Interest expense | (41,358) | (50,118) | (87,626) | (99,222) |
Gain (loss) on early extinguishment of liabilities, net | 0 | 1,943 | (137) | (1,338) |
Other income (expense), net | 1,471 | 1,637 | (32,298) | 3,370 |
Loss From Continuing Operations Before Income Taxes | (52,817) | (164,244) | (217,326) | (221,776) |
INCOME TAX EXPENSE | (691) | (49) | (1,342) | (505) |
Loss From Continuing Operations | (53,508) | (164,293) | (218,668) | (222,281) |
Income (Loss) From Discontinued Operations, net of Tax | 408,447 | (9,286) | 404,318 | (15,005) |
Net Income (Loss) | 354,939 | (173,579) | 185,650 | (237,286) |
LESS: NET LOSS (INCOME) ATTRIBUTABLE TO NONCONTROLLING INTERESTS | 518 | (80) | 863 | (132) |
LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS | 48 | 288 | 446 | 685 |
NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | 355,505 | (173,371) | 186,959 | (236,733) |
NET LOSS FROM CONTINUING OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | (76,925) | (180,325) | (261,746) | (248,363) |
NET INCOME (LOSS) FROM DISCONTINUED OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | 408,086 | (8,990) | 404,359 | (14,307) |
NET INCOME (LOSS) ALLOCATED TO COMMON UNITHOLDERS | $ 331,161 | $ (189,315) | $ 142,613 | $ (262,670) |
BASIC INCOME (LOSS) PER COMMON UNIT | ||||
Loss From Continuing Operations | $ (0.63) | $ (1.49) | $ (2.15) | $ (2.05) |
Income (Loss) From Discontinued Operations, net of Tax | 3.33 | (0.07) | 3.32 | (0.12) |
Net Income (Loss) | 2.70 | (1.56) | 1.17 | (2.17) |
DILUTED INCOME (LOSS) PER COMMON UNIT | ||||
Loss From Continuing Operations | (0.63) | (1.49) | (2.15) | (2.05) |
Income (Loss) From Discontinued Operations, net of Tax | 3.33 | (0.07) | 3.32 | (0.12) |
Net Income (Loss) | $ 2.70 | $ (1.56) | $ 1.17 | $ (2.17) |
BASIC WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 122,380,197 | 121,314,636 | 121,964,593 | 120,927,400 |
DILUTED WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 122,380,197 | 121,314,636 | 121,964,593 | 120,927,400 |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 354,939,000 | $ (173,579,000) | $ 185,650,000 | $ (237,286,000) |
Other comprehensive loss | (13,000) | (59,000) | (24,000) | (434,000) |
Comprehensive income (loss) | $ 354,926,000 | $ (173,638,000) | $ 185,626,000 | $ (237,720,000) |
Unaudited Condensed Consolida_5
Unaudited Condensed Consolidated Statement of Changes in Equity - 6 months ended Sep. 30, 2018 - USD ($) | Total | Accumulated other comprehensive (loss) income | Noncontrolling Interests | General Partner | Class B Perpetual Preferred Units | Class B Perpetual Preferred UnitsClass B Perpetual Preferred Units | Limited Partner | Limited PartnerCommon units |
Beginning Balance (in units) at Mar. 31, 2018 | 8,400,000 | 121,472,725 | ||||||
Beginning Balance at Mar. 31, 2018 | $ 2,086,095,000 | $ (1,815,000) | $ 83,503,000 | $ (50,819,000) | $ 202,731,000 | $ 1,852,495,000 | ||
Increase (Decrease) in Partnership Capital | ||||||||
Distributions to general and common unit partners and preferred unitholders (Note 10) | (117,486,000) | (164,000) | (117,322,000) | |||||
Contributions | 169,000 | 169,000 | ||||||
Sawtooth joint venture | 0 | 63,000 | (63,000) | |||||
Purchase of noncontrolling interest (Note 4) | (3,960,000) | (3,927,000) | (33,000) | |||||
Redeemable noncontrolling interest valuation adjustment (Note 2) | (3,349,000) | (3,349,000) | ||||||
Repurchase of warrants | (14,988,000) | (14,988,000) | ||||||
Equity issued pursuant to incentive compensation plan (in units) | 2,044,601 | |||||||
Equity issued pursuant to incentive compensation plan (Note 10) | 27,393,000 | 21,000 | 27,372,000 | |||||
Common unit repurchases and cancellations (in units) | (4,661) | |||||||
Common unit repurchases and cancellations (Note 10) | (54,000) | (54,000) | ||||||
Warrants exercised (in units) | 228,797 | |||||||
Warrants exercised (Note 10) | 2,000 | 2,000 | ||||||
Accretion of beneficial conversion feature of Class A convertible preferred units (Note 10) | (21,786,000) | (21,786,000) | ||||||
Preferred units, issued (in units) | 8,400,000 | |||||||
Preferred units issued, net of offering costs | 202,700,000 | |||||||
Net income (loss) | 186,096,000 | (863,000) | 212,000 | 186,747,000 | ||||
Other comprehensive loss | (24,000) | (24,000) | ||||||
Ending Balance (in units) at Sep. 30, 2018 | 8,400,000 | 123,741,462 | ||||||
Ending Balance at Sep. 30, 2018 | 2,277,414,000 | (270,000) | $ 78,945,000 | (50,613,000) | $ 202,731,000 | 2,046,621,000 | ||
Increase (Decrease) in Partnership Capital | ||||||||
Cumulative effect adjustment for adoption of ASC 606 (Note 15) | 139,306,000 | |||||||
Cumulative effect adjustment for adoption of ASC 606 (Note 15) | General Partner Interest in TLP | 139,000 | 139,167,000 | ||||||
Cumulative effect adjustment for adoption of ASU 2016-01 (Note 2) | $ 0 | |||||||
Cumulative effect adjustment for adoption of ASU 2016-01 (Note 2) | Available-for-sale securities | $ 1,569,000 | $ (2,000) | $ (1,567,000) |
Unaudited Condensed Consolida_6
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
OPERATING ACTIVITIES: | ||
Net income (loss) | $ 185,650 | $ (237,286) |
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: | ||
(Gain) loss from discontinued operations, net of tax | (404,318) | 15,005 |
Depreciation and amortization, including amortization of debt issuance costs | 112,532 | 114,612 |
Loss on early extinguishment or revaluation of liabilities, net | 937 | 6,938 |
Non-cash equity-based compensation expense | 24,730 | 14,886 |
Loss on disposal or impairment of assets, net | 107,323 | 99,142 |
Provision for doubtful accounts | 163 | 705 |
Net adjustments to fair value of commodity derivatives | 88,996 | 34,629 |
Equity in earnings of unconsolidated entities | (598) | (4,089) |
Distributions of earnings from unconsolidated entities | 0 | 2,777 |
Other | 211 | 9,182 |
Changes in operating assets and liabilities, exclusive of acquisitions: | ||
Accounts receivable-trade and affiliates | (353,647) | (59,741) |
Inventories | (127,409) | (13,289) |
Other current and noncurrent assets | (3,888) | (14,985) |
Accounts payable-trade and affiliates | 196,777 | (25,971) |
Other current and noncurrent liabilities | 53,745 | 29,830 |
Net cash used in operating activities-continuing operations | (118,796) | (27,655) |
Net cash provided by operating activities-discontinued operations | 30,915 | 39,364 |
Net cash (used in) provided by operating activities | (87,881) | 11,709 |
INVESTING ACTIVITIES: | ||
Capital expenditures | (193,519) | (46,639) |
Acquisitions, net of cash acquired | (197,971) | (19,897) |
Settlements of commodity derivatives | (94,879) | (21,789) |
Proceeds from sales of assets | 8,204 | 22,575 |
Proceeds from divestitures of businesses and investments | 18,594 | 0 |
Investments in unconsolidated entities | (92) | (14,150) |
Distributions of capital from unconsolidated entities | 0 | 4,378 |
Repayments on loan for natural gas liquids facility | 4,558 | 4,875 |
Loan to affiliate | (1,515) | (960) |
Net cash used in investing activities-continuing operations | (456,620) | (71,607) |
Net cash provided by (used in) investing activities-discontinued operations | 845,779 | (36,605) |
Net cash provided by (used in) investing activities | 389,159 | (108,212) |
FINANCING ACTIVITIES: | ||
Proceeds from borrowings under Revolving Credit Facility | 2,008,000 | 814,500 |
Payments on Revolving Credit Facility | (2,153,500) | (657,500) |
Repurchase of senior secured and senior unsecured notes | (5,069) | (115,407) |
Payments on other long-term debt | (326) | (552) |
Debt issuance costs | (780) | (2,474) |
Contributions from noncontrolling interest owners, net | 169 | 23 |
Distributions to general and common unit partners and preferred unitholders | (117,486) | (107,389) |
Distributions to noncontrolling interest owners | 0 | (3,082) |
Proceeds from sale of preferred units, net of offering costs | 0 | 202,755 |
Repurchase of warrants | (14,988) | (10,549) |
Common unit repurchases and cancellations | (54) | (11,663) |
Payments for settlement and early extinguishment of liabilities | (2,639) | (1,650) |
Net cash (used in) provided by financing activities-continuing operations | (286,673) | 107,012 |
Net cash used in financing activities-discontinued operations | (325) | (2,611) |
Net cash (used in) provided by financing activities | (286,998) | 104,401 |
Net increase in cash and cash equivalents | 14,280 | 7,898 |
Cash and cash equivalents, beginning of period | 22,094 | 7,826 |
Cash and cash equivalents, end of period | 36,374 | 15,724 |
Supplemental cash flow information: | ||
Cash interest paid | 82,690 | 96,217 |
Income taxes paid (net of income tax refunds) | 1,368 | 1,473 |
Supplemental non-cash investing and financing activities: | ||
Distributions declared but not paid to Class B preferred unitholders | 4,725 | 5,670 |
Accrued capital expenditures | $ 21,508 | $ 2,907 |
Organization and Operations
Organization and Operations | 6 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Operations | Organization and Operations NGL Energy Partners LP (“we,” “us,” “our,” or the “Partnership”) is a Delaware limited partnership . NGL Energy Holdings LLC serves as our general partner. At September 30, 2018 , our operations included: • 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, and provides storage, terminaling, trucking, marine and pipeline transportation services through its owned assets. • 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, drilling fluids and drilling muds and performs truck and frac tank washouts. In addition, our Water Solutions segment sells the recovered hydrocarbons that result from performing these services and it also sells freshwater to producers for exploration and production activities. • 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 19 owned terminals throughout the United States, and provides terminaling and storage services at its salt dome storage facility joint venture in Utah. • Our Refined Products and Renewables segment conducts gasoline, diesel, ethanol, and biodiesel marketing operations, purchases refined petroleum and renewable products primarily in the Gulf Coast, Southeast and Midwest regions of the United States and schedules them for delivery at various locations throughout the country. In addition, in certain storage locations, our Refined Products and Renewables segment may also purchase unfinished gasoline blending components for subsequent blending into finished gasoline to supply our marketing business as well as third parties. Recent Developments On July 10, 2018, we completed the sale of virtually all of our Retail Propane segment to Superior Plus Corp. (“Superior”) for total consideration of $896.5 million in cash after adjusting for estimated working capital. Accordingly, upon satisfaction of the significant closing conditions for this transaction during the month of June 2018, the assets, liabilities and redeemable noncontrolling interest of the Retail Propane segment were classified as held for sale in our unaudited condensed consolidated balance sheets. This sale included all three of the retail propane businesses we acquired during the three months ended June 30, 2018 (see Note 4 ). We retained our 50% ownership interest in Victory Propane, LLC (“Victory Propane”), which we subsequently sold on August 14, 2018 (see Note 2 ). This transaction, combined with the sale of a portion of our Retail Propane segment to DCC LPG (“DCC”) on March 30, 2018, represents a strategic shift in our operations and will have a significant effect on our operations and financial results going forward. Accordingly, the results of operations and cash flows related to the entire Retail Propane segment (including equity in earnings of Victory Propane) have been classified as discontinued operations for all periods presented and prior periods have been retrospectively adjusted in the unaudited condensed consolidated statements of operations and unaudited condensed consolidated statements of cash flows. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements include our accounts and those of our controlled subsidiaries. Intercompany transactions and account balances have been eliminated in consolidation. Investments we do not 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 unaudited condensed consolidated financial statements. Our unaudited condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim consolidated financial information in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, the unaudited condensed consolidated financial statements exclude certain information and notes required by GAAP for complete annual consolidated financial statements. However, we believe that the disclosures made are adequate to make the information presented not misleading. The unaudited condensed consolidated financial statements include all adjustments that we consider necessary for a fair presentation of our consolidated financial position, results of operations and cash flows for the interim periods presented. Such adjustments consist only of normal recurring items, unless otherwise disclosed in this Quarterly Report. The unaudited condensed consolidated balance sheet at March 31, 2018 was derived from our audited consolidated financial statements for the fiscal year ended March 31, 2018 included in our Annual Report on Form 10-K (“Annual Report”) filed with the SEC on May 30, 2018 and adjusted retrospectively for the Retail Propane segment disposition as previously described. These interim unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and notes thereto included in our Annual Report. Due to the seasonal nature of certain of our operations and other factors, the results of operations for interim periods are not necessarily indicative of the results of operations to be expected for future periods or for the full fiscal year ending March 31, 2019 . 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 unaudited condensed consolidated financial statements include, among others, determining the fair value of assets and liabilities acquired in business combinations, the fair value of derivative instruments, 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 long-lived assets and goodwill, the fair value of asset retirement obligations, the value of equity-based compensation, accruals for environmental matters and estimating certain revenues. Although we believe these estimates are reasonable, actual results could differ from those estimates. Significant Accounting Policies Our significant accounting policies are consistent with those disclosed in Note 2 of our audited consolidated financial statements included in our Annual Report. 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 unaudited condensed 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 unaudited condensed 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 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. 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 Canada, and our operations in Texas are subject to a state franchise tax that is calculated based on revenues net of cost of sales. During the six months ended September 30, 2018 , we recognized a deferred tax liability of $22.4 million as a result of acquiring a corporation in connection with one of our acquisitions (see Note 4 ). The deferred tax liability is the tax effected cumulative temporary difference between the GAAP basis and tax basis of the acquired assets within the corporation. For GAAP purposes, certain of the acquired assets will be depreciated and amortized over time which will lower the GAAP basis. The deferred tax liability is included within other noncurrent liabilities in our unaudited condensed consolidated balance sheet at September 30, 2018 . We evaluate uncertain tax positions for recognition and measurement in the unaudited condensed 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 unaudited condensed consolidated financial statements. We had no material uncertain tax positions that required recognition in our unaudited condensed consolidated financial statements at September 30, 2018 or March 31, 2018 . Inventories Our inventories are valued at the lower of cost or net realizable value, with cost determined using either the weighted-average cost or the first in, first out (FIFO) methods, including the cost of transportation and storage, and with net realizable value defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. In performing this analysis, we consider fixed-price forward commitments. Inventories consist of the following at the dates indicated: September 30, 2018 March 31, 2018 (in thousands) Crude oil $ 46,366 $ 77,351 Natural gas liquids: Propane 97,720 38,910 Butane 63,182 12,613 Other 11,016 6,515 Refined products: Gasoline 270,060 253,286 Diesel 131,614 113,939 Renewables: Ethanol 41,773 38,093 Biodiesel 17,394 10,596 Total $ 679,125 $ 551,303 Amounts in the table above do not include inventory related to the Retail Propane segment, as these amounts have been classified as assets held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). Investments in Unconsolidated Entities Investments we do not 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 unaudited condensed consolidated balance sheets; instead, our ownership interests are reported within investments in unconsolidated entities on our unaudited condensed 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 net assets of the investee. Our investments in unconsolidated entities consist of the following at the dates indicated: Entity Segment Ownership Date Acquired September 30, 2018 March 31, 2018 (in thousands) Water treatment and disposal facility (2) Water Solutions 50% August 2015 $ 2,124 $ 2,094 Water services company (3) Water Solutions 50% August 2018 2,396 — E Energy Adams, LLC (4) Refined Products and Renewables —% December 2013 — 15,142 Victory Propane, LLC (5) Corporate and Other —% April 2015 — — Total $ 4,520 $ 17,236 (1) Ownership interest percentages are at September 30, 2018 . (2) This is an investment in an unincorporated joint venture. (3) This is an investment in an unincorporated joint venture that we acquired as part of an acquisition in August 2018. See Note 4 for a further discussion. (4) On May 3, 2018, we sold our previously held 20% interest in E Energy Adams, LLC for net proceeds of $18.6 million and recorded a gain on disposal of $3.0 million during the six months ended September 30, 2018 within loss on disposal or impairment of assets, net in our unaudited condensed consolidated statement of operations. (5) On August 14, 2018, we sold our previously held 50% interest in Victory Propane. See Note 13 for a further discussion. Variable Interest Entity Victory Propane was formed as a joint venture in April 2015 by us and an unrelated third party. The business purpose of Victory Propane is to acquire and/or develop retail propane operations in a defined geographic area. In conjunction with the formation of Victory Propane, we agreed to provide Victory Propane a revolving line of credit of $5.0 million and have concluded that Victory Propane is a variable interest entity because the equity of Victory Propane is not sufficient to fund its activities without additional subordinated financial support. As discussed above and in Note 13 , during the three months ended September 30, 2018 , we sold our interest in Victory Propane. Other Noncurrent Assets Other noncurrent assets consist of the following at the dates indicated: September 30, 2018 March 31, 2018 (in thousands) Loan receivable (1) $ 23,327 $ 29,463 Line fill (2) 33,437 34,897 Tank bottoms (3) 44,148 42,044 Minimum shipping fees - pipeline commitments (4) 23,494 88,757 Other 51,723 49,878 Total $ 176,129 $ 245,039 (1) Represents the noncurrent portion of 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 product we are required to leave on certain third-party owned pipelines under long-term shipment commitments. At September 30, 2018 , line fill consisted of 335,069 barrels of crude oil and 262,000 barrels of propane. At March 31, 2018 , line fill consisted of 360,425 barrels of crude oil and 262,000 barrels of propane. Line fill held in pipelines we own is included within property, plant and equipment (see Note 5 ). (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 September 30, 2018 and March 31, 2018 , tank bottoms held in third party terminals consisted of 389,737 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 ). (4) Represents the minimum shipping fees paid in excess of volumes shipped, or deficiency credits, for two contracts with crude oil pipeline operators. This amount can be recovered when volumes shipped exceed the minimum monthly volume commitment (see Note 9 ). During the three months ended June 30, 2018, we entered into a definitive agreement, as described further in Note 13 , in which we agreed to provide the benefit of our deficiency credit under one of these contracts. As a result of providing this benefit to the third party, we wrote off $67.7 million of these deficiency credits to loss on disposal or impairment of assets, net in our unaudited condensed consolidated statements of operation during the three months ended June 30, 2018. Under the remaining other contract for which we have the future benefit, we currently have 19 months in which to ship the excess volumes. Amounts in the table above do not include other noncurrent assets related to the Retail Propane segment, as these amounts have been classified as assets held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). Accrued Expenses and Other Payables Accrued expenses and other payables consist of the following at the dates indicated: September 30, 2018 March 31, 2018 (in thousands) Accrued compensation and benefits $ 15,148 $ 18,033 Excise and other tax liabilities 33,521 40,829 Derivative liabilities 75,575 51,039 Accrued interest 40,066 39,947 Product exchange liabilities 30,394 11,842 Gavilon legal matter settlement (Note 9) 34,167 — Deferred gain on sale of general partner interest in TLP (1) — 30,113 Other 38,425 31,701 Total $ 267,296 $ 223,504 (1) See Note 15 for a discussion of the accounting for the deferred gain upon adoption of ASU No. 2014-09 and ASU No. 2017-05. Amounts in the table above do not include accrued expenses and other payables related to the Retail Propane segment, as these amounts have been classified as liabilities held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). 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 unaudited condensed consolidated balance sheet. The redeemable noncontrolling interest is adjusted at each balance sheet date to its maximum redemption value if the amount is greater than the carrying value. The redeemable noncontrolling interest is included in liabilities and redeemable noncontrolling interest held for sale in our unaudited condensed consolidated balance sheets (see Note 14 ). The following table summarizes changes in our redeemable noncontrolling interest (in thousands): Balance at March 31, 2018 $ 9,927 Net loss attributable to redeemable noncontrolling interest (446 ) Redeemable noncontrolling interest valuation adjustment 3,349 Disposal of redeemable noncontrolling interest (12,830 ) Balance at September 30, 2018 $ — 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. Recent Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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 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. We are currently evaluating our current leases and other contracts that may be considered leases under the new standard and the impact on our internal controls, accounting policies and financial statements and disclosures. Our evaluation process includes compiling a database of our leases, implementing accounting software to assist with compliance and developing internal controls to ensure completeness and accuracy of our leases meeting the scope of this ASU. Upon adoption, we expect to recognize right of use assets and lease liabilities not previously recorded on our consolidated balance sheet. Due to the ongoing nature of our process, we cannot yet determine the quantitative impact of the adoption of this standard. We expect to elect the following transitional practical expedients, which will allow us to not evaluate land easements prior to April 1, 2019: use hindsight in determining the lease term; to not reassess whether current or expired contracts contain leases; to not reassess the lease classification for any expired or existing leases; and to not reassess initial costs. We also expect to elect the optional transition method to record the adoption impact through a cumulative effect adjustment to equity. On April 1, 2018, we adopted ASU No. 2014-09, “Revenue from Contracts with Customers,” using a modified retrospective approach of adoption. ASU No. 2014-09 supersedes previous revenue recognition requirements in Topic 605, “Revenue Recognition,” and includes a five-step revenue recognition model to depict the transfer of goods or services to customers in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services. To achieve this core principle, more judgment and estimates are required within the revenue recognition process than required under Topic 605. In addition, ASU No. 2014-09 requires significantly expanded disclosures related to the nature, timing, amount and uncertainty of revenue and cash flows arising from contracts with customers. See Note 15 for a further discussion of the impact of adoption of ASU No. 2014-09 on our unaudited condensed consolidated financial statements and our revenue recognition policies. On April 1, 2018, we adopted ASU No. 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities.” One of the provisions of ASU No. 2016-01 was to supersede the guidance to classify equity securities with readily determinable fair value into different categories (that is, trading or available-for-sale) and require equity securities to be measured at fair value with changes in fair value recognized through net income. As a result of the adoption, we recorded a cumulative effect adjustment of $1.6 million , moving the unrealized loss from accumulated other comprehensive income to limited partners’ equity. |
Income (Loss) Per Common Unit
Income (Loss) Per Common Unit | 6 Months Ended |
Sep. 30, 2018 | |
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 common units outstanding for the periods indicated: Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 Weighted average common units outstanding during the period: Common units - Basic 122,380,197 121,314,636 121,964,593 120,927,400 Common units - Diluted 122,380,197 121,314,636 121,964,593 120,927,400 For the three months ended September 30, 2018 and 2017 , and the six months ended September 30, 2018 and 2017 , the Performance Awards (as defined herein), warrants, Service Awards (as defined herein) and the Class A Preferred Units (as defined herein) were considered antidilutive. Our income (loss) per common unit is as follows for the periods indicated: Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 (in thousands, except unit and per unit amounts) Loss from continuing operations $ (53,508 ) $ (164,293 ) $ (218,668 ) $ (222,281 ) Less: Continuing operations loss (income) attributable to noncontrolling interests 518 (80 ) 863 (132 ) Net loss from continuing operations attributable to NGL Energy Partners LP (52,990 ) (164,373 ) (217,805 ) (222,413 ) Less: Distributions to preferred unitholders (1) (23,977 ) (16,098 ) (44,134 ) (25,782 ) Less: Continuing operations loss allocated to general partner (2) 42 146 193 181 Less: Repurchase of warrants (3) — — — (349 ) Net loss from continuing operations allocated to common unitholders $ (76,925 ) $ (180,325 ) $ (261,746 ) $ (248,363 ) Income (loss) from discontinued operations attributable to NGL Energy Partners LP, net of tax $ 408,447 $ (9,286 ) $ 404,318 $ (15,005 ) Less: Discontinued operations loss attributable to redeemable noncontrolling interests 48 288 446 685 Less: Discontinued operations (income) loss allocated to general partner (2) (409 ) 8 (405 ) 13 Net income (loss) from discontinued operations allocated to common unitholders $ 408,086 $ (8,990 ) $ 404,359 $ (14,307 ) Net income (loss) allocated to common unitholders $ 331,161 $ (189,315 ) $ 142,613 $ (262,670 ) Basic income (loss) per common unit Loss from continuing operations $ (0.63 ) $ (1.49 ) $ (2.15 ) $ (2.05 ) Income (loss) from discontinued operations, net of tax 3.33 (0.07 ) 3.32 (0.12 ) Net income (loss) $ 2.70 $ (1.56 ) $ 1.17 $ (2.17 ) Diluted income (loss) per common unit Loss from continuing operations $ (0.63 ) $ (1.49 ) $ (2.15 ) $ (2.05 ) Income (loss) from discontinued operations, net of tax 3.33 (0.07 ) 3.32 (0.12 ) Net income (loss) $ 2.70 $ (1.56 ) $ 1.17 $ (2.17 ) Basic weighted average common units outstanding 122,380,197 121,314,636 121,964,593 120,927,400 Diluted weighted average common units outstanding 122,380,197 121,314,636 121,964,593 120,927,400 (1) This amount includes the distribution to preferred unitholders as well as the accretion for the beneficial conversion, as discussed further in Note 10 . (2) Net (income) loss allocated to the general partner includes distributions to which it is entitled as the holder of incentive distribution rights. (3) This amount represents the excess of the repurchase price over the fair value of the warrants, as discussed further in Note 10 . |
Acquisitions
Acquisitions | 6 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions The following summarizes our acquisitions during the six months ended September 30, 2018 : Water Pipeline Company On April 24, 2018, we acquired the remaining 18.375% interest in NGL Water Pipelines, LLC operating in the Delaware Basin portion of the Permian Basin in West Texas for total consideration of approximately $4.0 million . 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 18.375% interest had a carrying value of $3.9 million . Saltwater Water Solutions Facilities During the six months ended September 30, 2018 , we acquired six saltwater disposal facilities (including 15 wells) for total consideration of approximately $116.0 million . As part of these acquisitions, we recorded customer relationship and favorable contract intangible assets whereby we estimated the value of these intangible assets using the income approach, which uses valuation techniques to convert future amounts (for example, cash flows or earnings) to a single present amount (discounted). The measurement is based on the value indicated by current market expectations about those future amounts. We assumed land leases with a royalty component as part of the acquisition of these 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 $1.1 million related to these leases due to the royalty terms being deemed unfavorable. We will amortize this liability based on the volumes processed by the facilities. The agreements for these acquisitions contemplate post-closing payments for certain working capital items. We are accounting for these transactions as business combinations. The following table summarizes the preliminary estimates of the fair values as of September 30, 2018 for the assets acquired and liabilities assumed (in thousands): Property, plant and equipment $ 33,202 Goodwill 58,751 Intangible assets 25,124 Other noncurrent liabilities (1,127 ) Fair value of net assets acquired $ 115,950 As of September 30, 2018 , the allocation of the purchase price is considered preliminary as we are continuing to gather additional information to (i) finalize the fair values of the property, plant and equipment and intangible assets and (ii) calculate additional asset retirement obligations. 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 unaudited condensed consolidated statement of operations since their acquisition date. Our unaudited condensed consolidated statement of operations for the six months ended September 30, 2018 includes revenues of $5.8 million and operating income of $2.5 million that were generated by the operations of these water solutions facilities. We incurred $0.2 million of transaction costs related to these acquisitions during the six months ended September 30, 2018 . These amounts are recorded within general and administrative expenses in our unaudited condensed consolidated statement of operations. During the six months ended September 30, 2018 , we also acquired two disposal wells for total consideration of $9.1 million , which we are accounting for as an acquisition of assets. Freshwater Water Solutions Facilities During the six months ended September 30, 2018 , we acquired a ranch and four freshwater facilities (including 27 wells) and a right-of-way that can be used for pipelines for total consideration of approximately $78.1 million . As part of these acquisitions, we recorded customer relationship and favorable contract intangible assets, whereby we estimated the value of these intangible assets using the income approach, which uses valuation techniques to convert future amounts (for example, cash flows or earnings) to a single present amount (discounted). The measurement is based on the value indicated by current market expectations about those future amounts. As part of one of these acquisitions, a book/tax difference was created and as a result, we have recorded a preliminary noncurrent deferred tax liability of $22.4 million (see Note 2 for a further discussion). We recorded a contingent consideration liability within accrued expenses and other payables and other noncurrent liabilities in our unaudited condensed consolidated balance sheet related to future royalty payments due to the seller. We estimated the contingent consideration based on the contracted royalty rate, which is a flat rate per barrel, multiplied by the expected volumes of freshwater sold. 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 volumes. As of the acquisition date, we recorded a contingent liability of $1.8 million . We assumed land leases with a royalty component as part of the acquisition of certain of these 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 within other noncurrent liabilities of $0.5 million related to these leases due to the royalty terms being deemed unfavorable. We will amortize this liability based on the volumes processed by the facilities. The agreements for these acquisitions contemplate post-closing payments for certain working capital items. We are accounting for these transactions as business combinations. The following table summarizes the preliminary estimates of the fair values as of September 30, 2018 for the assets acquired and liabilities assumed (in thousands): Property, plant and equipment $ 23,787 Goodwill 8,290 Intangible assets 68,624 Investments in unconsolidated entities 2,060 Current liabilities (173 ) Other noncurrent liabilities (24,527 ) Fair value of net assets acquired $ 78,061 As of September 30, 2018 , the allocation of the purchase price is considered preliminary as we are continuing to gather additional information to (i) finalize the fair values of land, other property, plant and equipment, other intangible assets, including water rights and customer relationships, and the investment in the unconsolidated entity and (ii) calculate additional contingent consideration liabilities. We are also engaging a third party valuation firm to assist us in this effort. The noncurrent deferred tax liability is also considered preliminary and will be finalized once the fair value of the assets acquired has been finalized. 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 our service offerings in an oilfield production basin currently serviced by us, thereby enhancing our competitive position as a provider of disposal and other 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 unaudited condensed consolidated statement of operations since their acquisition date. Our unaudited condensed consolidated statement of operations for the six months ended September 30, 2018 includes revenues of $1.2 million and operating income of $0.8 million that were generated by the operations of these water solutions facilities. We incurred $0.8 million of transaction costs related to these acquisitions during the six months ended September 30, 2018 . These amounts are recorded within general and administrative expenses in our unaudited condensed consolidated statement of operations. During the six months ended September 30, 2018 , we also acquired an additional ranch (including 18 freshwater wells) for total consideration of $28.4 million , which we are accounting for as an acquisition of assets. Retail Propane Businesses During the three months ended June 30, 2018, we acquired three retail propane businesses for total consideration of approximately $19.1 million . We accounted for these transactions as business combinations. On July 9, 2018, and in conjunction with the sale of the Retail Propane segment (see Note 1 ), we acquired the remaining 40% interest in Atlantic Propane, LLC, which was part of our Retail Propane segment, for total consideration of approximately $12.8 million . 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. Atlantic Propane, LLC was included in the sale to Superior (see Note 1 ). The assets and liabilities of these retail propane transactions were included in the sale of virtually all of our Retail Propane segment on July 10, 2018 (see Note 14 ). |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Sep. 30, 2018 | |
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: Description Estimated September 30, 2018 March 31, 2018 (in thousands) Natural gas liquids terminal and storage assets 2–30 years $ 235,959 $ 238,487 Pipeline and related facilities 30–40 years 244,127 243,616 Refined products terminal assets and equipment 15–25 years 6,736 6,736 Vehicles and railcars 3–25 years 123,614 121,159 Water treatment facilities and equipment 3–30 years 686,547 601,139 Crude oil tanks and related equipment 2–30 years 211,191 218,588 Barges and towboats 5–30 years 102,988 92,712 Information technology equipment 3–7 years 31,987 30,749 Buildings and leasehold improvements 3–40 years 149,605 147,442 Land 99,876 51,816 Tank bottoms and line fill (1) 20,113 20,118 Other 3–20 years 16,042 11,794 Construction in progress 166,384 77,596 2,095,169 1,861,952 Accumulated depreciation (388,557 ) (343,345 ) Net property, plant and equipment $ 1,706,612 $ 1,518,607 (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. Amounts in the table above do not include property, plant and equipment and accumulated depreciation related to the Retail Propane segment, as these amounts have been classified as assets held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). The following table summarizes depreciation expense and capitalized interest expense for the periods indicated: Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 (in thousands) Depreciation expense $ 25,984 $ 26,142 $ 50,713 $ 50,924 Capitalized interest expense $ 173 $ — $ 322 $ — The table above does not include amounts related to the Retail Propane segment, as these amounts have been classified within discontinued operations in our unaudited condensed consolidated statements of operations (see Note 14 ). We record losses (gains) from the sales of property, plant and equipment and any write-downs in value due to impairment within loss on disposal or impairment of assets, net in our unaudited condensed consolidated statements of operations. The following table summarizes losses (gains) on the disposal or impairment of property, plant and equipment by segment for the periods indicated: Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 (in thousands) Crude Oil Logistics $ 3,367 $ (397 ) $ 1,326 $ (4,029 ) Water Solutions 730 915 3,205 1,439 Liquids 1,004 852 994 852 Total $ 5,101 $ 1,370 $ 5,525 $ (1,738 ) |
Goodwill
Goodwill | 6 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The following table summarizes changes in goodwill by segment during the six months ended September 30, 2018 : Crude Oil Water Liquids Refined Total (in thousands) Balances at March 31, 2018 $ 579,846 $ 424,465 $ 149,169 $ 51,127 $ 1,204,607 Acquisitions (Note 4) — 67,041 — — 67,041 Balances at September 30, 2018 $ 579,846 $ 491,506 $ 149,169 $ 51,127 $ 1,271,648 |
Intangible Assets
Intangible Assets | 6 Months Ended |
Sep. 30, 2018 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible Assets | Intangible Assets Our intangible assets consist of the following at the dates indicated: September 30, 2018 March 31, 2018 Description Amortizable Lives Gross Carrying Accumulated Net Gross Carrying Accumulated Net (in thousands) Amortizable: Customer relationships 3–20 years $ 748,605 $ (354,021 ) $ 394,584 $ 718,763 $ (328,666 ) $ 390,097 Customer commitments 10 years 310,000 (59,417 ) 250,583 310,000 (43,917 ) 266,083 Pipeline capacity rights 30 years 161,785 (19,741 ) 142,044 161,785 (17,045 ) 144,740 Rights-of-way and easements 1–40 years 66,861 (4,341 ) 62,520 63,995 (3,214 ) 60,781 Executory contracts and other agreements 3–30 years 45,730 (15,673 ) 30,057 42,919 (15,424 ) 27,495 Non-compete agreements 2–32 years 12,715 (1,487 ) 11,228 5,465 (706 ) 4,759 Debt issuance costs (1) 5 years 41,772 (27,011 ) 14,761 40,992 (24,593 ) 16,399 Total amortizable 1,387,468 (481,691 ) 905,777 1,343,919 (433,565 ) 910,354 Non-amortizable: Water rights 58,352 — 58,352 — — — Trade names 2,800 — 2,800 2,800 — 2,800 Total non-amortizable 61,152 — 61,152 2,800 — 2,800 Total $ 1,448,620 $ (481,691 ) $ 966,929 $ 1,346,719 $ (433,565 ) $ 913,154 (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. Amounts in the table above do not include intangible assets and accumulated amortization related to the Retail Propane segment, as these amounts have been classified as assets held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). The weighted-average remaining amortization period for intangible assets is approximately 13.4 years . Amortization expense is as follows for the periods indicated: Three Months Ended September 30, Six Months Ended September 30, Recorded In 2018 2017 2018 2017 (in thousands) Depreciation and amortization $ 26,766 $ 27,453 $ 54,082 $ 55,088 Cost of sales 1,384 1,506 2,849 3,091 Interest expense 1,225 1,154 2,418 2,240 Total $ 29,375 $ 30,113 $ 59,349 $ 60,419 Amounts in the table above do not include amortization expense related to the Retail Propane segment, as these amounts have been classified within discontinued operations within our unaudited condensed consolidated statements of operations (see Note 14 ). Expected amortization of our intangible assets is as follows (in thousands): Fiscal Year Ending March 31, 2019 (six months) $ 59,490 2020 117,984 2021 105,797 2022 91,105 2023 80,339 Thereafter 451,062 Total $ 905,777 |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Our long-term debt consists of the following at the dates indicated: September 30, 2018 March 31, 2018 Face Unamortized Book Face Unamortized Book (in thousands) Revolving credit facility: Expansion capital borrowings $ 65,000 $ — $ 65,000 $ — $ — $ — Working capital borrowings 759,000 — 759,000 969,500 — 969,500 Senior unsecured notes: 5.125% Notes due 2019 (2) 353,424 (1,012 ) 352,412 353,424 (1,653 ) 351,771 6.875% Notes due 2021 (2) 367,048 (3,862 ) 363,186 367,048 (4,499 ) 362,549 7.500% Notes due 2023 610,947 (7,712 ) 603,235 615,947 (8,542 ) 607,405 6.125% Notes due 2025 389,135 (5,522 ) 383,613 389,135 (5,951 ) 383,184 Other long-term debt 5,654 — 5,654 5,977 — 5,977 2,550,208 (18,108 ) 2,532,100 2,701,031 (20,645 ) 2,680,386 Less: Current maturities 721,119 (4,874 ) 716,245 646 — 646 Long-term debt $ 1,829,089 $ (13,234 ) $ 1,815,855 $ 2,700,385 $ (20,645 ) $ 2,679,740 (1) Debt issuance costs related to the Revolving Credit Facility are reported within intangible assets, rather than as a reduction of the carrying amount of long-term debt. (2) Amounts are included in current maturities, as discussed further below. Amounts in the table above do not include long-term debt related to the Retail Propane segment, as these amounts have been classified as liabilities held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). Amortization expense for debt issuance costs related to long-term debt in the table above was $1.2 million and $1.6 million during the three months ended September 30, 2018 and 2017 , respectively, and $2.5 million and $3.3 million during the six months ended September 30, 2018 and 2017 , respectively. Expected amortization of debt issuance costs is as follows (in thousands): Fiscal Year Ending March 31, 2019 (six months) $ 5,690 2020 2,749 2021 2,376 2022 2,376 2023 2,376 Thereafter 2,541 Total $ 18,108 Credit Agreement We are party to a $1.765 billion credit agreement (as amended, the “Credit Agreement”) with a syndicate of banks. As of September 30, 2018 , the Credit Agreement includes a revolving credit facility to fund working capital needs, which had a capacity of $1.450 billion for cash borrowings and letters of credit (the “Working Capital Facility”), and a revolving credit facility to fund acquisitions and expansion projects, which had a capacity of $315.0 million (the “Expansion Capital Facility,” and together with the Working Capital Facility, the “Revolving Credit Facility”). Our Revolving Credit Facility allows us to reallocate amounts between the Expansion Capital Facility and Working Capital Facility. During the three months ended September 30, 2018 , we reallocated $150.0 million from the Expansion Capital Facility to the Working Capital Facility. We had letters of credit of $202.3 million on the Working Capital Facility at September 30, 2018 . At September 30, 2018 , the borrowings under the Credit Agreement had a weighted average interest rate of 5.13% , calculated as the weighted average LIBOR rate of 2.17% plus a margin of 2.50% for LIBOR borrowings and the prime rate of 5.25% plus a margin of 1.50% on alternate base rate borrowings. At September 30, 2018 , the interest rate in effect on letters of credit was 2.50% . Commitment fees were charged at a rate ranging from 0.375% to 0.50% on any unused capacity. On July 5, 2018, we amended our Credit Agreement. In the amendment, the lenders consented to, subject to the consummation of the Retail Propane disposition, release NGL Propane, LLC and its wholly-owned subsidiaries from its guaranty and other obligations under the loan documents, among other things. In return, the Partnership agreed to use the net proceeds from the Retail Propane disposition to pay down existing indebtedness no later than five business days after the consummation of the Retail Propane disposition. The following table summarizes the debt covenant levels specified in the Credit Agreement as of September 30, 2018 : Senior Secured Interest Total Leverage Period Beginning Leverage Ratio (1) Leverage Ratio (1) Coverage Ratio (2) Indebtedness Ratio (1) September 30, 2018 4.75 3.25 2.50 — December 31, 2018 4.75 3.25 2.75 — March 31, 2019 and thereafter 4.50 3.25 2.75 6.50 (1) Represents the maximum ratio for the period presented. (2) Represents the minimum ratio for the period presented. At September 30, 2018 , our leverage ratio was approximately 3.69 to 1 , our senior secured leverage ratio was approximately 0.18 to 1 and our interest coverage ratio was approximately 2.67 to 1 . At September 30, 2018 , we were in compliance with the covenants under the Credit Agreement. Senior Unsecured Notes Repurchases The following table summarizes repurchases of Senior Unsecured Notes for the periods indicated: Six Months Ended September 30, 2018 (in thousands) 2023 Notes Notes repurchased $ 5,000 Cash paid (excluding payments of accrued interest) $ 5,069 Loss on early extinguishment of debt (1) $ (137 ) (1) Loss on the early extinguishment of debt for the 2023 Notes during the six months ended September 30, 2018 is inclusive of the write off of debt issuance costs of $0.1 million . The loss is reported within gain (loss) on early extinguishment of liabilities, net within our unaudited condensed consolidated statement of operations. On October 16, 2018, we redeemed all of our outstanding 6.875% Senior Unsecured Notes that were due to mature on October 15, 2021. The registered holders received a redemption payment of 101.719% of the principal amount, plus accrued and unpaid interest, which equaled $0.19 per $1,000 of the redeemed notes . The final semiannual interest payment on the 6.875% Senior Unsecured Notes was made on October 15, 2018, to the holders of record at the close of business on October 1, 2018. We used amounts available under our Revolving Credit Facility to fund the redemption. At September 30, 2018 , we were in compliance with the covenants under the indentures for all of the Senior Unsecured Notes . Other Long-Term Debt We have other notes payable related to equipment financing. The interest rates on these instruments range from 4.13% to 7.10% per year and have an aggregate principal balance of $5.7 million at September 30, 2018 . Debt Maturity Schedule The scheduled maturities of our long-term debt are as follows at September 30, 2018 : Fiscal Year Ending March 31, Revolving Senior Unsecured Notes Other Total (in thousands) 2019 (six months) $ — $ 367,048 $ 323 $ 367,371 2020 — 353,424 648 354,072 2021 — — 4,683 4,683 2022 824,000 — — 824,000 2023 — — — — Thereafter — 1,000,082 — 1,000,082 Total $ 824,000 $ 1,720,554 $ 5,654 $ 2,550,208 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Contingencies In August 2015, LCT Capital, LLC (“LCT”) filed a lawsuit against NGL Energy Holdings LLC (the “GP”) and the Partnership seeking payment for investment banking services relating to the purchase of TransMontaigne Inc. and related assets in July 2014. After pre-trial rulings, LCT was limited to pursuing claims of (i) quantum meruit (the value of the services rendered by LCT) and (ii) fraudulent misrepresentation against the defendants. Following a jury trial conducted in Delaware state court from July 23, 2018 through August 1, 2018, the jury returned a verdict consisting of an award of $4.0 million for quantum meruit and $29.0 million for fraudulent misrepresentation, subject to statutory interest. The GP and the Partnership contend that the jury verdict, at least in respect of fraudulent misrepresentation, is not supportable by either controlling law or the evidentiary record. Both defendants have a pending motion for judgment as a matter of law on the fraudulent misrepresentation claim and plan to file post-verdict motions as appropriate before the trial court, and, if need be, will file an appeal to the Delaware Supreme Court. It is our position that the awards, even if they each stand, are not cumulative. Any allocation of the ultimate verdict award between the GP and the Partnership will be made by the board of directors once all information is available to it and after the post-trial and any appellate process has run its course and the verdict is final as a matter of law. Because the Partnership is a named defendant in the lawsuit, and any judgment ultimately awarded would be joint and several with the GP, we have determined that it is probable that the Partnership could be liable for a portion of this judgment. At this time, we believe the amount that could be allocated to the Partnership would not be material as it is estimated to be less than $4.0 million . As of September 30, 2018, we have accrued $2.5 million related to this matter. We are party to various other claims, legal actions, and complaints arising in the ordinary course of business. In the opinion of our management, the ultimate resolution of these other 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. Environmental Matters At September 30, 2018 , we have an environmental liability, measured on an undiscounted basis, of $2.4 million , which is recorded within accrued expenses and other payables in our unaudited condensed 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. In 2015, as previously disclosed, the U.S. Environmental Protection Agency (“EPA”) informed NGL Crude Logistics, LLC, formerly known as Gavilon, LLC (“Gavilon Energy”), of alleged violations that occurred 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. On May 24, 2017, the court denied our motion to dismiss. Subsequently, the EPA filed a second amended complaint seeking an order declaring Western Dubuque’s RINs invalid, an order requiring us to retire an equivalent number of valid RINs and an award against us of statutory civil penalties. In May 2018, the parties completed briefing on cross-motions for summary judgment concerning liability issues in the case. On July 3, 2018, the Court denied our summary judgment motion and largely granted the plaintiff’s two summary judgment motions on liability. On July 19, 2018, Gavilon Energy reached an agreement in principle with the EPA regarding the terms of a settlement of the case, which was memorialized in a consent decree lodged to the Court on September 27, 2018. Such terms will result in Gavilon Energy paying cash of $25.0 million and retiring 36 million renewable identification numbers, or RINs, over a twelve-month period. The consent decree was approved by the Court on November 8, 2018. The consent decree resolves all matters between Gavilon Energy and the EPA in connection with the above-described complaint. As of September 30, 2018, we have an accrual, which is included within accrued expenses and other payables in our unaudited condensed consolidated balance sheet, of $34.2 million . The change in the amount of the accrual as of June 30, 2018 was the result of declining RIN values. 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 unaudited condensed consolidated balance sheets (in thousands): Balance at March 31, 2018 $ 9,133 Liabilities incurred 301 Liabilities assumed in acquisitions 28 Liabilities settled (309 ) Accretion expense 305 Balance at September 30, 2018 $ 9,458 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 September 30, 2018 (in thousands): Fiscal Year Ending March 31, 2019 (six months) $ 62,135 2020 118,248 2021 98,231 2022 72,286 2023 52,266 Thereafter 47,579 Total $ 450,745 Rental expense relating to operating leases was $26.7 million and $31.8 million during the three months ended September 30, 2018 and 2017 , respectively, and $54.6 million and $62.5 million for the six months ended September 30, 2018 and 2017 , respectively. Amounts do not include rental expense associated with the Retail Propane segment, as these amounts have been classified within discontinued operations within our unaudited condensed consolidated statements of operations (see Note 14 ). Pipeline Capacity Agreements We have executed noncancelable agreements with crude oil 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 have the ability to recover minimum shipping fees previously paid if our shipping volumes exceed the minimum monthly shipping commitment during each month remaining under the agreement, with some contracts containing provisions that allow us to continue shipping up to six months after the maturity date of the contract in order to recapture previously paid minimum shipping delinquency fees. We currently have an asset recorded in other noncurrent assets in our unaudited condensed consolidated balance sheet for minimum shipping fees paid in both the current and previous periods that are expected to be recovered in future periods by exceeding the minimum monthly volumes (see Note 2 ). The following table summarizes future minimum throughput payments under these agreements at September 30, 2018 (in thousands): Fiscal Year Ending March 31, 2019 (six months) $ 27,043 2020 44,281 Total $ 71,324 Of the total future minimum throughput payments in the table above, a third party has agreed to assume all rights and privileges and to be fully responsible for any minimum shipping fees due for actual shipments that are less than our allotted capacity related to $14.3 million of the fiscal year 2019 (six months) amount and $28.7 million of the fiscal year 2020 amount under a definitive agreement we signed during the three months ended June 30, 2018 (see Note 13 ). 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 September 30, 2018 , we had the following commodity purchase commitments (in thousands): Crude Oil (1) Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Purchase Commitments: 2019 (six months) $ 73,144 1,073 $ 20,549 24,477 2020 — — 787 1,008 Total $ 73,144 1,073 $ 21,336 25,485 Index-Price Commodity Purchase Commitments: 2019 (six months) $ 1,011,839 14,838 $ 635,900 579,243 2020 806,980 12,637 31,649 36,680 2021 559,574 9,324 — — 2022 441,459 7,734 — — 2023 303,144 5,482 — — Thereafter 220,893 4,110 — — Total $ 3,343,889 54,125 $ 667,549 615,923 (1) Our crude oil index-price purchase commitments exceed our crude oil index-price sales commitments (presented below) due primarily to our long-term purchase commitments for crude oil that we purchase and ship on the Grand Mesa Pipeline. As these purchase commitments are deliver-or-pay contracts, we have not entered into corresponding long-term sales contracts for volumes we may not receive. At September 30, 2018 , we had the following commodity sale commitments (in thousands): Crude Oil Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Sale Commitments: 2019 (six months) $ 74,074 1,073 $ 161,906 152,611 2020 — — 3,417 3,583 2021 — — 90 90 Total $ 74,074 1,073 $ 165,413 156,284 Index-Price Commodity Sale Commitments: 2019 (six months) $ 1,218,344 16,863 $ 856,476 671,254 2020 222,865 3,095 24,385 21,073 Total $ 1,441,209 19,958 $ 880,861 692,327 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 11 ) 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 unaudited condensed consolidated balance sheet and are not included in the tables above. These contracts are included in the derivative disclosures in Note 11 , and represent $80.2 million of our prepaid expenses and other current assets and $69.8 million of our accrued expenses and other payables at September 30, 2018 . |
Equity
Equity | 6 Months Ended |
Sep. 30, 2018 | |
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 and obligations. General Partner Contributions In connection with the issuance of common units for the vesting of restricted units and the warrants that were exercised for common units during the six months ended September 30, 2018 , we issued 2,271 notional units to our general partner for less than $0.1 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 up to $200.0 million of common units. We did not issue any common units under the ATM Program during the six months ended September 30, 2018 , and approximately $134.7 million remained available for sale under the ATM Program at September 30, 2018 . Our Distributions The following table summarizes distributions declared on our common units during the last three quarters: Date Declared Record Date Payment Date Amount Per Unit Amount Paid/Payable to Limited Partners Amount Paid/Payable to General Partner (in thousands) (in thousands) April 24, 2018 May 7, 2018 May 15, 2018 $ 0.3900 $ 47,374 $ 82 July 24, 2018 August 8, 2018 August 14, 2018 $ 0.3900 $ 47,600 $ 82 October 23, 2018 November 8, 2018 November 14, 2018 $ 0.3900 $ 48,260 $ 83 Class A Convertible Preferred Units On April 21, 2016, we received net proceeds of $235.0 million (net of offering costs of $5.0 million ) in connection with the issuance of 19,942,169 Class A Convertible Preferred Units (“Class A Preferred Units”) and 4,375,112 warrants. We allocated the net proceeds on a relative fair value basis to the Class A Preferred Units, which includes the value of a beneficial conversion feature, and warrants. Accretion for the beneficial conversion feature, recorded as a deemed distribution, was $12.8 million and $4.0 million during the three months ended September 30, 2018 and 2017 , respectively, and $21.8 million and $7.2 million during the six months ended September 30, 2018 and 2017 , respectively. The holders of the warrants may exercise 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 and the final one-third of the warrants from and after the third anniversary. The warrants have an exercise price of $0.01 and an eight year term. We repurchased 1,229,575 unvested warrants for a total purchase price of $15.0 million on April 26, 2018. During the six months ended September 30, 2018 , 228,797 warrants were exercised for common units and we received proceeds of less than $0.1 million . As of September 30, 2018 , we had 1,458,371 warrants outstanding. We pay a cumulative, quarterly distribution in arrears at an annual rate of 10.75% on the Class A Preferred Units to the extent declared by the board of directors of our general partner. The following table summarizes distributions declared on our Class A Preferred Units during the last three quarters: Amount Paid/Payable to Class A Date Declared Payment Date Preferred Unitholders (in thousands) April 24, 2018 May 15, 2018 $ 6,449 July 24, 2018 August 14, 2018 $ 6,449 October 23, 2018 November 14, 2018 $ 6,449 Class B Preferred Units On June 13, 2017, we issued 8,400,000 of our 9.00% Class B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (“Class B Preferred Units”) representing limited partner interests at a price of $25.00 per unit for net proceeds of $202.7 million (net of the underwriters’ discount of $6.6 million and offering costs of $0.7 million ). The current distribution rate for the Class B Preferred Units is 9.0% per year of the $25.00 liquidation preference per unit (equal to $2.25 per unit per year). The following table summarizes distributions declared on our Class B Preferred Units during the last three quarters: Amount Paid to Class B Date Declared Record Date Payment Date Preferred Unitholders (in thousands) March 19, 2018 April 2, 2018 April 16, 2018 $ 4,725 June 19, 2018 July 2, 2018 July 16, 2018 $ 4,725 September 12, 2018 October 1, 2018 October 15, 2018 $ 4,725 The distribution amount paid on October 15, 2018 is included in accrued expenses and other payables in our unaudited condensed consolidated balance sheet at September 30, 2018 . 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 both awards that: (i) vest contingent on the continued service of the recipients through the vesting date (the “Service Awards”) and (ii) vest 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”). The following table summarizes the Service Award activity during the six months ended September 30, 2018 : Unvested Service Award units at March 31, 2018 2,278,875 Units granted 1,820,176 Units vested and issued (2,044,601 ) Units forfeited (179,500 ) Unvested Service Award units at September 30, 2018 1,874,950 In connection with the vesting of certain restricted units during the six months ended September 30, 2018 , we canceled 4,661 of the newly-vested common units in satisfaction of $0.1 million of employee tax liability paid by us. Pursuant to the terms of the LTIP, these canceled units are available for future grants under the LTIP. The following table summarizes the scheduled vesting of our unvested Service Award units at September 30, 2018 : Fiscal Year Ending March 31, 2019 (six months) 598,925 2020 919,475 2021 355,050 2022 1,500 Total 1,874,950 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 three months ended September 30, 2018 and 2017 , we recorded compensation expense related to Service Award units of $2.4 million and $3.3 million , respectively. During the six months ended September 30, 2018 and 2017 , we recorded compensation expense related to Service Awards units of $5.1 million and $8.6 million , respectively. Of the restricted units granted and vested during the six months ended September 30, 2018 , 1,745,801 units were granted as a bonus for performance during the fiscal year ended March 31, 2018 . The total amount of these bonus payments were $20.4 million , of which we had accrued $6.3 million as of March 31, 2018 . The following table summarizes the estimated future expense we expect to record on the unvested Service Award units at September 30, 2018 (in thousands): Fiscal Year Ending March 31, 2019 (six months) $ 6,396 2020 6,199 2021 1,988 2022 7 Total $ 14,590 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 September 30, 2018 , performance will be measured over the following periods: Vesting Date of Tranche Performance Period for Tranche July 1, 2019 July 1, 2016 through June 30, 2019 July 1, 2020 July 1, 2017 through June 30, 2020 The following table summarizes the Performance Award activity during the six months ended September 30, 2018 : Unvested Performance Award units at March 31, 2018 917,000 Units forfeited (415,500 ) Unvested Performance Award units at September 30, 2018 501,500 During the July 1, 2015 through June 30, 2018 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 Performance Award units vested on July 1, 2018 and performance units with the July 1, 2018 vesting date 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 will terminate, expire and otherwise be forfeited by the participants. During the three months ended September 30, 2018 and 2017 , we recorded compensation expense related to Performance Award units of $0.6 million and $1.3 million , respectively. During the six months ended September 30, 2018 and 2017 , we recorded compensation expense related to Performance Awards units of $1.8 million and $3.4 million , respectively. The following table summarizes the estimated future expense we expect to record on the unvested Performance Award units at September 30, 2018 (in thousands): Fiscal Year Ending March 31, 2019 (six months) $ 1,565 2020 1,738 2021 345 Total $ 3,648 The LTIP provides that units allocated to satisfy tax withholding obligations are not deemed to reduce availability for awards under the LTIP. Following a review of the LTIP, the Compensation Committee of the board of directors determined that units vested after July 1, 2016 were inadvertently counted as a reduction to the Partnership’s LTIP reserve. Accordingly, after making the adjustments as provided for in the LTIP, as of September 30, 2018 , there are approximately 3.1 million units remaining available for issuance under the LTIP. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Sep. 30, 2018 | |
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 unaudited condensed consolidated balance sheet at the dates indicated: September 30, 2018 March 31, 2018 Derivative Derivative Derivative Derivative (in thousands) Level 1 measurements $ 11,524 $ (62,823 ) $ 5,093 $ (20,186 ) Level 2 measurements 80,348 (76,979 ) 48,752 (54,410 ) 91,872 (139,802 ) 53,845 (74,596 ) Netting of counterparty contracts (1) (11,524 ) 11,524 (2,922 ) 2,922 Net cash collateral (held) provided (2,735 ) 51,298 (1,762 ) 17,263 Commodity derivatives $ 77,613 $ (76,980 ) $ 49,161 $ (54,411 ) (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 unaudited condensed consolidated balance sheets at the dates indicated: September 30, 2018 March 31, 2018 (in thousands) Prepaid expenses and other current assets $ 77,613 $ 49,161 Accrued expenses and other payables (75,575 ) (51,039 ) Other noncurrent liabilities (1,405 ) (3,372 ) Net commodity derivative asset (liability) $ 633 $ (5,250 ) 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 September 30, 2018: Crude oil fixed-price (1) October 2018–December 2020 (3,681 ) $ (30,661 ) Propane fixed-price (1) October 2018–March 2020 676 5,606 Refined products fixed-price (1) October 2018–January 2020 (4,595 ) (24,225 ) Other October 2018–March 2022 1,350 (47,930 ) Net cash collateral provided 48,563 Net commodity derivative asset $ 633 At March 31, 2018: Cross-commodity (2) April 2018–March 2019 155 $ (430 ) Crude oil fixed-price (1) April 2018–December 2019 (1,376 ) (8,960 ) Crude oil index (1) April 2018–April 2018 (10 ) (6 ) Propane fixed-price (1) April 2018–February 2019 14 1,849 Refined products fixed-price (1) April 2018–January 2020 (5,419 ) (17,081 ) Refined products index (1) April 2018–April 2018 (4 ) (17 ) Other April 2018–March 2022 3,894 (20,751 ) Net cash collateral provided 15,501 Net commodity derivative liability $ (5,250 ) (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. Amounts in the table above do not include commodity derivative contract positions related to the Retail Propane segment, as these amounts have been classified as assets held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). During the three months and six months ended September 30, 2018 , we recorded net losses of $36.3 million and $89.0 million , respectively, from our commodity derivatives to cost of sales in our unaudited condensed consolidated statements of operations. During the three months and six months ended September 30, 2017 , we recorded net losses of $71.2 million and $34.6 million , respectively, from our commodity derivatives to cost of sales in our unaudited condensed consolidated statements of operations. Credit Risk We have credit policies that we believe minimize our overall credit risk, including an evaluation of potential counterparties’ financial condition (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 September 30, 2018 , 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 unaudited condensed 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 September 30, 2018 , we had $0.8 billion of outstanding borrowings under our Revolving Credit Facility at a weighted average interest rate of 5.13% . Fair Value of Fixed-Rate Notes The following table provides fair value estimates of our fixed-rate notes at September 30, 2018 (in thousands): Senior Unsecured Notes: 5.125% Notes due 2019 $ 355,571 6.875% Notes due 2021 $ 374,316 7.500% Notes due 2023 $ 615,911 6.125% Notes due 2025 $ 367,129 For the Senior Unsecured 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 | 6 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Segments | Segments The following table summarizes revenues related to our segments. Revenues for reporting periods beginning after April 1, 2018 are presented under Topic 606 (see Note 15 for a further discussion), while prior periods are not adjusted and continue to be reported under the accounting standard in effect for those periods. 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. The table below does not include amounts related to the Retail Propane segment, as these amounts has been classified within discontinued operations in our unaudited condensed consolidated statements of operations (see Note 14 ). Three Months Ended September 30, Six Months Ended September 30, 2018 2017 (1) 2018 2017 (1) (in thousands) Revenues: Crude Oil Logistics: Topic 606 revenues Crude oil sales $ 825,571 $ 410,274 $ 1,582,082 $ 890,559 Crude oil transportation and other 38,483 29,315 67,029 56,301 Non-Topic 606 revenues 3,084 — 6,382 — Elimination of intersegment sales (7,084 ) (2,567 ) (11,609 ) (4,923 ) Total Crude Oil Logistics revenues 860,054 437,022 1,643,884 941,937 Water Solutions: Topic 606 revenues Disposal service fees 58,099 35,282 112,103 68,603 Sale of recovered hydrocarbons 18,348 10,446 38,726 20,406 Freshwater revenues 788 — 1,288 — Other service revenues 2,516 5,304 3,767 8,990 Non-Topic 606 revenues 13 — 25 — Total Water Solutions revenues 79,764 51,032 155,909 97,999 Liquids: Topic 606 revenues Propane sales 234,892 193,588 421,381 330,448 Butane sales 145,847 111,545 259,047 179,777 Other product sales 168,496 102,409 320,301 186,712 Service revenues 4,222 3,928 9,893 9,940 Non-Topic 606 revenues 5,795 — 10,192 — Elimination of intersegment sales (8,810 ) (300 ) (10,475 ) (1,682 ) Total Liquids revenues 550,442 411,170 1,010,339 705,195 Refined Products and Renewables: Topic 606 revenues Refined products sales 1,460,494 2,874,268 2,888,706 5,647,875 Renewables sales — 102,964 — 213,930 Service fees and other revenues — 50 — 168 Non-Topic 606 revenues 3,703,288 — 6,799,483 — Elimination of intersegment sales — (76 ) — (130 ) Total Refined Products and Renewables revenues 5,163,782 2,977,206 9,688,189 5,861,843 Corporate and Other: Non-Topic 606 revenues 371 246 747 407 Elimination of intersegment sales 221 — — — Total Corporate and Other revenues 592 246 747 407 Total revenues $ 6,654,634 $ 3,876,676 $ 12,499,068 $ 7,607,381 (1) We adopted ASC 606 as of April 1, 2018. Revenue reported in fiscal year 2018 is recorded under the ASC 605 guidance. The following table summarizes depreciation and amortization expense and operating income (loss) by segment for the periods indicated. Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 (in thousands) Depreciation and Amortization: Crude Oil Logistics $ 18,870 $ 20,958 $ 38,099 $ 41,793 Water Solutions 26,342 25,253 51,651 49,261 Liquids 6,459 6,141 12,927 12,471 Refined Products and Renewables 320 324 641 648 Corporate and Other 759 919 1,477 1,839 Total depreciation and amortization $ 52,750 $ 53,595 $ 104,795 $ 106,012 Operating Income (Loss): Crude Oil Logistics $ 31,022 $ 1,196 $ (68,716 ) $ 5,553 Water Solutions 9,770 (7,548 ) 10,739 (8,702 ) Liquids 10,758 (118,107 ) 13,381 (126,879 ) Refined Products and Renewables (29,507 ) 21,042 (485 ) 35,538 Corporate and Other (35,352 ) (16,459 ) (52,782 ) (34,185 ) Total operating loss $ (13,309 ) $ (119,876 ) $ (97,863 ) $ (128,675 ) 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. Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 (in thousands) Crude Oil Logistics $ 7,150 $ 4,663 $ 15,532 $ 11,721 Water Solutions 217,073 15,035 347,495 34,440 Liquids 389 1,138 1,381 1,680 Corporate and Other 267 440 598 709 Total $ 224,879 $ 21,276 $ 365,006 $ 48,550 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: September 30, 2018 March 31, 2018 (in thousands) Long-lived assets, net: Crude Oil Logistics $ 1,608,946 $ 1,638,558 Water Solutions 1,615,443 1,256,143 Liquids (1) 486,426 501,302 Refined Products and Renewables 205,511 208,849 Corporate and Other 28,863 31,516 Total $ 3,945,189 $ 3,636,368 (1) Includes $0.5 million and $0.6 million of non-US long-lived assets at September 30, 2018 and March 31, 2018 , respectively. September 30, 2018 March 31, 2018 (in thousands) Total assets: Crude Oil Logistics $ 2,280,061 $ 2,285,813 Water Solutions 1,708,333 1,323,171 Liquids (1) 889,913 717,690 Refined Products and Renewables 1,415,931 1,204,633 Corporate and Other 91,201 102,211 Assets held for sale — 517,604 Total $ 6,385,439 $ 6,151,122 (1) Includes $42.5 million and $27.5 million of non-US total assets at September 30, 2018 and March 31, 2018 , respectively. |
Transactions with Affiliates
Transactions with Affiliates | 6 Months Ended |
Sep. 30, 2018 | |
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 unaudited condensed consolidated statements of operations. We also lease crude oil storage from SemGroup. We purchase ethanol from E Energy Adams, LLC, an equity method investee, in which we previously held an ownership interest. We sold our interest in E Energy Adams, LLC on May 3, 2018 (see Note 2 ). These transactions are reported within cost of sales in our unaudited condensed consolidated statements of operations. The following table summarizes these related party transactions for the periods indicated: Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 (in thousands) Sales to SemGroup $ 549 $ 107 $ 669 $ 230 Purchases from SemGroup $ 317 $ 1,911 $ 1,337 $ 2,928 Sales to equity method investees $ — $ 98 $ — $ 196 Purchases from equity method investees $ — $ 20,563 $ — $ 48,469 Sales to entities affiliated with management $ 10,136 $ 57 $ 15,416 $ 140 Purchases from entities affiliated with management $ 82,599 $ 1,150 $ 159,133 $ 1,347 Accounts receivable from affiliates consist of the following at the dates indicated: September 30, 2018 March 31, 2018 (in thousands) Receivables from SemGroup $ 4,245 $ 49 Receivables from NGL Energy Holdings LLC 7,300 4,693 Receivables from equity method investees — 6 Receivables from entities affiliated with management 6,343 24 Total $ 17,888 $ 4,772 Accounts payable to affiliates consist of the following at the dates indicated: September 30, 2018 March 31, 2018 (in thousands) Payables to SemGroup $ 4,155 $ — Payables to equity method investees — 8 Payables to entities affiliated with management 38,643 1,246 Total $ 42,798 $ 1,254 At March 31, 2018 , we had a loan receivable from Victory Propane, an equity method investee (see Note 2 ), of $1.2 million . See below for a further discussion regarding Victory Propane. Other Related Party Transactions Repurchase of Warrants On April 26, 2018, we repurchased outstanding warrants, as discussed further in Note 10 , from funds managed by Oaktree Capital Management, L.P., who are represented on the board of directors of our general partner. Agreement with WPX Energy Marketing, LLC (“WPX”) During the three months ended June 30, 2018, we entered into a definitive agreement with WPX. Under this agreement, we agreed to provide WPX the benefit of our minimum shipping fees or deficiency credits (fees paid in previous periods that were in excess of the volumes actually shipped) totaling $67.7 million at the time of the transaction (as discussed further in Note 2 ), which can be utilized for volumes shipped that exceed the minimum monthly volume commitment in subsequent periods. As a result, we wrote-off these minimum shipping fees included within other noncurrent assets in our unaudited condensed consolidated balance sheet (see Note 2 ) and recorded a loss within loss on disposal or impairment of assets, net in our unaudited condensed consolidated statement of operations. We also agreed that we would only ship crude oil that we are required to purchase from WPX in utilizing our allotted capacity on these pipelines and they agreed to be fully responsible to us for all deficiency payments (money due when our actual shipments are less than our allotted capacity) for the remaining term of our contract, which totals $50.3 million (as discussed further in Note 9 ). As consideration for this transaction, we paid WPX a net $35.3 million , which we have recorded as a loss within loss on disposal or impairment of assets, net in our unaudited condensed consolidated statement of operations. A member of the board of directors of our general partner is also an executive of WPX. Victory Propane As the sale of virtually all of our Retail Propane business to Superior (see Note 1 ) included the Michigan assets we acquired from Victory Propane during the three months ended December 31, 2017, we were able to recognize our proportionate share of the gain recognized by Victory Propane. As a result, we were able to reverse our proportionate share of their losses that had been recorded against the balance of the loan receivable and write up the value of our investment in Victory Propane to $0.8 million . On August 14, 2018, we sold our 50% interest in Victory Propane to Victory Propane LLC. As consideration, we received a promissory note in the amount of $3.4 million , which encompassed the purchase price for our 50% interest plus the outstanding balance of the loan receivable of $2.6 million as of the date of the transaction. The promissory note bears no interest and matures on July 31, 2023. We discounted the promissory note to its net present value of $2.6 million , with the amount of the reduction in the value of the promissory note recorded as a loss within loss on disposal or impairment of assets, net in our unaudited condensed consolidated statement of operations. This was the final transaction in exiting the retail propane business and was considered to be inconsequential by management. As a result of the sale, Victory Propane is no longer considered a related party. |
Assets, Liabilities and Redeema
Assets, Liabilities and Redeemable Noncontrolling Interest Held for Sale and Discontinued Operations | 6 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets, Liabilities and Redeemable Noncontrolling Interest Held for Sale and Discontinued Operations | Assets, Liabilities and Redeemable Noncontrolling Interest Held for Sale and Discontinued Operations As discussed in Note 1 , as of June 30, 2018, we met the criteria for classifying the assets, liabilities and redeemable noncontrolling interest of our Retail Propane segment as held for sale and the operations as discontinued. On July 10, 2018, we completed the sale of virtually all of our Retail Propane segment to Superior and on August 14, 2018, we sold our previously held interest in Victory Propane, see Note 1 for a further discussion. The following table summarizes the major classes of assets, liabilities and redeemable noncontrolling interest classified as held for sale at March 31, 2018 (in thousands): Assets Held for Sale Cash and cash equivalents $ 4,113 Accounts receivable-trade, net 45,924 Inventories 13,250 Prepaid expenses and other current assets 2,796 Property, plant and equipment, net 201,340 Goodwill 107,951 Intangible assets, net 141,328 Other assets 902 Total assets held for sale $ 517,604 Liabilities and Redeemable Noncontrolling Interest Held for Sale Accounts payable-trade $ 7,790 Accrued expenses and other payables 6,583 Advance payments received from customers 12,842 Current maturities of long-term debt 2,550 Long-term debt, net 2,888 Redeemable noncontrolling interest 9,927 Total liabilities and redeemable noncontrolling interest held for sale $ 42,580 The following table summarizes the results of operations from discontinued operations related to the Retail Propane segment for the periods indicated: Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 (in thousands) Revenues $ 4,186 $ 64,723 $ 70,859 $ 131,803 Cost of sales 2,262 31,320 36,758 60,956 Operating expenses 2,327 28,201 27,168 56,842 General and administrative expense 193 2,322 2,589 4,928 Depreciation and amortization — 11,613 8,706 23,075 (Gain) loss on disposal or impairment of assets, net (1) (407,837 ) 493 (407,383 ) 1,096 Operating income (loss) from discontinued operations 407,241 (9,226 ) 403,021 (15,094 ) Equity in earnings (loss) of unconsolidated entities 1,298 (142 ) 1,183 (245 ) Interest expense — (115 ) (125 ) (237 ) Other income, net 33 259 364 636 Income (loss) from discontinued operations before taxes (2) 408,572 (9,224 ) 404,443 (14,940 ) Income tax expense (125 ) (62 ) (125 ) (65 ) Income (loss) from discontinued operations, net of tax $ 408,447 $ (9,286 ) $ 404,318 $ (15,005 ) (1) Amounts for the three months and six months ended September 30, 2018 include a gain of $408.6 million on the sale of virtually all of our remaining Retail Propane segment to Superior on July 10, 2018, partially offset by a loss of $1.3 million on the sale of a portion of our Retail Propane segment to DCC on March 30, 2018 related to a working capital adjustment. (2) Includes losses attributable to redeemable noncontrolling interest of less than $0.1 million and $0.3 million for the three months ended September 30, 2018 and 2017 , respectively, and $0.4 million and $0.7 million for the six months ended September 30, 2018 and 2017 , respectively. Continuing Involvement We have commitments to sell up to 77.9 million gallons of propane, valued at $88.7 million (based on the contract price) to Superior and DCC, the purchasers of the Retail Propane segment, through September 2019. During the three months and six months ended September 30, 2018 , we received a combined $12.7 million and $15.7 million , respectively, from Superior and DCC for propane sold to them during the period. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 6 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer | Revenue from Contracts with Customers Impact of Adoption We adopted Topic 606 on April 1, 2018, using the modified retrospective method. Revenues for reporting periods beginning after April 1, 2018 are presented under Topic 606, while prior periods are not adjusted and continue to be reported under the accounting standard in effect for those periods. We recorded an increase to the beginning balance of equity as of April 1, 2018, due to the cumulative impact of adopting the standard, as discussed further below. Based on our evaluation, we anticipate that from time to time, differences in the timing of revenues earned and our right to invoice customers may create contract assets or liabilities. These differences in timing would be the result of contracts that contain minimum volume commitments and tiered pricing provisions, primarily within our Water Solutions segment. In addition, we completed the process of implementing appropriate changes to our business processes, systems and controls to support recognition and disclosure under this standard. Furthermore, under this standard we made an accounting policy election to exclude from the measurement of the transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction that we collect from a customer. As discussed previously, we deferred a portion of the gain related to the sale of our general partner interest in TransMontaigne Partners L.P., of which the current portion was recorded in accrued expenses and other payables and the long-term portion was recorded in other noncurrent liabilities at March 31, 2018 within our unaudited condensed consolidated balance sheet. As this transaction was accounted for under the real estate guidance in ASC 360-20, Property, Plant and Equipment, we had been amortizing the gain over the life of the related lease agreements. Upon adoption of ASU No. 2014-09 and ASU No. 2017-05, we determined that this transaction should be accounted for under the guidance of ASC 810-10-40 and utilizing the modified retrospective approach of adoption, the deferred gain as of March 31, 2018 of $139.3 million was recognized in the beginning balance of retained earnings as part of our cumulative effect adjustment at April 1, 2018. The following tables summarize the impact of adoption on our unaudited condensed consolidated balance sheet at September 30, 2018 and our unaudited condensed consolidated statements of operations for the three months and six months ended September 30, 2018 : Unaudited Condensed Consolidated Balance Sheet September 30, 2018 As Reported Balances Without Adoption of ASU No. 2014-09 Effect of Change Increase/(Decrease) (in thousands) Accrued expenses and other payables $ 267,296 $ 30,113 $ 237,183 Other noncurrent liabilities $ 86,396 $ 94,137 $ (7,741 ) Equity: General partner $ (50,613 ) $ (50,737 ) $ 124 Limited partners $ 2,046,621 $ 1,922,495 $ 124,126 Unaudited Condensed Consolidated Statement of Operations Three Months Ended September 30, 2018 As Reported Balances Without Adoption of ASU No. 2014-09 Effect of Change Increase/(Decrease) (in thousands) Loss (gain) on disposal or impairment of assets, net $ 5,988 $ (1,540 ) $ 7,528 Operating loss $ (13,309 ) $ (5,781 ) $ (7,528 ) Net income $ 354,939 $ 362,467 $ (7,528 ) Unaudited Condensed Consolidated Statement of Operations Six Months Ended September 30, 2018 As Reported Balances Without Adoption of ASU No. 2014-09 Effect of Change Increase/(Decrease) (in thousands) Loss on disposal or impairment of assets, net $ 107,323 $ 92,267 $ 15,056 Operating loss $ (97,863 ) $ (82,807 ) $ (15,056 ) Net income $ 185,650 $ 200,706 $ (15,056 ) Prior to April 1, 2018, we recognized revenue for services and products when all of the following criteria were met under Topic 605: (i) either services have been rendered or products have been delivered or sold; (ii) persuasive evidence of an arrangement existed; (iii) the price for services was fixed or determinable; and (iv) collectibility was reasonably assured. We recorded deferred revenue when we received amounts from our customers but had not yet met the criteria listed above. We recognized deferred revenue in our consolidated statement of operations when the criteria had been met and all services had been rendered. Effective April 1, 2018, we recognize revenue for services and products under revenue contracts as our obligations to either perform services or deliver or sell products under the contracts are satisfied. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. A contract’s transaction price is allocated to each distinct performance obligation in the contract and is recognized as revenue when, or as, the performance obligation is satisfied. Our revenue contracts in scope under ASU No. 2014-09 primarily have a single performance obligation. The evaluation of when performance obligations have been satisfied and the transaction price that is allocated to our performance obligations requires significant judgment and assumptions, including our evaluation of the timing of when control of the underlying good or service has transferred to our customers and the relative stand-alone selling price of goods and services provided to customers under contracts with multiple performance obligations. Actual results can vary from those judgments and assumptions. We do not have any material contracts with multiple performance obligations or under which we receive material amounts of non-cash consideration at March 31, 2018. Our costs to obtain or fulfill our revenue contracts were not material as of September 30, 2018 . The majority of our revenue agreements are within scope under ASU No. 2014-09 and the remainder of our revenue comes from contracts that are accounted for as derivatives under ASC 815 or that contain nonmonetary exchanges or leases and are in scope under Topics 845 and 840, respectively. See Note 12 for a detail of disaggregated revenue. Payment terms and conditions vary by contract type, although terms generally include a requirement of payment within 30 to 60 days. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined our contracts generally do not include a significant financing component. The primary purpose of our invoicing terms is to allow customers to secure the right to reserve the product or storage capacity to be received or used at a later date, not to receive financing from our customers or to provide customers with financing. 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 in revenues in our unaudited condensed consolidated statements of operations. Crude Oil Logistics Performance Obligations Within the Crude Oil Logistics segment, revenue is disaggregated into two primary revenue streams that include revenue from the sale of commodities and service revenue. For sales of commodities, we are obligated to deliver a predetermined amount of product on a month-to-month basis to our customers. For these types of agreements, revenue is recognized at a point in time based on when the product is delivered and control is transferred to the customer. For revenue received from services rendered, we are obligated to provide throughput services to move product via pipeline, truck, railcar, or marine vessel or to provide terminal maintenance services. In either case, the obligation is satisfied over time utilizing the output method based on each volume of product that is moved from the origination point to the final destination or based on the passage of time. Water Solutions Performance Obligations Within the Water Solutions segment, revenue is disaggregated into two primary revenue streams that include service revenue and commodity sales revenue. For contracts involving disposal services, we accept wastewater and solids for disposal at our facilities. In cases where we have agreed within a contract or are required by law to remove hydrocarbons from the wastewater, the skim oil will be valued as non-cash consideration. Ordinarily, it is required that the fair value of the skim oil is to be estimated at contract inception; however, due to variability of the form of the non-cash consideration, the amount and dollar value is unknown at the contract inception date. Accordingly, ASC 606-10-32-11 allows us to value the skim oil on the date in which the value becomes known. The Water Solutions segment has certain disposal contracts that contain the following types of terms or pricing structures that involve significant judgment that impacts the determination and timing of revenue. • Minimum volume commitments. We receive a shortfall fee if the customer does not deliver a certain amount of volume of wastewater over a specified period of time. At each reporting period, we make a determination as to the likelihood of earning this fee. We recognize revenue from these contracts when (i) actual volumes are received; and (ii) when the likelihood of a customer exercising its remaining rights to make up the deficient volumes under minimum volume commitments becomes remote (also known as the breakage model). • Tiered pricing. For contracts with tiered pricing provisions, the period in which the tiers are earned and settled (i.e. the “reset period”) may vary from monthly to over a period of multiple months. If the tiered pricing is based on a month, we allocate the fee to the distinct daily service to which it relates. If the tiered pricing spans across multiple reporting periods, we estimate the total transaction price at the beginning of each reset period, based on the expected volumes. We revise our estimates of variable consideration at each reporting date throughout each reset period. • Volume discount pricing. Volume discount pricing is a form of variable consideration whereby the customer pays for the volumes delivered on a cumulative basis. Similar to tiered pricing, the period in which the cumulative volumes are earned and settled (i.e. the “reset period”) may vary from daily to over a period of multiple months. If the volume discount is based on a month, we allocate the fee to the distinct daily service to which it relates. If the volume discount period spans across multiple reporting periods, we estimate the total transaction price at the beginning of each reset period, based on the expected volumes. We revise the estimate of variable consideration at each reporting date. For all of our disposal contracts within the Water Solutions segment, revenue will be recognized over time utilizing the output method based on the volume of wastewater or solids we accept from the customer. For contracts that involve the sale of recovered hydrocarbons and freshwater, we will recognize revenue at a point in time, based on when control of the product is transferred to the customer. Liquids Performance Obligations Within the Liquids segment, revenue is disaggregated into two primary revenue streams that include revenue from the sale of commodities and providing services. For commodity sales, we are obligated to deliver a specified amount of product over a specified period of time. For these types of agreements, revenue is recognized at a point in time based on when the product is delivered and control is transferred to the customer. For revenue received from services rendered, we offer a variety of services which include: (i) storage services where product is commingled; (ii) railcar transportation services; (iii) transloading services; and (iv) logistics services. We are obligated to provide these services over a predetermined period of time. Revenue from service contracts is recognized at a point in time upon the transfer of control each month. All revenue from services is recognized over time utilizing the output method based on volumes stored or moved. Refined Products and Renewables Performance Obligations The Refined Products and Renewables segment has one distinct revenue stream, which is revenue from commodity sales. In these agreements, we are obligated to sell a predetermined amount of product over a specified period of time. Revenue for all commodity sales is recognized at a point in time once the customer has lifted the agreed-upon volumes. Remaining Performance Obligations Most of our service contracts are such that we have the right to consideration from a customer in an amount that corresponds directly with the value to the customer of our performance completed to date. Therefore, we are utilizing the practical expedient in ASC 606-10-55-18 under which we recognize revenue in the amount to which we have the right to invoice. Applying this practical expedient, we are not required to disclose the transaction price allocated to remaining performance obligations under these agreements. The following table summarizes the amount and timing of revenue recognition for such contracts at September 30, 2018 (in thousands): Fiscal Year Ending March 31, 2019 (six months) $ 95,504 2020 147,472 2021 115,403 2022 111,376 2023 110,013 Thereafter 335,065 Total $ 914,833 Many agreements are short-term in nature with a contract term of one year or less. For those contracts, we utilized the practical expedient in ASC 606-10-50 that exempts us from disclosure of the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract that has an original expected duration of one year or less. Additionally, for our product sales contracts, we have elected the practical expedient set out in ASC 606-10-50-14A, which states that we are not required to disclose the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation. Under these agreements, each unit of product represents a separate performance obligation and therefore future volumes are wholly unsatisfied and disclosure of transaction price allocated to remaining performance obligations is not required. Under product sales contracts, the variability arises as both volume and pricing (typically index-based) are not known until the product is delivered. Contract Assets and Liabilities Amounts owed from our customers under our revenue contracts are typically billed as the service is being provided on a monthly basis and are due within 1-30 days of billing, and are classified as accounts receivable-trade on our unaudited condensed consolidated balance sheets. Under certain of our contracts, we recognize revenues in excess of billings, referred to as contract assets, within prepaid expenses and other current assets in our unaudited condensed consolidated balance sheets. Accounts receivable from contracts with customers are presented within accounts receivable-trade and accounts receivable-affiliates in our unaudited condensed consolidated balance sheets. Our contract asset balances primarily relate to our underground cavern storage contracts with multi-period contracts in which the fee escalates each year and the customer provides upfront payment at the beginning of the contract period. We did not record any contract assets during this period. Under certain of our contracts we may be entitled to receive payments in advance of satisfying our performance obligations under the contract. We recognize a liability for these payments in excess of revenue recognized, referred to as deferred revenue or contract liabilities, within advance payments received from customers in our unaudited condensed consolidated balance sheets. Our deferred revenue primarily relates to: • Prepayments. Some revenue contracts contain prepayment provisions within our Liquids business segment. Revenue received related to our underground cavern storage services is received upfront at the beginning of the contract period and is deferred until services have been rendered. In some cases, we also receive prepayments from customers purchasing commodities, which allows the customer to secure the right to receive their requested volumes in a future period. Revenue from these contracts is initially deferred, thus creating a contract liability. • Multi-period contract in which fee escalates each subsequent year of the contract. Revenue from these contracts are recognized over time based on a weighted average of what is expected to be received over the life of the contract. As the actual amount billed and received from the customer differs from the amount of revenue recognized, a contract liability is recorded. • Tiered pricing and volume discount pricing. As described above, we revise our estimates of variable consideration at each reporting date throughout each reset period. As the actual amount billed and received from the customer differs from the amount of revenue recognized, a contract liability is recorded. • Capital reimbursements. Certain contracts in our Water Solutions segment require that our customers reimburse us for capital expenditures related to the construction of long-lived assets, such as water gathering pipelines and custody transfer points, utilized to provide services to them under the revenue contracts. Because we consider these amounts as consideration from customers associated with ongoing services to be provided to customers, we defer these upfront payments in deferred revenue and recognize the amounts in revenue over the life of the associated revenue contract as the performance obligations are satisfied under the contract. Deferred revenue is included in advance payments received from customers on the unaudited condensed consolidated balance sheets as the performance obligations related to these revenues are expected to be satisfied within one year or less. The following tables summarizes the balances of our contract assets and liabilities at the dates indicated: Balance at April 1, 2018 September 30, 2018 (in thousands) Accounts receivable from contracts with customers $ 677,095 $ 857,539 2018 (in thousands) Contract liabilities balance at April 1 $ 8,374 Payment received and deferred 49,920 Payment recognized in revenue (28,762 ) Contract liabilities balance at September 30 $ 29,532 |
Unaudited Condensed Consolidati
Unaudited Condensed Consolidating Guarantor and Non-Guarantor Financial Information | 6 Months Ended |
Sep. 30, 2018 | |
Unaudited Condensed Consolidating Guarantor and Non-Guarantor Financial Information [Abstract] | |
Unaudited Condensed Consolidating Guarantor and Non-Guarantor Financial Information | Unaudited Condensed Consolidating Guarantor and Non-Guarantor Financial Information Certain of our wholly owned subsidiaries have, jointly and severally, fully and unconditionally guaranteed the Senior Unsecured Notes (see Note 8 ). Pursuant to Rule 3-10 of Regulation S-X, we have presented in columnar format the unaudited condensed 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 Unsecured Notes. Since NGL Energy Partners LP received the proceeds from the issuance of the Senior Unsecured 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 Unsecured Notes. For purposes of the tables below, when the status of a subsidiary changes, all subsidiary activity is included in either the guarantor subsidiaries column or non-guarantor subsidiaries column based on the status of the subsidiary at the balance sheet date regardless of activity during the year. 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 unaudited condensed 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 unaudited condensed consolidating statement of cash flow tables below. Unaudited Condensed Consolidating Balance Sheet (in Thousands) September 30, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 24,058 $ — $ 4,767 $ 7,549 $ — $ 36,374 Accounts receivable-trade, net of allowance for doubtful accounts — — 1,366,535 62 — 1,366,597 Accounts receivable-affiliates — — 17,888 — — 17,888 Inventories — — 678,705 420 — 679,125 Prepaid expenses and other current assets — — 158,970 647 — 159,617 Total current assets 24,058 — 2,226,865 8,678 — 2,259,601 PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation — — 1,576,003 130,609 — 1,706,612 GOODWILL — — 1,200,253 71,395 — 1,271,648 INTANGIBLE ASSETS, net of accumulated amortization — — 891,332 75,597 — 966,929 INVESTMENTS IN UNCONSOLIDATED ENTITIES — — 4,520 — — 4,520 NET INTERCOMPANY RECEIVABLES (PAYABLES) 1,550,245 — (1,565,621 ) 15,376 — — INVESTMENTS IN CONSOLIDATED SUBSIDIARIES 2,471,919 — 214,692 — (2,686,611 ) — OTHER NONCURRENT ASSETS — — 176,129 — — 176,129 Total assets $ 4,046,222 $ — $ 4,724,173 $ 301,655 $ (2,686,611 ) $ 6,385,439 LIABILITIES AND EQUITY CURRENT LIABILITIES: Accounts payable-trade $ (5 ) $ — $ 1,045,310 $ 110 $ — $ 1,045,415 Accounts payable-affiliates 1 — 42,797 — — 42,798 Accrued expenses and other payables 40,949 — 224,878 1,469 — 267,296 Advance payments received from customers — — 25,781 3,877 — 29,658 Current maturities of long-term debt, net of debt issuance costs 715,598 — 647 — — 716,245 Total current liabilities 756,543 — 1,339,413 5,456 — 2,101,412 LONG-TERM DEBT, net of debt issuance costs and current maturities 986,848 — 829,007 — — 1,815,855 OTHER NONCURRENT LIABILITIES — — 83,834 2,562 — 86,396 CLASS A 10.75% CONVERTIBLE PREFERRED UNITS 104,362 — — — — 104,362 EQUITY: Partners’ equity 2,198,469 — 2,471,919 293,907 (2,765,556 ) 2,198,739 Accumulated other comprehensive loss — — — (270 ) — (270 ) Noncontrolling interests — — — — 78,945 78,945 Total equity 2,198,469 — 2,471,919 293,637 (2,686,611 ) 2,277,414 Total liabilities and equity $ 4,046,222 $ — $ 4,724,173 $ 301,655 $ (2,686,611 ) $ 6,385,439 Unaudited Condensed Consolidating Balance Sheet (in Thousands) March 31, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 16,915 $ — $ 3,329 $ 1,850 $ — $ 22,094 Accounts receivable-trade, net of allowance for doubtful accounts — — 1,021,616 5,148 — 1,026,764 Accounts receivable-affiliates — — 4,772 — — 4,772 Inventories — — 550,978 325 — 551,303 Prepaid expenses and other current assets — — 128,311 431 — 128,742 Assets held for sale — — 490,800 26,804 — 517,604 Total current assets 16,915 — 2,199,806 34,558 — 2,251,279 PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation — — 1,371,495 147,112 — 1,518,607 GOODWILL — — 1,127,347 77,260 — 1,204,607 INTANGIBLE ASSETS, net of accumulated amortization — — 829,449 83,705 — 913,154 INVESTMENTS IN UNCONSOLIDATED ENTITIES — — 17,236 — — 17,236 NET INTERCOMPANY RECEIVABLES (PAYABLES) 2,110,940 — (2,121,741 ) 10,801 — — INVESTMENTS IN CONSOLIDATED SUBSIDIARIES 1,703,327 — 244,109 — (1,947,436 ) — LOAN RECEIVABLE-AFFILIATE — — 1,200 — — 1,200 OTHER NONCURRENT ASSETS — — 245,039 — — 245,039 Total assets $ 3,831,182 $ — $ 3,913,940 $ 353,436 $ (1,947,436 ) $ 6,151,122 LIABILITIES AND EQUITY CURRENT LIABILITIES AND REDEEMABLE NONCONTROLLING INTEREST: Accounts payable-trade $ — $ — $ 850,607 $ 2,232 $ — $ 852,839 Accounts payable-affiliates 1 — 1,253 — — 1,254 Accrued expenses and other payables 41,104 — 181,115 1,285 — 223,504 Advance payments received from customers — — 4,507 3,867 — 8,374 Current maturities of long-term debt, net of debt issuance costs — — 646 — — 646 Liabilities and redeemable noncontrolling interest held for sale — — 30,066 12,514 — 42,580 Total current liabilities and redeemable noncontrolling interest 41,105 — 1,068,194 19,898 — 1,129,197 LONG-TERM DEBT, net of debt issuance costs and current maturities 1,704,909 — 974,831 — — 2,679,740 OTHER NONCURRENT LIABILITIES — — 167,588 5,926 — 173,514 CLASS A 10.75% CONVERTIBLE PREFERRED UNITS 82,576 — — — — 82,576 EQUITY: Partners’ equity 2,002,592 — 1,704,896 327,858 (2,030,939 ) 2,004,407 Accumulated other comprehensive loss — — (1,569 ) (246 ) — (1,815 ) Noncontrolling interests — — — — 83,503 83,503 Total equity 2,002,592 — 1,703,327 327,612 (1,947,436 ) 2,086,095 Total liabilities and equity $ 3,831,182 $ — $ 3,913,940 $ 353,436 $ (1,947,436 ) $ 6,151,122 Unaudited Condensed Consolidating Statement of Operations (in Thousands) Three Months Ended September 30, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ — $ — $ 6,653,716 $ 1,789 $ (871 ) $ 6,654,634 COST OF SALES — — 6,510,385 13 (871 ) 6,509,527 OPERATING COSTS AND EXPENSES: Operating — — 58,269 2,040 — 60,309 General and administrative — — 39,180 189 — 39,369 Depreciation and amortization — — 50,543 2,207 — 52,750 Loss on disposal or impairment of assets, net — — 5,988 — — 5,988 Revaluation of liabilities — — 800 (800 ) — — Operating Loss — — (11,449 ) (1,860 ) — (13,309 ) OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities — — 379 — — 379 Interest expense (29,485 ) — (11,874 ) (11 ) 12 (41,358 ) Other income, net — — 1,483 — (12 ) 1,471 Loss From Continuing Operations Before Income Taxes (29,485 ) — (21,461 ) (1,871 ) — (52,817 ) INCOME TAX EXPENSE — — (691 ) — — (691 ) EQUITY IN NET LOSS FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES 384,990 — (1,373 ) — (383,617 ) — Income (Loss) From Continuing Operations 355,505 — (23,525 ) (1,871 ) (383,617 ) (53,508 ) Income (Loss) From Discontinued Operations, Net of Tax — — 408,515 (68 ) — 408,447 Net Income (Loss) 355,505 — 384,990 (1,939 ) (383,617 ) 354,939 LESS: NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS 518 518 LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS 48 48 NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP $ 355,505 $ — $ 384,990 $ (1,939 ) $ (383,051 ) $ 355,505 Unaudited Condensed Consolidating Statement of Operations (in Thousands) Three Months Ended September 30, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ — $ — $ 3,875,073 $ 1,374 $ 229 $ 3,876,676 COST OF SALES — — 3,757,218 1 229 3,757,448 OPERATING COSTS AND EXPENSES: Operating — — 47,418 374 — 47,792 General and administrative — — 21,096 62 — 21,158 Depreciation and amortization — — 53,042 553 — 53,595 Loss on disposal or impairment of assets, net — — 110,959 — — 110,959 Revaluation of liabilities — — 5,600 — — 5,600 Operating (Loss) Income — — (120,260 ) 384 — (119,876 ) OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities — — 2,170 — — 2,170 Interest expense (37,219 ) — (12,899 ) (12 ) 12 (50,118 ) Gain on early extinguishment of liabilities, net 1,943 — — — — 1,943 Other income, net — — 1,841 1 (205 ) 1,637 (Loss) Income From Continuing Operations Before Income Taxes (35,276 ) — (129,148 ) 373 (193 ) (164,244 ) INCOME TAX EXPENSE — — (49 ) — — (49 ) EQUITY IN NET LOSS FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES (138,095 ) — (138 ) — 138,233 — (Loss) Income From Continuing Operations (173,371 ) — (129,335 ) 373 138,040 (164,293 ) Loss From Discontinued Operations, Net of Tax — — (8,760 ) (719 ) 193 (9,286 ) Net Loss (173,371 ) — (138,095 ) (346 ) 138,233 (173,579 ) LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (80 ) (80 ) LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS 288 288 NET LOSS ATTRIBUTABLE TO NGL ENERGY PARTNERS LP $ (173,371 ) $ — $ (138,095 ) $ (346 ) $ 138,441 $ (173,371 ) Unaudited Condensed Consolidating Statement of Operations (in Thousands) Six Months Ended September 30, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ — $ — $ 12,494,255 $ 6,482 $ (1,669 ) $ 12,499,068 COST OF SALES — — 12,207,375 (23 ) (1,669 ) 12,205,683 OPERATING COSTS AND EXPENSES: Operating — — 112,441 4,130 — 116,571 General and administrative — — 61,228 531 — 61,759 Depreciation and amortization — — 99,674 5,121 — 104,795 Loss on disposal or impairment of assets, net — — 107,323 — — 107,323 Revaluation of liabilities — — 800 — — 800 Operating Loss — — (94,586 ) (3,277 ) — (97,863 ) OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities — — 598 — — 598 Interest expense (58,985 ) — (28,641 ) (23 ) 23 (87,626 ) Loss on early extinguishment of liabilities, net (137 ) — — — — (137 ) Other expense, net — — (32,090 ) — (208 ) (32,298 ) Loss From Continuing Operations Before Income Taxes (59,122 ) — (154,719 ) (3,300 ) (185 ) (217,326 ) INCOME TAX EXPENSE — — (1,342 ) — — (1,342 ) EQUITY IN NET LOSS FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES 246,081 — (3,020 ) — (243,061 ) — Income (Loss) From Continuing Operations 186,959 — (159,081 ) (3,300 ) (243,246 ) (218,668 ) Income (Loss) From Discontinued Operations, Net of Tax — — 405,162 (1,029 ) 185 404,318 Net Income (Loss) 186,959 — 246,081 (4,329 ) (243,061 ) 185,650 LESS: NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS 863 863 LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS 446 446 NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP $ 186,959 $ — $ 246,081 $ (4,329 ) $ (241,752 ) $ 186,959 Unaudited Condensed Consolidating Statement of Operations (in Thousands) Six Months Ended September 30, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ — $ — $ 7,604,293 $ 3,263 $ (175 ) $ 7,607,381 COST OF SALES — — 7,386,305 1 (175 ) 7,386,131 OPERATING COSTS AND EXPENSES: Operating — — 94,643 985 — 95,628 General and administrative — — 43,400 143 — 43,543 Depreciation and amortization — — 104,532 1,480 — 106,012 Loss on disposal or impairment of assets, net — — 99,142 — — 99,142 Revaluation of liabilities — — 5,600 — — 5,600 Operating (Loss) Income — — (129,329 ) 654 — (128,675 ) OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities — — 4,089 — — 4,089 Interest expense (75,590 ) — (23,632 ) (23 ) 23 (99,222 ) Loss on early extinguishment of liabilities, net (1,338 ) — — — — (1,338 ) Other income, net — — 3,759 19 (408 ) 3,370 (Loss) Income From Continuing Operations Before Income Taxes (76,928 ) — (145,113 ) 650 (385 ) (221,776 ) INCOME TAX EXPENSE — — (505 ) — — (505 ) EQUITY IN NET LOSS FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES (159,805 ) — (509 ) — 160,314 — (Loss) Income From Continuing Operations (236,733 ) — (146,127 ) 650 159,929 (222,281 ) Loss From Discontinued Operations, Net of Tax — — (13,678 ) (1,712 ) 385 (15,005 ) Net Loss (236,733 ) — (159,805 ) (1,062 ) 160,314 (237,286 ) LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (132 ) (132 ) LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS 685 685 NET LOSS ATTRIBUTABLE TO NGL ENERGY PARTNERS LP $ (236,733 ) $ — $ (159,805 ) $ (1,062 ) $ 160,867 $ (236,733 ) Unaudited Condensed Consolidating Statements of Comprehensive Income (Loss) (in Thousands) Three Months Ended September 30, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net income (loss) $ 355,505 $ — $ 384,990 $ (1,939 ) $ (383,617 ) $ 354,939 Other comprehensive loss — — — (13 ) — (13 ) Comprehensive income (loss) $ 355,505 $ — $ 384,990 $ (1,952 ) $ (383,617 ) $ 354,926 Three Months Ended September 30, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net loss $ (173,371 ) $ — $ (138,095 ) $ (346 ) $ 138,233 $ (173,579 ) Other comprehensive loss — — (48 ) (11 ) — (59 ) Comprehensive loss $ (173,371 ) $ — $ (138,143 ) $ (357 ) $ 138,233 $ (173,638 ) Six Months Ended September 30, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net income (loss) $ 186,959 $ — $ 246,081 $ (4,329 ) $ (243,061 ) $ 185,650 Other comprehensive loss — — (1 ) (23 ) — (24 ) Comprehensive income (loss) $ 186,959 $ — $ 246,080 $ (4,352 ) $ (243,061 ) $ 185,626 Six Months Ended September 30, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net loss $ (236,733 ) $ — $ (159,805 ) $ (1,062 ) $ 160,314 $ (237,286 ) Other comprehensive loss — — (412 ) (22 ) — (434 ) Comprehensive loss $ (236,733 ) $ — $ (160,217 ) $ (1,084 ) $ 160,314 $ (237,720 ) Unaudited Condensed Consolidating Statement of Cash Flows (in Thousands) Six Months Ended September 30, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Adjustments Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities-continuing operations $ (56,673 ) $ — $ (64,217 ) $ 2,279 $ (185 ) $ (118,796 ) Net cash provided by operating activities-discontinued operations — — 24,345 6,570 — 30,915 Net cash (used in) provided by operating activities (56,673 ) — (39,872 ) 8,849 (185 ) (87,881 ) INVESTING ACTIVITIES: Capital expenditures — — (191,559 ) (1,960 ) — (193,519 ) Acquisitions, net of cash acquired — — (194,044 ) (3,927 ) — (197,971 ) Settlements of commodity derivatives — — (94,879 ) — — (94,879 ) Proceeds from sales of assets — — 8,204 — — 8,204 Proceeds from divestitures of businesses and investments — — 18,594 — — 18,594 Investments in unconsolidated entities — — (92 ) — — (92 ) Repayments on loan for natural gas liquids facility — — 4,558 — — 4,558 Loan to affiliate — — (1,515 ) — — (1,515 ) Net cash used in investing activities-continuing operations — — (450,733 ) (5,887 ) — (456,620 ) Net cash provided by investing activities-discontinued operations — — 838,797 6,982 — 845,779 Net cash provided by investing activities — — 388,064 1,095 — 389,159 FINANCING ACTIVITIES: Proceeds from borrowings under Revolving Credit Facility — — 2,008,000 — — 2,008,000 Payments on Revolving Credit Facility — — (2,153,500 ) — — (2,153,500 ) Repurchase of senior unsecured notes (5,069 ) — — — — (5,069 ) Payments on other long-term debt — — (326 ) — — (326 ) Debt issuance costs — — (780 ) — — (780 ) Contributions from noncontrolling interest owners, net — — — 169 — 169 Distributions to general and common unit partners and preferred unitholders (117,486 ) — — — — (117,486 ) Repurchase of warrants (14,988 ) — — — — (14,988 ) Common unit repurchases and cancellations (54 ) — — — — (54 ) Payments for settlement and early extinguishment of liabilities — — (2,639 ) — — (2,639 ) Net changes in advances with consolidated entities 201,413 — (197,214 ) (4,384 ) 185 — Net cash provided by (used in) financing activities-continuing operations 63,816 — (346,459 ) (4,215 ) 185 (286,673 ) Net cash used in financing activities-discontinued operations — — (295 ) (30 ) — (325 ) Net cash provided by (used in) financing activities 63,816 — (346,754 ) (4,245 ) 185 (286,998 ) Net increase in cash and cash equivalents 7,143 — 1,438 5,699 — 14,280 Cash and cash equivalents, beginning of period 16,915 — 3,329 1,850 — 22,094 Cash and cash equivalents, end of period $ 24,058 $ — $ 4,767 $ 7,549 $ — $ 36,374 Unaudited Condensed Consolidating Statement of Cash Flows (in Thousands) Six Months Ended September 30, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Adjustments Consolidated OPERATING ACTIVITIES: Net cash provided by (used in) operating activities-continuing operations $ 43,235 $ — $ (104,796 ) $ 34,291 $ (385 ) $ (27,655 ) Net cash provided by operating activities-discontinued operations — — 37,948 1,416 — 39,364 Net cash provided by (used in) operating activities 43,235 — (66,848 ) 35,707 (385 ) 11,709 INVESTING ACTIVITIES: Capital expenditures — — (46,017 ) (622 ) — (46,639 ) Acquisitions, net of cash acquired — — (19,897 ) — — (19,897 ) Settlements of commodity derivatives — — (21,789 ) — — (21,789 ) Proceeds from sales of assets — — 22,575 — — 22,575 Investments in unconsolidated entities — — (14,150 ) — — (14,150 ) Distributions of capital from unconsolidated entities — — 4,378 — — 4,378 Repayments on loan for natural gas liquids facility — — 4,875 — — 4,875 Loan to affiliate — — (960 ) — — (960 ) Net cash used in investing activities-continuing operations — — (70,985 ) (622 ) — (71,607 ) Net cash used in investing activities-discontinued operations — — (36,025 ) (580 ) — (36,605 ) Net cash used in investing activities — — (107,010 ) (1,202 ) — (108,212 ) FINANCING ACTIVITIES: Proceeds from borrowings under Revolving Credit Facility — — 814,500 — — 814,500 Payments on Revolving Credit Facility — — (657,500 ) — — (657,500 ) Repurchase of senior secured and senior unsecured notes (115,407 ) — — — — (115,407 ) Payments on other long-term debt — — (552 ) — — (552 ) Debt issuance costs (670 ) — (1,804 ) — — (2,474 ) Contributions from noncontrolling interest owners, net — — — 23 — 23 Distributions to general and common unit partners and preferred unitholders (107,389 ) — — — — (107,389 ) Distributions to noncontrolling interest owners — — — (3,082 ) — (3,082 ) Proceeds from sale of preferred units, net of offering costs 202,755 — — — — 202,755 Repurchase of warrants (10,549 ) — — — — (10,549 ) Common unit repurchases and cancellations (11,663 ) — — — — (11,663 ) Payments for settlement and early extinguishment of liabilities — — (1,650 ) — — (1,650 ) Net changes in advances with consolidated entities — — 31,526 (31,911 ) 385 — Net cash (used in) provided by financing activities-continuing operations (42,923 ) — 184,520 (34,970 ) 385 107,012 Net cash used in financing activities-discontinued operations — — (2,421 ) (190 ) — (2,611 ) Net cash (used in) provided by financing activities (42,923 ) — 182,099 (35,160 ) 385 104,401 Net increase (decrease) in cash and cash equivalents 312 — 8,241 (655 ) — 7,898 Cash and cash equivalents, beginning of period 6,257 — 73 1,496 — 7,826 Cash and cash equivalents, end of period $ 6,569 $ — $ 8,314 $ 841 $ — $ 15,724 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 6 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements include our accounts and those of our controlled subsidiaries. Intercompany transactions and account balances have been eliminated in consolidation. Investments we do not 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 unaudited condensed consolidated financial statements. Our unaudited condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim consolidated financial information in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, the unaudited condensed consolidated financial statements exclude certain information and notes required by GAAP for complete annual consolidated financial statements. However, we believe that the disclosures made are adequate to make the information presented not misleading. The unaudited condensed consolidated financial statements include all adjustments that we consider necessary for a fair presentation of our consolidated financial position, results of operations and cash flows for the interim periods presented. Such adjustments consist only of normal recurring items, unless otherwise disclosed in this Quarterly Report. The unaudited condensed consolidated balance sheet at March 31, 2018 was derived from our audited consolidated financial statements for the fiscal year ended March 31, 2018 included in our Annual Report on Form 10-K (“Annual Report”) filed with the SEC on May 30, 2018 and adjusted retrospectively for the Retail Propane segment disposition as previously described. |
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 unaudited condensed consolidated financial statements include, among others, determining the fair value of assets and liabilities acquired in business combinations, the fair value of derivative instruments, 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 long-lived assets and goodwill, the fair value of asset retirement obligations, the value of equity-based compensation, accruals for environmental matters and estimating certain revenues. 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 unaudited condensed 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 unaudited condensed 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 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. |
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 Canada, and our operations in Texas are subject to a state franchise tax that is calculated based on revenues net of cost of sales. During the six months ended September 30, 2018 , we recognized a deferred tax liability of $22.4 million as a result of acquiring a corporation in connection with one of our acquisitions (see Note 4 ). The deferred tax liability is the tax effected cumulative temporary difference between the GAAP basis and tax basis of the acquired assets within the corporation. For GAAP purposes, certain of the acquired assets will be depreciated and amortized over time which will lower the GAAP basis. The deferred tax liability is included within other noncurrent liabilities in our unaudited condensed consolidated balance sheet at September 30, 2018 . We evaluate uncertain tax positions for recognition and measurement in the unaudited condensed 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 unaudited condensed consolidated financial statements. We had no material uncertain tax positions that required recognition in our unaudited condensed consolidated financial statements at September 30, 2018 or March 31, 2018 . |
Inventories | Inventories Our inventories are valued at the lower of cost or net realizable value, with cost determined using either the weighted-average cost or the first in, first out (FIFO) methods, including the cost of transportation and storage, and with net realizable value defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. In performing this analysis, we consider fixed-price forward commitments. |
Investments in Unconsolidated Entities | Investments in Unconsolidated Entities Investments we do not 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 unaudited condensed consolidated balance sheets; instead, our ownership interests are reported within investments in unconsolidated entities on our unaudited condensed 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 net assets of the investee. |
Variable Interest Entity | Variable Interest Entity Victory Propane was formed as a joint venture in April 2015 by us and an unrelated third party. The business purpose of Victory Propane is to acquire and/or develop retail propane operations in a defined geographic area. In conjunction with the formation of Victory Propane, we agreed to provide Victory Propane a revolving line of credit of $5.0 million and have concluded that Victory Propane is a variable interest entity because the equity of Victory Propane is not sufficient to fund its activities without additional subordinated financial support. As discussed above and in Note 13 , during the three months ended September 30, 2018 , we sold our interest in Victory Propane. |
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 unaudited condensed consolidated balance sheet. The redeemable noncontrolling interest is adjusted at each balance sheet date to its maximum redemption value if the amount is greater than the carrying value. The redeemable noncontrolling interest is included in liabilities and redeemable noncontrolling interest held for sale in our unaudited condensed consolidated balance sheets (see Note 14 ). |
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. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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 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. We are currently evaluating our current leases and other contracts that may be considered leases under the new standard and the impact on our internal controls, accounting policies and financial statements and disclosures. Our evaluation process includes compiling a database of our leases, implementing accounting software to assist with compliance and developing internal controls to ensure completeness and accuracy of our leases meeting the scope of this ASU. Upon adoption, we expect to recognize right of use assets and lease liabilities not previously recorded on our consolidated balance sheet. Due to the ongoing nature of our process, we cannot yet determine the quantitative impact of the adoption of this standard. We expect to elect the following transitional practical expedients, which will allow us to not evaluate land easements prior to April 1, 2019: use hindsight in determining the lease term; to not reassess whether current or expired contracts contain leases; to not reassess the lease classification for any expired or existing leases; and to not reassess initial costs. We also expect to elect the optional transition method to record the adoption impact through a cumulative effect adjustment to equity. On April 1, 2018, we adopted ASU No. 2014-09, “Revenue from Contracts with Customers,” using a modified retrospective approach of adoption. ASU No. 2014-09 supersedes previous revenue recognition requirements in Topic 605, “Revenue Recognition,” and includes a five-step revenue recognition model to depict the transfer of goods or services to customers in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services. To achieve this core principle, more judgment and estimates are required within the revenue recognition process than required under Topic 605. In addition, ASU No. 2014-09 requires significantly expanded disclosures related to the nature, timing, amount and uncertainty of revenue and cash flows arising from contracts with customers. See Note 15 for a further discussion of the impact of adoption of ASU No. 2014-09 on our unaudited condensed consolidated financial statements and our revenue recognition policies. On April 1, 2018, we adopted ASU No. 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities.” One of the provisions of ASU No. 2016-01 was to supersede the guidance to classify equity securities with readily determinable fair value into different categories (that is, trading or available-for-sale) and require equity securities to be measured at fair value with changes in fair value recognized through net income. As a result of the adoption, we recorded a cumulative effect adjustment of $1.6 million , moving the unrealized loss from accumulated other comprehensive income to limited partners’ equity. |
Equity (Policies)
Equity (Policies) | 6 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Service Awards | 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. |
Performance Awards | 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 will terminate, expire and otherwise be forfeited by the participants. |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Policies) | 6 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue, Transaction Price Measurement, Tax Exclusion | Furthermore, under this standard we made an accounting policy election to exclude from the measurement of the transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction that we collect from a customer. |
Revenue Recognition | Prior to April 1, 2018, we recognized revenue for services and products when all of the following criteria were met under Topic 605: (i) either services have been rendered or products have been delivered or sold; (ii) persuasive evidence of an arrangement existed; (iii) the price for services was fixed or determinable; and (iv) collectibility was reasonably assured. We recorded deferred revenue when we received amounts from our customers but had not yet met the criteria listed above. We recognized deferred revenue in our consolidated statement of operations when the criteria had been met and all services had been rendered. Effective April 1, 2018, we recognize revenue for services and products under revenue contracts as our obligations to either perform services or deliver or sell products under the contracts are satisfied. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. A contract’s transaction price is allocated to each distinct performance obligation in the contract and is recognized as revenue when, or as, the performance obligation is satisfied. Our revenue contracts in scope under ASU No. 2014-09 primarily have a single performance obligation. The evaluation of when performance obligations have been satisfied and the transaction price that is allocated to our performance obligations requires significant judgment and assumptions, including our evaluation of the timing of when control of the underlying good or service has transferred to our customers and the relative stand-alone selling price of goods and services provided to customers under contracts with multiple performance obligations. Actual results can vary from those judgments and assumptions. We do not have any material contracts with multiple performance obligations or under which we receive material amounts of non-cash consideration at March 31, 2018. Our costs to obtain or fulfill our revenue contracts were not material as of September 30, 2018 . The majority of our revenue agreements are within scope under ASU No. 2014-09 and the remainder of our revenue comes from contracts that are accounted for as derivatives under ASC 815 or that contain nonmonetary exchanges or leases and are in scope under Topics 845 and 840, respectively. See Note 12 for a detail of disaggregated revenue. Payment terms and conditions vary by contract type, although terms generally include a requirement of payment within 30 to 60 days. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined our contracts generally do not include a significant financing component. The primary purpose of our invoicing terms is to allow customers to secure the right to reserve the product or storage capacity to be received or used at a later date, not to receive financing from our customers or to provide customers with financing. 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 in revenues in our unaudited condensed consolidated statements of operations. Crude Oil Logistics Performance Obligations Within the Crude Oil Logistics segment, revenue is disaggregated into two primary revenue streams that include revenue from the sale of commodities and service revenue. For sales of commodities, we are obligated to deliver a predetermined amount of product on a month-to-month basis to our customers. For these types of agreements, revenue is recognized at a point in time based on when the product is delivered and control is transferred to the customer. For revenue received from services rendered, we are obligated to provide throughput services to move product via pipeline, truck, railcar, or marine vessel or to provide terminal maintenance services. In either case, the obligation is satisfied over time utilizing the output method based on each volume of product that is moved from the origination point to the final destination or based on the passage of time. Water Solutions Performance Obligations Within the Water Solutions segment, revenue is disaggregated into two primary revenue streams that include service revenue and commodity sales revenue. For contracts involving disposal services, we accept wastewater and solids for disposal at our facilities. In cases where we have agreed within a contract or are required by law to remove hydrocarbons from the wastewater, the skim oil will be valued as non-cash consideration. Ordinarily, it is required that the fair value of the skim oil is to be estimated at contract inception; however, due to variability of the form of the non-cash consideration, the amount and dollar value is unknown at the contract inception date. Accordingly, ASC 606-10-32-11 allows us to value the skim oil on the date in which the value becomes known. The Water Solutions segment has certain disposal contracts that contain the following types of terms or pricing structures that involve significant judgment that impacts the determination and timing of revenue. • Minimum volume commitments. We receive a shortfall fee if the customer does not deliver a certain amount of volume of wastewater over a specified period of time. At each reporting period, we make a determination as to the likelihood of earning this fee. We recognize revenue from these contracts when (i) actual volumes are received; and (ii) when the likelihood of a customer exercising its remaining rights to make up the deficient volumes under minimum volume commitments becomes remote (also known as the breakage model). • Tiered pricing. For contracts with tiered pricing provisions, the period in which the tiers are earned and settled (i.e. the “reset period”) may vary from monthly to over a period of multiple months. If the tiered pricing is based on a month, we allocate the fee to the distinct daily service to which it relates. If the tiered pricing spans across multiple reporting periods, we estimate the total transaction price at the beginning of each reset period, based on the expected volumes. We revise our estimates of variable consideration at each reporting date throughout each reset period. • Volume discount pricing. Volume discount pricing is a form of variable consideration whereby the customer pays for the volumes delivered on a cumulative basis. Similar to tiered pricing, the period in which the cumulative volumes are earned and settled (i.e. the “reset period”) may vary from daily to over a period of multiple months. If the volume discount is based on a month, we allocate the fee to the distinct daily service to which it relates. If the volume discount period spans across multiple reporting periods, we estimate the total transaction price at the beginning of each reset period, based on the expected volumes. We revise the estimate of variable consideration at each reporting date. For all of our disposal contracts within the Water Solutions segment, revenue will be recognized over time utilizing the output method based on the volume of wastewater or solids we accept from the customer. For contracts that involve the sale of recovered hydrocarbons and freshwater, we will recognize revenue at a point in time, based on when control of the product is transferred to the customer. Liquids Performance Obligations Within the Liquids segment, revenue is disaggregated into two primary revenue streams that include revenue from the sale of commodities and providing services. For commodity sales, we are obligated to deliver a specified amount of product over a specified period of time. For these types of agreements, revenue is recognized at a point in time based on when the product is delivered and control is transferred to the customer. For revenue received from services rendered, we offer a variety of services which include: (i) storage services where product is commingled; (ii) railcar transportation services; (iii) transloading services; and (iv) logistics services. We are obligated to provide these services over a predetermined period of time. Revenue from service contracts is recognized at a point in time upon the transfer of control each month. All revenue from services is recognized over time utilizing the output method based on volumes stored or moved. Refined Products and Renewables Performance Obligations The Refined Products and Renewables segment has one distinct revenue stream, which is revenue from commodity sales. In these agreements, we are obligated to sell a predetermined amount of product over a specified period of time. Revenue for all commodity sales is recognized at a point in time once the customer has lifted the agreed-upon volumes. Remaining Performance Obligations Most of our service contracts are such that we have the right to consideration from a customer in an amount that corresponds directly with the value to the customer of our performance completed to date. Therefore, we are utilizing the practical expedient in ASC 606-10-55-18 under which we recognize revenue in the amount to which we have the right to invoice. Applying this practical expedient, we are not required to disclose the transaction price allocated to remaining performance obligations under these agreements. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of inventories | Inventories consist of the following at the dates indicated: September 30, 2018 March 31, 2018 (in thousands) Crude oil $ 46,366 $ 77,351 Natural gas liquids: Propane 97,720 38,910 Butane 63,182 12,613 Other 11,016 6,515 Refined products: Gasoline 270,060 253,286 Diesel 131,614 113,939 Renewables: Ethanol 41,773 38,093 Biodiesel 17,394 10,596 Total $ 679,125 $ 551,303 Amounts in the table above do not include inventory related to the Retail Propane segment, as these amounts have been classified as assets held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). |
Schedule of investments in unconsolidated entities | Our investments in unconsolidated entities consist of the following at the dates indicated: Entity Segment Ownership Date Acquired September 30, 2018 March 31, 2018 (in thousands) Water treatment and disposal facility (2) Water Solutions 50% August 2015 $ 2,124 $ 2,094 Water services company (3) Water Solutions 50% August 2018 2,396 — E Energy Adams, LLC (4) Refined Products and Renewables —% December 2013 — 15,142 Victory Propane, LLC (5) Corporate and Other —% April 2015 — — Total $ 4,520 $ 17,236 (1) Ownership interest percentages are at September 30, 2018 . (2) This is an investment in an unincorporated joint venture. (3) This is an investment in an unincorporated joint venture that we acquired as part of an acquisition in August 2018. See Note 4 for a further discussion. (4) On May 3, 2018, we sold our previously held 20% interest in E Energy Adams, LLC for net proceeds of $18.6 million and recorded a gain on disposal of $3.0 million during the six months ended September 30, 2018 within loss on disposal or impairment of assets, net in our unaudited condensed consolidated statement of operations. (5) On August 14, 2018, we sold our previously held 50% interest in Victory Propane. See Note 13 for a further discussion. |
Schedule of other noncurrent assets | Other noncurrent assets consist of the following at the dates indicated: September 30, 2018 March 31, 2018 (in thousands) Loan receivable (1) $ 23,327 $ 29,463 Line fill (2) 33,437 34,897 Tank bottoms (3) 44,148 42,044 Minimum shipping fees - pipeline commitments (4) 23,494 88,757 Other 51,723 49,878 Total $ 176,129 $ 245,039 (1) Represents the noncurrent portion of 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 product we are required to leave on certain third-party owned pipelines under long-term shipment commitments. At September 30, 2018 , line fill consisted of 335,069 barrels of crude oil and 262,000 barrels of propane. At March 31, 2018 , line fill consisted of 360,425 barrels of crude oil and 262,000 barrels of propane. Line fill held in pipelines we own is included within property, plant and equipment (see Note 5 ). (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 September 30, 2018 and March 31, 2018 , tank bottoms held in third party terminals consisted of 389,737 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 ). (4) Represents the minimum shipping fees paid in excess of volumes shipped, or deficiency credits, for two contracts with crude oil pipeline operators. This amount can be recovered when volumes shipped exceed the minimum monthly volume commitment (see Note 9 ). During the three months ended June 30, 2018, we entered into a definitive agreement, as described further in Note 13 , in which we agreed to provide the benefit of our deficiency credit under one of these contracts. As a result of providing this benefit to the third party, we wrote off $67.7 million of these deficiency credits to loss on disposal or impairment of assets, net in our unaudited condensed consolidated statements of operation during the three months ended June 30, 2018. Under the remaining other contract for which we have the future benefit, we currently have 19 months in which to ship the excess volumes. Amounts in the table above do not include other noncurrent assets related to the Retail Propane segment, as these amounts have been classified as assets held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). |
Schedule of accrued expenses and other payables | Accrued expenses and other payables consist of the following at the dates indicated: September 30, 2018 March 31, 2018 (in thousands) Accrued compensation and benefits $ 15,148 $ 18,033 Excise and other tax liabilities 33,521 40,829 Derivative liabilities 75,575 51,039 Accrued interest 40,066 39,947 Product exchange liabilities 30,394 11,842 Gavilon legal matter settlement (Note 9) 34,167 — Deferred gain on sale of general partner interest in TLP (1) — 30,113 Other 38,425 31,701 Total $ 267,296 $ 223,504 (1) See Note 15 for a discussion of the accounting for the deferred gain upon adoption of ASU No. 2014-09 and ASU No. 2017-05. Amounts in the table above do not include accrued expenses and other payables related to the Retail Propane segment, as these amounts have been classified as liabilities held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). |
Schedule of redeemable noncontrolling interest | The following table summarizes changes in our redeemable noncontrolling interest (in thousands): Balance at March 31, 2018 $ 9,927 Net loss attributable to redeemable noncontrolling interest (446 ) Redeemable noncontrolling interest valuation adjustment 3,349 Disposal of redeemable noncontrolling interest (12,830 ) Balance at September 30, 2018 $ — |
Income (Loss) Per Common Unit (
Income (Loss) Per Common Unit (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Earnings Per Unit [Abstract] | |
Schedule of weighted average number of units | The following table presents our calculation of basic and diluted weighted average common units outstanding for the periods indicated: Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 Weighted average common units outstanding during the period: Common units - Basic 122,380,197 121,314,636 121,964,593 120,927,400 Common units - Diluted 122,380,197 121,314,636 121,964,593 120,927,400 For the three months ended September 30, 2018 and 2017 , and the six months ended September 30, 2018 and 2017 , the Performance Awards (as defined herein), warrants, Service Awards (as defined herein) and the Class A Preferred Units (as defined herein) were considered antidilutive. |
Schedule of income (loss) per common unit | Our income (loss) per common unit is as follows for the periods indicated: Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 (in thousands, except unit and per unit amounts) Loss from continuing operations $ (53,508 ) $ (164,293 ) $ (218,668 ) $ (222,281 ) Less: Continuing operations loss (income) attributable to noncontrolling interests 518 (80 ) 863 (132 ) Net loss from continuing operations attributable to NGL Energy Partners LP (52,990 ) (164,373 ) (217,805 ) (222,413 ) Less: Distributions to preferred unitholders (1) (23,977 ) (16,098 ) (44,134 ) (25,782 ) Less: Continuing operations loss allocated to general partner (2) 42 146 193 181 Less: Repurchase of warrants (3) — — — (349 ) Net loss from continuing operations allocated to common unitholders $ (76,925 ) $ (180,325 ) $ (261,746 ) $ (248,363 ) Income (loss) from discontinued operations attributable to NGL Energy Partners LP, net of tax $ 408,447 $ (9,286 ) $ 404,318 $ (15,005 ) Less: Discontinued operations loss attributable to redeemable noncontrolling interests 48 288 446 685 Less: Discontinued operations (income) loss allocated to general partner (2) (409 ) 8 (405 ) 13 Net income (loss) from discontinued operations allocated to common unitholders $ 408,086 $ (8,990 ) $ 404,359 $ (14,307 ) Net income (loss) allocated to common unitholders $ 331,161 $ (189,315 ) $ 142,613 $ (262,670 ) Basic income (loss) per common unit Loss from continuing operations $ (0.63 ) $ (1.49 ) $ (2.15 ) $ (2.05 ) Income (loss) from discontinued operations, net of tax 3.33 (0.07 ) 3.32 (0.12 ) Net income (loss) $ 2.70 $ (1.56 ) $ 1.17 $ (2.17 ) Diluted income (loss) per common unit Loss from continuing operations $ (0.63 ) $ (1.49 ) $ (2.15 ) $ (2.05 ) Income (loss) from discontinued operations, net of tax 3.33 (0.07 ) 3.32 (0.12 ) Net income (loss) $ 2.70 $ (1.56 ) $ 1.17 $ (2.17 ) Basic weighted average common units outstanding 122,380,197 121,314,636 121,964,593 120,927,400 Diluted weighted average common units outstanding 122,380,197 121,314,636 121,964,593 120,927,400 (1) This amount includes the distribution to preferred unitholders as well as the accretion for the beneficial conversion, as discussed further in Note 10 . (2) Net (income) loss allocated to the general partner includes distributions to which it is entitled as the holder of incentive distribution rights. (3) This amount represents the excess of the repurchase price over the fair value of the warrants, as discussed further in Note 10 . |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Water Solutions Facilities 2019 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 as of September 30, 2018 for the assets acquired and liabilities assumed (in thousands): Property, plant and equipment $ 23,787 Goodwill 8,290 Intangible assets 68,624 Investments in unconsolidated entities 2,060 Current liabilities (173 ) Other noncurrent liabilities (24,527 ) Fair value of net assets acquired $ 78,061 The following table summarizes the preliminary estimates of the fair values as of September 30, 2018 for the assets acquired and liabilities assumed (in thousands): Property, plant and equipment $ 33,202 Goodwill 58,751 Intangible assets 25,124 Other noncurrent liabilities (1,127 ) Fair value of net assets acquired $ 115,950 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | Our property, plant and equipment consists of the following at the dates indicated: Description Estimated September 30, 2018 March 31, 2018 (in thousands) Natural gas liquids terminal and storage assets 2–30 years $ 235,959 $ 238,487 Pipeline and related facilities 30–40 years 244,127 243,616 Refined products terminal assets and equipment 15–25 years 6,736 6,736 Vehicles and railcars 3–25 years 123,614 121,159 Water treatment facilities and equipment 3–30 years 686,547 601,139 Crude oil tanks and related equipment 2–30 years 211,191 218,588 Barges and towboats 5–30 years 102,988 92,712 Information technology equipment 3–7 years 31,987 30,749 Buildings and leasehold improvements 3–40 years 149,605 147,442 Land 99,876 51,816 Tank bottoms and line fill (1) 20,113 20,118 Other 3–20 years 16,042 11,794 Construction in progress 166,384 77,596 2,095,169 1,861,952 Accumulated depreciation (388,557 ) (343,345 ) Net property, plant and equipment $ 1,706,612 $ 1,518,607 (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. Amounts in the table above do not include property, plant and equipment and accumulated depreciation related to the Retail Propane segment, as these amounts have been classified as assets held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). |
Schedule of depreciation expense and capitalized interest expense | The following table summarizes depreciation expense and capitalized interest expense for the periods indicated: Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 (in thousands) Depreciation expense $ 25,984 $ 26,142 $ 50,713 $ 50,924 Capitalized interest expense $ 173 $ — $ 322 $ — The table above does not include amounts related to the Retail Propane segment, as these amounts have been classified within discontinued operations in our unaudited condensed consolidated statements of operations (see Note 14 ). |
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 loss on disposal or impairment of assets, net in our unaudited condensed consolidated statements of operations. The following table summarizes losses (gains) on the disposal or impairment of property, plant and equipment by segment for the periods indicated: Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 (in thousands) Crude Oil Logistics $ 3,367 $ (397 ) $ 1,326 $ (4,029 ) Water Solutions 730 915 3,205 1,439 Liquids 1,004 852 994 852 Total $ 5,101 $ 1,370 $ 5,525 $ (1,738 ) |
Goodwill (Tables)
Goodwill (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in goodwill by segment | The following table summarizes changes in goodwill by segment during the six months ended September 30, 2018 : Crude Oil Water Liquids Refined Total (in thousands) Balances at March 31, 2018 $ 579,846 $ 424,465 $ 149,169 $ 51,127 $ 1,204,607 Acquisitions (Note 4) — 67,041 — — 67,041 Balances at September 30, 2018 $ 579,846 $ 491,506 $ 149,169 $ 51,127 $ 1,271,648 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of finite-lived intangible assets | Our intangible assets consist of the following at the dates indicated: September 30, 2018 March 31, 2018 Description Amortizable Lives Gross Carrying Accumulated Net Gross Carrying Accumulated Net (in thousands) Amortizable: Customer relationships 3–20 years $ 748,605 $ (354,021 ) $ 394,584 $ 718,763 $ (328,666 ) $ 390,097 Customer commitments 10 years 310,000 (59,417 ) 250,583 310,000 (43,917 ) 266,083 Pipeline capacity rights 30 years 161,785 (19,741 ) 142,044 161,785 (17,045 ) 144,740 Rights-of-way and easements 1–40 years 66,861 (4,341 ) 62,520 63,995 (3,214 ) 60,781 Executory contracts and other agreements 3–30 years 45,730 (15,673 ) 30,057 42,919 (15,424 ) 27,495 Non-compete agreements 2–32 years 12,715 (1,487 ) 11,228 5,465 (706 ) 4,759 Debt issuance costs (1) 5 years 41,772 (27,011 ) 14,761 40,992 (24,593 ) 16,399 Total amortizable 1,387,468 (481,691 ) 905,777 1,343,919 (433,565 ) 910,354 Non-amortizable: Water rights 58,352 — 58,352 — — — Trade names 2,800 — 2,800 2,800 — 2,800 Total non-amortizable 61,152 — 61,152 2,800 — 2,800 Total $ 1,448,620 $ (481,691 ) $ 966,929 $ 1,346,719 $ (433,565 ) $ 913,154 (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. Amounts in the table above do not include intangible assets and accumulated amortization related to the Retail Propane segment, as these amounts have been classified as assets held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). |
Schedule of indefinite-lived intangible assets | Our intangible assets consist of the following at the dates indicated: September 30, 2018 March 31, 2018 Description Amortizable Lives Gross Carrying Accumulated Net Gross Carrying Accumulated Net (in thousands) Amortizable: Customer relationships 3–20 years $ 748,605 $ (354,021 ) $ 394,584 $ 718,763 $ (328,666 ) $ 390,097 Customer commitments 10 years 310,000 (59,417 ) 250,583 310,000 (43,917 ) 266,083 Pipeline capacity rights 30 years 161,785 (19,741 ) 142,044 161,785 (17,045 ) 144,740 Rights-of-way and easements 1–40 years 66,861 (4,341 ) 62,520 63,995 (3,214 ) 60,781 Executory contracts and other agreements 3–30 years 45,730 (15,673 ) 30,057 42,919 (15,424 ) 27,495 Non-compete agreements 2–32 years 12,715 (1,487 ) 11,228 5,465 (706 ) 4,759 Debt issuance costs (1) 5 years 41,772 (27,011 ) 14,761 40,992 (24,593 ) 16,399 Total amortizable 1,387,468 (481,691 ) 905,777 1,343,919 (433,565 ) 910,354 Non-amortizable: Water rights 58,352 — 58,352 — — — Trade names 2,800 — 2,800 2,800 — 2,800 Total non-amortizable 61,152 — 61,152 2,800 — 2,800 Total $ 1,448,620 $ (481,691 ) $ 966,929 $ 1,346,719 $ (433,565 ) $ 913,154 (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. Amounts in the table above do not include intangible assets and accumulated amortization related to the Retail Propane segment, as these amounts have been classified as assets held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). |
Schedule of amortization expense | Amortization expense is as follows for the periods indicated: Three Months Ended September 30, Six Months Ended September 30, Recorded In 2018 2017 2018 2017 (in thousands) Depreciation and amortization $ 26,766 $ 27,453 $ 54,082 $ 55,088 Cost of sales 1,384 1,506 2,849 3,091 Interest expense 1,225 1,154 2,418 2,240 Total $ 29,375 $ 30,113 $ 59,349 $ 60,419 Amounts in the table above do not include amortization expense related to the Retail Propane segment, as these amounts have been classified within discontinued operations within our unaudited condensed consolidated statements of operations (see Note 14 ). |
Schedule of expected amortization of intangible assets | Expected amortization of our intangible assets is as follows (in thousands): Fiscal Year Ending March 31, 2019 (six months) $ 59,490 2020 117,984 2021 105,797 2022 91,105 2023 80,339 Thereafter 451,062 Total $ 905,777 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Long-Term Debt | |
Schedule of long-term debt | Our long-term debt consists of the following at the dates indicated: September 30, 2018 March 31, 2018 Face Unamortized Book Face Unamortized Book (in thousands) Revolving credit facility: Expansion capital borrowings $ 65,000 $ — $ 65,000 $ — $ — $ — Working capital borrowings 759,000 — 759,000 969,500 — 969,500 Senior unsecured notes: 5.125% Notes due 2019 (2) 353,424 (1,012 ) 352,412 353,424 (1,653 ) 351,771 6.875% Notes due 2021 (2) 367,048 (3,862 ) 363,186 367,048 (4,499 ) 362,549 7.500% Notes due 2023 610,947 (7,712 ) 603,235 615,947 (8,542 ) 607,405 6.125% Notes due 2025 389,135 (5,522 ) 383,613 389,135 (5,951 ) 383,184 Other long-term debt 5,654 — 5,654 5,977 — 5,977 2,550,208 (18,108 ) 2,532,100 2,701,031 (20,645 ) 2,680,386 Less: Current maturities 721,119 (4,874 ) 716,245 646 — 646 Long-term debt $ 1,829,089 $ (13,234 ) $ 1,815,855 $ 2,700,385 $ (20,645 ) $ 2,679,740 (1) Debt issuance costs related to the Revolving Credit Facility are reported within intangible assets, rather than as a reduction of the carrying amount of long-term debt. (2) Amounts are included in current maturities, as discussed further below. Amounts in the table above do not include long-term debt related to the Retail Propane segment, as these amounts have been classified as liabilities held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). |
Schedule of future amortization expense of debt issuance costs | Expected amortization of debt issuance costs is as follows (in thousands): Fiscal Year Ending March 31, 2019 (six months) $ 5,690 2020 2,749 2021 2,376 2022 2,376 2023 2,376 Thereafter 2,541 Total $ 18,108 |
Schedule of financial covenants in Credit Agreement | The following table summarizes the debt covenant levels specified in the Credit Agreement as of September 30, 2018 : Senior Secured Interest Total Leverage Period Beginning Leverage Ratio (1) Leverage Ratio (1) Coverage Ratio (2) Indebtedness Ratio (1) September 30, 2018 4.75 3.25 2.50 — December 31, 2018 4.75 3.25 2.75 — March 31, 2019 and thereafter 4.50 3.25 2.75 6.50 (1) Represents the maximum ratio for the period presented. (2) Represents the minimum ratio for the period presented. |
Schedule of maturities of long-term debt | The scheduled maturities of our long-term debt are as follows at September 30, 2018 : Fiscal Year Ending March 31, Revolving Senior Unsecured Notes Other Total (in thousands) 2019 (six months) $ — $ 367,048 $ 323 $ 367,371 2020 — 353,424 648 354,072 2021 — — 4,683 4,683 2022 824,000 — — 824,000 2023 — — — — Thereafter — 1,000,082 — 1,000,082 Total $ 824,000 $ 1,720,554 $ 5,654 $ 2,550,208 |
Senior unsecured notes | |
Long-Term Debt | |
Schedule of repurchases | The following table summarizes repurchases of Senior Unsecured Notes for the periods indicated: Six Months Ended September 30, 2018 (in thousands) 2023 Notes Notes repurchased $ 5,000 Cash paid (excluding payments of accrued interest) $ 5,069 Loss on early extinguishment of debt (1) $ (137 ) (1) Loss on the early extinguishment of debt for the 2023 Notes during the six months ended September 30, 2018 is inclusive of the write off of debt issuance costs of $0.1 million . The loss is reported within gain (loss) on early extinguishment of liabilities, net within our unaudited condensed consolidated statement of operations. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
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 unaudited condensed consolidated balance sheets (in thousands): Balance at March 31, 2018 $ 9,133 Liabilities incurred 301 Liabilities assumed in acquisitions 28 Liabilities settled (309 ) Accretion expense 305 Balance at September 30, 2018 $ 9,458 |
Schedule of future minimum lease payments under contractual commitments | The following table summarizes future minimum lease payments under these agreements at September 30, 2018 (in thousands): Fiscal Year Ending March 31, 2019 (six months) $ 62,135 2020 118,248 2021 98,231 2022 72,286 2023 52,266 Thereafter 47,579 Total $ 450,745 |
Schedule of future minimum throughput payments under agreements | The following table summarizes future minimum throughput payments under these agreements at September 30, 2018 (in thousands): Fiscal Year Ending March 31, 2019 (six months) $ 27,043 2020 44,281 Total $ 71,324 |
Schedule of outstanding purchase commitments | At September 30, 2018 , we had the following commodity purchase commitments (in thousands): Crude Oil (1) Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Purchase Commitments: 2019 (six months) $ 73,144 1,073 $ 20,549 24,477 2020 — — 787 1,008 Total $ 73,144 1,073 $ 21,336 25,485 Index-Price Commodity Purchase Commitments: 2019 (six months) $ 1,011,839 14,838 $ 635,900 579,243 2020 806,980 12,637 31,649 36,680 2021 559,574 9,324 — — 2022 441,459 7,734 — — 2023 303,144 5,482 — — Thereafter 220,893 4,110 — — Total $ 3,343,889 54,125 $ 667,549 615,923 (1) Our crude oil index-price purchase commitments exceed our crude oil index-price sales commitments (presented below) due primarily to our long-term purchase commitments for crude oil that we purchase and ship on the Grand Mesa Pipeline. As these purchase commitments are deliver-or-pay contracts, we have not entered into corresponding long-term sales contracts for volumes we may not receive. |
Schedule of outstanding sale commitments | At September 30, 2018 , we had the following commodity sale commitments (in thousands): Crude Oil Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Sale Commitments: 2019 (six months) $ 74,074 1,073 $ 161,906 152,611 2020 — — 3,417 3,583 2021 — — 90 90 Total $ 74,074 1,073 $ 165,413 156,284 Index-Price Commodity Sale Commitments: 2019 (six months) $ 1,218,344 16,863 $ 856,476 671,254 2020 222,865 3,095 24,385 21,073 Total $ 1,441,209 19,958 $ 880,861 692,327 |
Equity (Tables)
Equity (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Equity | |
Schedule of distributions declared | The following table summarizes distributions declared on our common units during the last three quarters: Date Declared Record Date Payment Date Amount Per Unit Amount Paid/Payable to Limited Partners Amount Paid/Payable to General Partner (in thousands) (in thousands) April 24, 2018 May 7, 2018 May 15, 2018 $ 0.3900 $ 47,374 $ 82 July 24, 2018 August 8, 2018 August 14, 2018 $ 0.3900 $ 47,600 $ 82 October 23, 2018 November 8, 2018 November 14, 2018 $ 0.3900 $ 48,260 $ 83 |
Service awards | |
Equity | |
Schedule of awards activity | The following table summarizes the Service Award activity during the six months ended September 30, 2018 : Unvested Service Award units at March 31, 2018 2,278,875 Units granted 1,820,176 Units vested and issued (2,044,601 ) Units forfeited (179,500 ) Unvested Service Award units at September 30, 2018 1,874,950 |
Schedule of scheduled vesting of awards | The following table summarizes the scheduled vesting of our unvested Service Award units at September 30, 2018 : Fiscal Year Ending March 31, 2019 (six months) 598,925 2020 919,475 2021 355,050 2022 1,500 Total 1,874,950 |
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 September 30, 2018 (in thousands): Fiscal Year Ending March 31, 2019 (six months) $ 6,396 2020 6,199 2021 1,988 2022 7 Total $ 14,590 |
Performance awards | |
Equity | |
Schedule of awards activity | The following table summarizes the Performance Award activity during the six months ended September 30, 2018 : Unvested Performance Award units at March 31, 2018 917,000 Units forfeited (415,500 ) Unvested Performance Award units at September 30, 2018 501,500 |
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 Performance Award units at September 30, 2018 (in thousands): Fiscal Year Ending March 31, 2019 (six months) $ 1,565 2020 1,738 2021 345 Total $ 3,648 |
Schedule of performance measurement period for each tranche | As of September 30, 2018 , performance will be measured over the following periods: Vesting Date of Tranche Performance Period for Tranche July 1, 2019 July 1, 2016 through June 30, 2019 July 1, 2020 July 1, 2017 through June 30, 2020 |
Class A Convertible Preferred Units | |
Equity | |
Schedule of distributions declared | The following table summarizes distributions declared on our Class A Preferred Units during the last three quarters: Amount Paid/Payable to Class A Date Declared Payment Date Preferred Unitholders (in thousands) April 24, 2018 May 15, 2018 $ 6,449 July 24, 2018 August 14, 2018 $ 6,449 October 23, 2018 November 14, 2018 $ 6,449 |
Class B Perpetual Preferred Units | |
Equity | |
Schedule of distributions declared | The following table summarizes distributions declared on our Class B Preferred Units during the last three quarters: Amount Paid to Class B Date Declared Record Date Payment Date Preferred Unitholders (in thousands) March 19, 2018 April 2, 2018 April 16, 2018 $ 4,725 June 19, 2018 July 2, 2018 July 16, 2018 $ 4,725 September 12, 2018 October 1, 2018 October 15, 2018 $ 4,725 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
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 unaudited condensed consolidated balance sheet at the dates indicated: September 30, 2018 March 31, 2018 Derivative Derivative Derivative Derivative (in thousands) Level 1 measurements $ 11,524 $ (62,823 ) $ 5,093 $ (20,186 ) Level 2 measurements 80,348 (76,979 ) 48,752 (54,410 ) 91,872 (139,802 ) 53,845 (74,596 ) Netting of counterparty contracts (1) (11,524 ) 11,524 (2,922 ) 2,922 Net cash collateral (held) provided (2,735 ) 51,298 (1,762 ) 17,263 Commodity derivatives $ 77,613 $ (76,980 ) $ 49,161 $ (54,411 ) (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 in the unaudited condensed consolidated balance sheets | The following table summarizes the accounts that include our commodity derivative assets and liabilities in our unaudited condensed consolidated balance sheets at the dates indicated: September 30, 2018 March 31, 2018 (in thousands) Prepaid expenses and other current assets $ 77,613 $ 49,161 Accrued expenses and other payables (75,575 ) (51,039 ) Other noncurrent liabilities (1,405 ) (3,372 ) Net commodity derivative asset (liability) $ 633 $ (5,250 ) |
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 September 30, 2018: Crude oil fixed-price (1) October 2018–December 2020 (3,681 ) $ (30,661 ) Propane fixed-price (1) October 2018–March 2020 676 5,606 Refined products fixed-price (1) October 2018–January 2020 (4,595 ) (24,225 ) Other October 2018–March 2022 1,350 (47,930 ) Net cash collateral provided 48,563 Net commodity derivative asset $ 633 At March 31, 2018: Cross-commodity (2) April 2018–March 2019 155 $ (430 ) Crude oil fixed-price (1) April 2018–December 2019 (1,376 ) (8,960 ) Crude oil index (1) April 2018–April 2018 (10 ) (6 ) Propane fixed-price (1) April 2018–February 2019 14 1,849 Refined products fixed-price (1) April 2018–January 2020 (5,419 ) (17,081 ) Refined products index (1) April 2018–April 2018 (4 ) (17 ) Other April 2018–March 2022 3,894 (20,751 ) Net cash collateral provided 15,501 Net commodity derivative liability $ (5,250 ) (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. Amounts in the table above do not include commodity derivative contract positions related to the Retail Propane segment, as these amounts have been classified as assets held for sale within our unaudited condensed consolidated balance sheets (see Note 14 ). |
Schedule of fair value estimates of fixed-rate notes | The following table provides fair value estimates of our fixed-rate notes at September 30, 2018 (in thousands): Senior Unsecured Notes: 5.125% Notes due 2019 $ 355,571 6.875% Notes due 2021 $ 374,316 7.500% Notes due 2023 $ 615,911 6.125% Notes due 2025 $ 367,129 |
Segments (Tables)
Segments (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Schedule of certain information related to results of operations by segment | The following table summarizes revenues related to our segments. Revenues for reporting periods beginning after April 1, 2018 are presented under Topic 606 (see Note 15 for a further discussion), while prior periods are not adjusted and continue to be reported under the accounting standard in effect for those periods. 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. The table below does not include amounts related to the Retail Propane segment, as these amounts has been classified within discontinued operations in our unaudited condensed consolidated statements of operations (see Note 14 ). Three Months Ended September 30, Six Months Ended September 30, 2018 2017 (1) 2018 2017 (1) (in thousands) Revenues: Crude Oil Logistics: Topic 606 revenues Crude oil sales $ 825,571 $ 410,274 $ 1,582,082 $ 890,559 Crude oil transportation and other 38,483 29,315 67,029 56,301 Non-Topic 606 revenues 3,084 — 6,382 — Elimination of intersegment sales (7,084 ) (2,567 ) (11,609 ) (4,923 ) Total Crude Oil Logistics revenues 860,054 437,022 1,643,884 941,937 Water Solutions: Topic 606 revenues Disposal service fees 58,099 35,282 112,103 68,603 Sale of recovered hydrocarbons 18,348 10,446 38,726 20,406 Freshwater revenues 788 — 1,288 — Other service revenues 2,516 5,304 3,767 8,990 Non-Topic 606 revenues 13 — 25 — Total Water Solutions revenues 79,764 51,032 155,909 97,999 Liquids: Topic 606 revenues Propane sales 234,892 193,588 421,381 330,448 Butane sales 145,847 111,545 259,047 179,777 Other product sales 168,496 102,409 320,301 186,712 Service revenues 4,222 3,928 9,893 9,940 Non-Topic 606 revenues 5,795 — 10,192 — Elimination of intersegment sales (8,810 ) (300 ) (10,475 ) (1,682 ) Total Liquids revenues 550,442 411,170 1,010,339 705,195 Refined Products and Renewables: Topic 606 revenues Refined products sales 1,460,494 2,874,268 2,888,706 5,647,875 Renewables sales — 102,964 — 213,930 Service fees and other revenues — 50 — 168 Non-Topic 606 revenues 3,703,288 — 6,799,483 — Elimination of intersegment sales — (76 ) — (130 ) Total Refined Products and Renewables revenues 5,163,782 2,977,206 9,688,189 5,861,843 Corporate and Other: Non-Topic 606 revenues 371 246 747 407 Elimination of intersegment sales 221 — — — Total Corporate and Other revenues 592 246 747 407 Total revenues $ 6,654,634 $ 3,876,676 $ 12,499,068 $ 7,607,381 (1) We adopted ASC 606 as of April 1, 2018. Revenue reported in fiscal year 2018 is recorded under the ASC 605 guidance. The following table summarizes depreciation and amortization expense and operating income (loss) by segment for the periods indicated. Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 (in thousands) Depreciation and Amortization: Crude Oil Logistics $ 18,870 $ 20,958 $ 38,099 $ 41,793 Water Solutions 26,342 25,253 51,651 49,261 Liquids 6,459 6,141 12,927 12,471 Refined Products and Renewables 320 324 641 648 Corporate and Other 759 919 1,477 1,839 Total depreciation and amortization $ 52,750 $ 53,595 $ 104,795 $ 106,012 Operating Income (Loss): Crude Oil Logistics $ 31,022 $ 1,196 $ (68,716 ) $ 5,553 Water Solutions 9,770 (7,548 ) 10,739 (8,702 ) Liquids 10,758 (118,107 ) 13,381 (126,879 ) Refined Products and Renewables (29,507 ) 21,042 (485 ) 35,538 Corporate and Other (35,352 ) (16,459 ) (52,782 ) (34,185 ) Total operating loss $ (13,309 ) $ (119,876 ) $ (97,863 ) $ (128,675 ) |
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. Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 (in thousands) Crude Oil Logistics $ 7,150 $ 4,663 $ 15,532 $ 11,721 Water Solutions 217,073 15,035 347,495 34,440 Liquids 389 1,138 1,381 1,680 Corporate and Other 267 440 598 709 Total $ 224,879 $ 21,276 $ 365,006 $ 48,550 |
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: September 30, 2018 March 31, 2018 (in thousands) Long-lived assets, net: Crude Oil Logistics $ 1,608,946 $ 1,638,558 Water Solutions 1,615,443 1,256,143 Liquids (1) 486,426 501,302 Refined Products and Renewables 205,511 208,849 Corporate and Other 28,863 31,516 Total $ 3,945,189 $ 3,636,368 (1) Includes $0.5 million and $0.6 million of non-US long-lived assets at September 30, 2018 and March 31, 2018 , respectively. September 30, 2018 March 31, 2018 (in thousands) Total assets: Crude Oil Logistics $ 2,280,061 $ 2,285,813 Water Solutions 1,708,333 1,323,171 Liquids (1) 889,913 717,690 Refined Products and Renewables 1,415,931 1,204,633 Corporate and Other 91,201 102,211 Assets held for sale — 517,604 Total $ 6,385,439 $ 6,151,122 (1) Includes $42.5 million and $27.5 million of non-US total assets at September 30, 2018 and March 31, 2018 , respectively. |
Transactions with Affiliates (T
Transactions with Affiliates (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Summary of purchase and sale transactions of products and services | The following table summarizes these related party transactions for the periods indicated: Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 (in thousands) Sales to SemGroup $ 549 $ 107 $ 669 $ 230 Purchases from SemGroup $ 317 $ 1,911 $ 1,337 $ 2,928 Sales to equity method investees $ — $ 98 $ — $ 196 Purchases from equity method investees $ — $ 20,563 $ — $ 48,469 Sales to entities affiliated with management $ 10,136 $ 57 $ 15,416 $ 140 Purchases from entities affiliated with management $ 82,599 $ 1,150 $ 159,133 $ 1,347 |
Schedule of accounts receivable from affiliates | Accounts receivable from affiliates consist of the following at the dates indicated: September 30, 2018 March 31, 2018 (in thousands) Receivables from SemGroup $ 4,245 $ 49 Receivables from NGL Energy Holdings LLC 7,300 4,693 Receivables from equity method investees — 6 Receivables from entities affiliated with management 6,343 24 Total $ 17,888 $ 4,772 |
Schedule of accounts payable to affiliates | Accounts payable to affiliates consist of the following at the dates indicated: September 30, 2018 March 31, 2018 (in thousands) Payables to SemGroup $ 4,155 $ — Payables to equity method investees — 8 Payables to entities affiliated with management 38,643 1,246 Total $ 42,798 $ 1,254 |
Assets, Liabilities and Redee_2
Assets, Liabilities and Redeemable Noncontrolling Interest Held for Sale and Discontinued Operations (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets, Liabilities and Redeemable Noncontrolling Interest Held for Sale and Discontinued Operations | The following table summarizes the major classes of assets, liabilities and redeemable noncontrolling interest classified as held for sale at March 31, 2018 (in thousands): Assets Held for Sale Cash and cash equivalents $ 4,113 Accounts receivable-trade, net 45,924 Inventories 13,250 Prepaid expenses and other current assets 2,796 Property, plant and equipment, net 201,340 Goodwill 107,951 Intangible assets, net 141,328 Other assets 902 Total assets held for sale $ 517,604 Liabilities and Redeemable Noncontrolling Interest Held for Sale Accounts payable-trade $ 7,790 Accrued expenses and other payables 6,583 Advance payments received from customers 12,842 Current maturities of long-term debt 2,550 Long-term debt, net 2,888 Redeemable noncontrolling interest 9,927 Total liabilities and redeemable noncontrolling interest held for sale $ 42,580 The following table summarizes the results of operations from discontinued operations related to the Retail Propane segment for the periods indicated: Three Months Ended September 30, Six Months Ended September 30, 2018 2017 2018 2017 (in thousands) Revenues $ 4,186 $ 64,723 $ 70,859 $ 131,803 Cost of sales 2,262 31,320 36,758 60,956 Operating expenses 2,327 28,201 27,168 56,842 General and administrative expense 193 2,322 2,589 4,928 Depreciation and amortization — 11,613 8,706 23,075 (Gain) loss on disposal or impairment of assets, net (1) (407,837 ) 493 (407,383 ) 1,096 Operating income (loss) from discontinued operations 407,241 (9,226 ) 403,021 (15,094 ) Equity in earnings (loss) of unconsolidated entities 1,298 (142 ) 1,183 (245 ) Interest expense — (115 ) (125 ) (237 ) Other income, net 33 259 364 636 Income (loss) from discontinued operations before taxes (2) 408,572 (9,224 ) 404,443 (14,940 ) Income tax expense (125 ) (62 ) (125 ) (65 ) Income (loss) from discontinued operations, net of tax $ 408,447 $ (9,286 ) $ 404,318 $ (15,005 ) (1) Amounts for the three months and six months ended September 30, 2018 include a gain of $408.6 million on the sale of virtually all of our remaining Retail Propane segment to Superior on July 10, 2018, partially offset by a loss of $1.3 million on the sale of a portion of our Retail Propane segment to DCC on March 30, 2018 related to a working capital adjustment. (2) Includes losses attributable to redeemable noncontrolling interest of less than $0.1 million and $0.3 million for the three months ended September 30, 2018 and 2017 , respectively, and $0.4 million and $0.7 million for the six months ended September 30, 2018 and 2017 , respectively. |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of impact of adoption of new accounting standard | The following tables summarize the impact of adoption on our unaudited condensed consolidated balance sheet at September 30, 2018 and our unaudited condensed consolidated statements of operations for the three months and six months ended September 30, 2018 : Unaudited Condensed Consolidated Balance Sheet September 30, 2018 As Reported Balances Without Adoption of ASU No. 2014-09 Effect of Change Increase/(Decrease) (in thousands) Accrued expenses and other payables $ 267,296 $ 30,113 $ 237,183 Other noncurrent liabilities $ 86,396 $ 94,137 $ (7,741 ) Equity: General partner $ (50,613 ) $ (50,737 ) $ 124 Limited partners $ 2,046,621 $ 1,922,495 $ 124,126 Unaudited Condensed Consolidated Statement of Operations Three Months Ended September 30, 2018 As Reported Balances Without Adoption of ASU No. 2014-09 Effect of Change Increase/(Decrease) (in thousands) Loss (gain) on disposal or impairment of assets, net $ 5,988 $ (1,540 ) $ 7,528 Operating loss $ (13,309 ) $ (5,781 ) $ (7,528 ) Net income $ 354,939 $ 362,467 $ (7,528 ) Unaudited Condensed Consolidated Statement of Operations Six Months Ended September 30, 2018 As Reported Balances Without Adoption of ASU No. 2014-09 Effect of Change Increase/(Decrease) (in thousands) Loss on disposal or impairment of assets, net $ 107,323 $ 92,267 $ 15,056 Operating loss $ (97,863 ) $ (82,807 ) $ (15,056 ) Net income $ 185,650 $ 200,706 $ (15,056 ) |
Schedule of amount and timing of remaining performance obligation | The following table summarizes the amount and timing of revenue recognition for such contracts at September 30, 2018 (in thousands): Fiscal Year Ending March 31, 2019 (six months) $ 95,504 2020 147,472 2021 115,403 2022 111,376 2023 110,013 Thereafter 335,065 Total $ 914,833 |
Schedule of contract assets and liabilities | The following tables summarizes the balances of our contract assets and liabilities at the dates indicated: Balance at April 1, 2018 September 30, 2018 (in thousands) Accounts receivable from contracts with customers $ 677,095 $ 857,539 2018 (in thousands) Contract liabilities balance at April 1 $ 8,374 Payment received and deferred 49,920 Payment recognized in revenue (28,762 ) Contract liabilities balance at September 30 $ 29,532 |
Unaudited Condensed Consolida_7
Unaudited Condensed Consolidating Guarantor and Non-Guarantor Financial Information (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Unaudited Condensed Consolidating Guarantor and Non-Guarantor Financial Information [Abstract] | |
Schedule of Unaudited Condensed Consolidating Balance Sheets | Unaudited Condensed Consolidating Balance Sheet (in Thousands) September 30, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 24,058 $ — $ 4,767 $ 7,549 $ — $ 36,374 Accounts receivable-trade, net of allowance for doubtful accounts — — 1,366,535 62 — 1,366,597 Accounts receivable-affiliates — — 17,888 — — 17,888 Inventories — — 678,705 420 — 679,125 Prepaid expenses and other current assets — — 158,970 647 — 159,617 Total current assets 24,058 — 2,226,865 8,678 — 2,259,601 PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation — — 1,576,003 130,609 — 1,706,612 GOODWILL — — 1,200,253 71,395 — 1,271,648 INTANGIBLE ASSETS, net of accumulated amortization — — 891,332 75,597 — 966,929 INVESTMENTS IN UNCONSOLIDATED ENTITIES — — 4,520 — — 4,520 NET INTERCOMPANY RECEIVABLES (PAYABLES) 1,550,245 — (1,565,621 ) 15,376 — — INVESTMENTS IN CONSOLIDATED SUBSIDIARIES 2,471,919 — 214,692 — (2,686,611 ) — OTHER NONCURRENT ASSETS — — 176,129 — — 176,129 Total assets $ 4,046,222 $ — $ 4,724,173 $ 301,655 $ (2,686,611 ) $ 6,385,439 LIABILITIES AND EQUITY CURRENT LIABILITIES: Accounts payable-trade $ (5 ) $ — $ 1,045,310 $ 110 $ — $ 1,045,415 Accounts payable-affiliates 1 — 42,797 — — 42,798 Accrued expenses and other payables 40,949 — 224,878 1,469 — 267,296 Advance payments received from customers — — 25,781 3,877 — 29,658 Current maturities of long-term debt, net of debt issuance costs 715,598 — 647 — — 716,245 Total current liabilities 756,543 — 1,339,413 5,456 — 2,101,412 LONG-TERM DEBT, net of debt issuance costs and current maturities 986,848 — 829,007 — — 1,815,855 OTHER NONCURRENT LIABILITIES — — 83,834 2,562 — 86,396 CLASS A 10.75% CONVERTIBLE PREFERRED UNITS 104,362 — — — — 104,362 EQUITY: Partners’ equity 2,198,469 — 2,471,919 293,907 (2,765,556 ) 2,198,739 Accumulated other comprehensive loss — — — (270 ) — (270 ) Noncontrolling interests — — — — 78,945 78,945 Total equity 2,198,469 — 2,471,919 293,637 (2,686,611 ) 2,277,414 Total liabilities and equity $ 4,046,222 $ — $ 4,724,173 $ 301,655 $ (2,686,611 ) $ 6,385,439 Unaudited Condensed Consolidating Balance Sheet (in Thousands) March 31, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 16,915 $ — $ 3,329 $ 1,850 $ — $ 22,094 Accounts receivable-trade, net of allowance for doubtful accounts — — 1,021,616 5,148 — 1,026,764 Accounts receivable-affiliates — — 4,772 — — 4,772 Inventories — — 550,978 325 — 551,303 Prepaid expenses and other current assets — — 128,311 431 — 128,742 Assets held for sale — — 490,800 26,804 — 517,604 Total current assets 16,915 — 2,199,806 34,558 — 2,251,279 PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation — — 1,371,495 147,112 — 1,518,607 GOODWILL — — 1,127,347 77,260 — 1,204,607 INTANGIBLE ASSETS, net of accumulated amortization — — 829,449 83,705 — 913,154 INVESTMENTS IN UNCONSOLIDATED ENTITIES — — 17,236 — — 17,236 NET INTERCOMPANY RECEIVABLES (PAYABLES) 2,110,940 — (2,121,741 ) 10,801 — — INVESTMENTS IN CONSOLIDATED SUBSIDIARIES 1,703,327 — 244,109 — (1,947,436 ) — LOAN RECEIVABLE-AFFILIATE — — 1,200 — — 1,200 OTHER NONCURRENT ASSETS — — 245,039 — — 245,039 Total assets $ 3,831,182 $ — $ 3,913,940 $ 353,436 $ (1,947,436 ) $ 6,151,122 LIABILITIES AND EQUITY CURRENT LIABILITIES AND REDEEMABLE NONCONTROLLING INTEREST: Accounts payable-trade $ — $ — $ 850,607 $ 2,232 $ — $ 852,839 Accounts payable-affiliates 1 — 1,253 — — 1,254 Accrued expenses and other payables 41,104 — 181,115 1,285 — 223,504 Advance payments received from customers — — 4,507 3,867 — 8,374 Current maturities of long-term debt, net of debt issuance costs — — 646 — — 646 Liabilities and redeemable noncontrolling interest held for sale — — 30,066 12,514 — 42,580 Total current liabilities and redeemable noncontrolling interest 41,105 — 1,068,194 19,898 — 1,129,197 LONG-TERM DEBT, net of debt issuance costs and current maturities 1,704,909 — 974,831 — — 2,679,740 OTHER NONCURRENT LIABILITIES — — 167,588 5,926 — 173,514 CLASS A 10.75% CONVERTIBLE PREFERRED UNITS 82,576 — — — — 82,576 EQUITY: Partners’ equity 2,002,592 — 1,704,896 327,858 (2,030,939 ) 2,004,407 Accumulated other comprehensive loss — — (1,569 ) (246 ) — (1,815 ) Noncontrolling interests — — — — 83,503 83,503 Total equity 2,002,592 — 1,703,327 327,612 (1,947,436 ) 2,086,095 Total liabilities and equity $ 3,831,182 $ — $ 3,913,940 $ 353,436 $ (1,947,436 ) $ 6,151,122 |
Schedule of Unaudited Condensed Consolidating Statements of Operations | Unaudited Condensed Consolidating Statement of Operations (in Thousands) Three Months Ended September 30, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ — $ — $ 6,653,716 $ 1,789 $ (871 ) $ 6,654,634 COST OF SALES — — 6,510,385 13 (871 ) 6,509,527 OPERATING COSTS AND EXPENSES: Operating — — 58,269 2,040 — 60,309 General and administrative — — 39,180 189 — 39,369 Depreciation and amortization — — 50,543 2,207 — 52,750 Loss on disposal or impairment of assets, net — — 5,988 — — 5,988 Revaluation of liabilities — — 800 (800 ) — — Operating Loss — — (11,449 ) (1,860 ) — (13,309 ) OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities — — 379 — — 379 Interest expense (29,485 ) — (11,874 ) (11 ) 12 (41,358 ) Other income, net — — 1,483 — (12 ) 1,471 Loss From Continuing Operations Before Income Taxes (29,485 ) — (21,461 ) (1,871 ) — (52,817 ) INCOME TAX EXPENSE — — (691 ) — — (691 ) EQUITY IN NET LOSS FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES 384,990 — (1,373 ) — (383,617 ) — Income (Loss) From Continuing Operations 355,505 — (23,525 ) (1,871 ) (383,617 ) (53,508 ) Income (Loss) From Discontinued Operations, Net of Tax — — 408,515 (68 ) — 408,447 Net Income (Loss) 355,505 — 384,990 (1,939 ) (383,617 ) 354,939 LESS: NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS 518 518 LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS 48 48 NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP $ 355,505 $ — $ 384,990 $ (1,939 ) $ (383,051 ) $ 355,505 Unaudited Condensed Consolidating Statement of Operations (in Thousands) Three Months Ended September 30, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ — $ — $ 3,875,073 $ 1,374 $ 229 $ 3,876,676 COST OF SALES — — 3,757,218 1 229 3,757,448 OPERATING COSTS AND EXPENSES: Operating — — 47,418 374 — 47,792 General and administrative — — 21,096 62 — 21,158 Depreciation and amortization — — 53,042 553 — 53,595 Loss on disposal or impairment of assets, net — — 110,959 — — 110,959 Revaluation of liabilities — — 5,600 — — 5,600 Operating (Loss) Income — — (120,260 ) 384 — (119,876 ) OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities — — 2,170 — — 2,170 Interest expense (37,219 ) — (12,899 ) (12 ) 12 (50,118 ) Gain on early extinguishment of liabilities, net 1,943 — — — — 1,943 Other income, net — — 1,841 1 (205 ) 1,637 (Loss) Income From Continuing Operations Before Income Taxes (35,276 ) — (129,148 ) 373 (193 ) (164,244 ) INCOME TAX EXPENSE — — (49 ) — — (49 ) EQUITY IN NET LOSS FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES (138,095 ) — (138 ) — 138,233 — (Loss) Income From Continuing Operations (173,371 ) — (129,335 ) 373 138,040 (164,293 ) Loss From Discontinued Operations, Net of Tax — — (8,760 ) (719 ) 193 (9,286 ) Net Loss (173,371 ) — (138,095 ) (346 ) 138,233 (173,579 ) LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (80 ) (80 ) LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS 288 288 NET LOSS ATTRIBUTABLE TO NGL ENERGY PARTNERS LP $ (173,371 ) $ — $ (138,095 ) $ (346 ) $ 138,441 $ (173,371 ) Unaudited Condensed Consolidating Statement of Operations (in Thousands) Six Months Ended September 30, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ — $ — $ 12,494,255 $ 6,482 $ (1,669 ) $ 12,499,068 COST OF SALES — — 12,207,375 (23 ) (1,669 ) 12,205,683 OPERATING COSTS AND EXPENSES: Operating — — 112,441 4,130 — 116,571 General and administrative — — 61,228 531 — 61,759 Depreciation and amortization — — 99,674 5,121 — 104,795 Loss on disposal or impairment of assets, net — — 107,323 — — 107,323 Revaluation of liabilities — — 800 — — 800 Operating Loss — — (94,586 ) (3,277 ) — (97,863 ) OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities — — 598 — — 598 Interest expense (58,985 ) — (28,641 ) (23 ) 23 (87,626 ) Loss on early extinguishment of liabilities, net (137 ) — — — — (137 ) Other expense, net — — (32,090 ) — (208 ) (32,298 ) Loss From Continuing Operations Before Income Taxes (59,122 ) — (154,719 ) (3,300 ) (185 ) (217,326 ) INCOME TAX EXPENSE — — (1,342 ) — — (1,342 ) EQUITY IN NET LOSS FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES 246,081 — (3,020 ) — (243,061 ) — Income (Loss) From Continuing Operations 186,959 — (159,081 ) (3,300 ) (243,246 ) (218,668 ) Income (Loss) From Discontinued Operations, Net of Tax — — 405,162 (1,029 ) 185 404,318 Net Income (Loss) 186,959 — 246,081 (4,329 ) (243,061 ) 185,650 LESS: NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS 863 863 LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS 446 446 NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP $ 186,959 $ — $ 246,081 $ (4,329 ) $ (241,752 ) $ 186,959 Unaudited Condensed Consolidating Statement of Operations (in Thousands) Six Months Ended September 30, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ — $ — $ 7,604,293 $ 3,263 $ (175 ) $ 7,607,381 COST OF SALES — — 7,386,305 1 (175 ) 7,386,131 OPERATING COSTS AND EXPENSES: Operating — — 94,643 985 — 95,628 General and administrative — — 43,400 143 — 43,543 Depreciation and amortization — — 104,532 1,480 — 106,012 Loss on disposal or impairment of assets, net — — 99,142 — — 99,142 Revaluation of liabilities — — 5,600 — — 5,600 Operating (Loss) Income — — (129,329 ) 654 — (128,675 ) OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities — — 4,089 — — 4,089 Interest expense (75,590 ) — (23,632 ) (23 ) 23 (99,222 ) Loss on early extinguishment of liabilities, net (1,338 ) — — — — (1,338 ) Other income, net — — 3,759 19 (408 ) 3,370 (Loss) Income From Continuing Operations Before Income Taxes (76,928 ) — (145,113 ) 650 (385 ) (221,776 ) INCOME TAX EXPENSE — — (505 ) — — (505 ) EQUITY IN NET LOSS FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES (159,805 ) — (509 ) — 160,314 — (Loss) Income From Continuing Operations (236,733 ) — (146,127 ) 650 159,929 (222,281 ) Loss From Discontinued Operations, Net of Tax — — (13,678 ) (1,712 ) 385 (15,005 ) Net Loss (236,733 ) — (159,805 ) (1,062 ) 160,314 (237,286 ) LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (132 ) (132 ) LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS 685 685 NET LOSS ATTRIBUTABLE TO NGL ENERGY PARTNERS LP $ (236,733 ) $ — $ (159,805 ) $ (1,062 ) $ 160,867 $ (236,733 ) |
Schedule of Unaudited Condensed Consolidating Statements of Comprehensive Income (Loss) | Unaudited Condensed Consolidating Statements of Comprehensive Income (Loss) (in Thousands) Three Months Ended September 30, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net income (loss) $ 355,505 $ — $ 384,990 $ (1,939 ) $ (383,617 ) $ 354,939 Other comprehensive loss — — — (13 ) — (13 ) Comprehensive income (loss) $ 355,505 $ — $ 384,990 $ (1,952 ) $ (383,617 ) $ 354,926 Three Months Ended September 30, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net loss $ (173,371 ) $ — $ (138,095 ) $ (346 ) $ 138,233 $ (173,579 ) Other comprehensive loss — — (48 ) (11 ) — (59 ) Comprehensive loss $ (173,371 ) $ — $ (138,143 ) $ (357 ) $ 138,233 $ (173,638 ) Six Months Ended September 30, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net income (loss) $ 186,959 $ — $ 246,081 $ (4,329 ) $ (243,061 ) $ 185,650 Other comprehensive loss — — (1 ) (23 ) — (24 ) Comprehensive income (loss) $ 186,959 $ — $ 246,080 $ (4,352 ) $ (243,061 ) $ 185,626 Six Months Ended September 30, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net loss $ (236,733 ) $ — $ (159,805 ) $ (1,062 ) $ 160,314 $ (237,286 ) Other comprehensive loss — — (412 ) (22 ) — (434 ) Comprehensive loss $ (236,733 ) $ — $ (160,217 ) $ (1,084 ) $ 160,314 $ (237,720 ) |
Schedule of Unaudited Condensed Consolidating Statements of Cash Flows | Unaudited Condensed Consolidating Statement of Cash Flows (in Thousands) Six Months Ended September 30, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Adjustments Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities-continuing operations $ (56,673 ) $ — $ (64,217 ) $ 2,279 $ (185 ) $ (118,796 ) Net cash provided by operating activities-discontinued operations — — 24,345 6,570 — 30,915 Net cash (used in) provided by operating activities (56,673 ) — (39,872 ) 8,849 (185 ) (87,881 ) INVESTING ACTIVITIES: Capital expenditures — — (191,559 ) (1,960 ) — (193,519 ) Acquisitions, net of cash acquired — — (194,044 ) (3,927 ) — (197,971 ) Settlements of commodity derivatives — — (94,879 ) — — (94,879 ) Proceeds from sales of assets — — 8,204 — — 8,204 Proceeds from divestitures of businesses and investments — — 18,594 — — 18,594 Investments in unconsolidated entities — — (92 ) — — (92 ) Repayments on loan for natural gas liquids facility — — 4,558 — — 4,558 Loan to affiliate — — (1,515 ) — — (1,515 ) Net cash used in investing activities-continuing operations — — (450,733 ) (5,887 ) — (456,620 ) Net cash provided by investing activities-discontinued operations — — 838,797 6,982 — 845,779 Net cash provided by investing activities — — 388,064 1,095 — 389,159 FINANCING ACTIVITIES: Proceeds from borrowings under Revolving Credit Facility — — 2,008,000 — — 2,008,000 Payments on Revolving Credit Facility — — (2,153,500 ) — — (2,153,500 ) Repurchase of senior unsecured notes (5,069 ) — — — — (5,069 ) Payments on other long-term debt — — (326 ) — — (326 ) Debt issuance costs — — (780 ) — — (780 ) Contributions from noncontrolling interest owners, net — — — 169 — 169 Distributions to general and common unit partners and preferred unitholders (117,486 ) — — — — (117,486 ) Repurchase of warrants (14,988 ) — — — — (14,988 ) Common unit repurchases and cancellations (54 ) — — — — (54 ) Payments for settlement and early extinguishment of liabilities — — (2,639 ) — — (2,639 ) Net changes in advances with consolidated entities 201,413 — (197,214 ) (4,384 ) 185 — Net cash provided by (used in) financing activities-continuing operations 63,816 — (346,459 ) (4,215 ) 185 (286,673 ) Net cash used in financing activities-discontinued operations — — (295 ) (30 ) — (325 ) Net cash provided by (used in) financing activities 63,816 — (346,754 ) (4,245 ) 185 (286,998 ) Net increase in cash and cash equivalents 7,143 — 1,438 5,699 — 14,280 Cash and cash equivalents, beginning of period 16,915 — 3,329 1,850 — 22,094 Cash and cash equivalents, end of period $ 24,058 $ — $ 4,767 $ 7,549 $ — $ 36,374 Unaudited Condensed Consolidating Statement of Cash Flows (in Thousands) Six Months Ended September 30, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Adjustments Consolidated OPERATING ACTIVITIES: Net cash provided by (used in) operating activities-continuing operations $ 43,235 $ — $ (104,796 ) $ 34,291 $ (385 ) $ (27,655 ) Net cash provided by operating activities-discontinued operations — — 37,948 1,416 — 39,364 Net cash provided by (used in) operating activities 43,235 — (66,848 ) 35,707 (385 ) 11,709 INVESTING ACTIVITIES: Capital expenditures — — (46,017 ) (622 ) — (46,639 ) Acquisitions, net of cash acquired — — (19,897 ) — — (19,897 ) Settlements of commodity derivatives — — (21,789 ) — — (21,789 ) Proceeds from sales of assets — — 22,575 — — 22,575 Investments in unconsolidated entities — — (14,150 ) — — (14,150 ) Distributions of capital from unconsolidated entities — — 4,378 — — 4,378 Repayments on loan for natural gas liquids facility — — 4,875 — — 4,875 Loan to affiliate — — (960 ) — — (960 ) Net cash used in investing activities-continuing operations — — (70,985 ) (622 ) — (71,607 ) Net cash used in investing activities-discontinued operations — — (36,025 ) (580 ) — (36,605 ) Net cash used in investing activities — — (107,010 ) (1,202 ) — (108,212 ) FINANCING ACTIVITIES: Proceeds from borrowings under Revolving Credit Facility — — 814,500 — — 814,500 Payments on Revolving Credit Facility — — (657,500 ) — — (657,500 ) Repurchase of senior secured and senior unsecured notes (115,407 ) — — — — (115,407 ) Payments on other long-term debt — — (552 ) — — (552 ) Debt issuance costs (670 ) — (1,804 ) — — (2,474 ) Contributions from noncontrolling interest owners, net — — — 23 — 23 Distributions to general and common unit partners and preferred unitholders (107,389 ) — — — — (107,389 ) Distributions to noncontrolling interest owners — — — (3,082 ) — (3,082 ) Proceeds from sale of preferred units, net of offering costs 202,755 — — — — 202,755 Repurchase of warrants (10,549 ) — — — — (10,549 ) Common unit repurchases and cancellations (11,663 ) — — — — (11,663 ) Payments for settlement and early extinguishment of liabilities — — (1,650 ) — — (1,650 ) Net changes in advances with consolidated entities — — 31,526 (31,911 ) 385 — Net cash (used in) provided by financing activities-continuing operations (42,923 ) — 184,520 (34,970 ) 385 107,012 Net cash used in financing activities-discontinued operations — — (2,421 ) (190 ) — (2,611 ) Net cash (used in) provided by financing activities (42,923 ) — 182,099 (35,160 ) 385 104,401 Net increase (decrease) in cash and cash equivalents 312 — 8,241 (655 ) — 7,898 Cash and cash equivalents, beginning of period 6,257 — 73 1,496 — 7,826 Cash and cash equivalents, end of period $ 6,569 $ — $ 8,314 $ 841 $ — $ 15,724 |
Organization and Operations (De
Organization and Operations (Details) $ in Thousands | Jul. 10, 2018USD ($) | Jun. 30, 2018facility | Sep. 30, 2018USD ($)terminal | Sep. 30, 2017USD ($) |
Organization and operations | ||||
Proceeds from divestitures of businesses and investments | $ | $ 896,500 | $ 18,594 | $ 0 | |
Ownership interest | 50.00% | 0.00% | ||
Liquids | ||||
Organization and operations | ||||
Number of owned terminals | terminal | 19 | |||
Retail Propane Business 2019 Acquisitions Acquisition Accounting In Process | ||||
Organization and operations | ||||
Number of retail propane businesses acquired | facility | 3 |
Significant Accounting Polici_4
Significant Accounting Policies - Income Taxes (Details) $ in Millions | Sep. 30, 2018USD ($) |
Ranch | Water Solutions Facilities 2019 Acquisitions Acquisition Accounting In Process | |
Noncurrent deferred tax liability | $ 22.4 |
Significant Accounting Polici_5
Significant Accounting Policies - Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Mar. 31, 2018 |
Inventories | ||
Crude oil | $ 46,366 | $ 77,351 |
Natural gas liquids: | ||
Propane | 97,720 | 38,910 |
Butane | 63,182 | 12,613 |
Other | 11,016 | 6,515 |
Refined products: | ||
Gasoline | 270,060 | 253,286 |
Diesel | 131,614 | 113,939 |
Renewables: | ||
Ethanol | 41,773 | 38,093 |
Biodiesel | 17,394 | 10,596 |
Total | $ 679,125 | $ 551,303 |
Significant Accounting Polici_6
Significant Accounting Policies - Investments in Unconsolidated Entities (Details) - USD ($) $ in Thousands | May 03, 2018 | Sep. 30, 2018 | Aug. 14, 2018 | Jun. 30, 2018 | Mar. 31, 2018 |
Investments in Unconsolidated Entities | |||||
Ownership interest | 0.00% | 50.00% | |||
Carrying value | $ 4,520 | $ 800 | $ 17,236 | ||
Water treatment and disposal facility | Water solutions | Operating segment | |||||
Investments in Unconsolidated Entities | |||||
Ownership interest | 50.00% | ||||
Carrying value | $ 2,124 | 2,094 | |||
Water services company | Water solutions | Operating segment | |||||
Investments in Unconsolidated Entities | |||||
Ownership interest | 50.00% | ||||
Carrying value | $ 2,396 | $ 0 | |||
E Energy Adams, LLC | Refined products and renewables | Operating segment | |||||
Investments in Unconsolidated Entities | |||||
Ownership interest | 0.00% | 20.00% | |||
Carrying value | $ 0 | $ 15,142 | |||
Proceeds from sale of interest in equity method investee | $ 18,600 | ||||
Gain on sale of interest in E Energy Adams, LLC | $ (3,000) |
Significant Accounting Polici_7
Significant Accounting Policies - Variable Interest Entity (Details) $ in Millions | Sep. 30, 2018USD ($) |
Equity method investees | Loan agreement | |
Variable Interest Entity | |
Maximum borrowing capacity | $ 5 |
Significant Accounting Polici_8
Significant Accounting Policies - Other Noncurrent Assets (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2018USD ($) | Sep. 30, 2018USD ($)bbl | Mar. 31, 2018USD ($)bbl | |
Other Assets, Noncurrent [Abstract] | |||
Loan receivable | $ 23,327 | $ 29,463 | |
Line fill | 33,437 | 34,897 | |
Tank bottoms | 44,148 | 42,044 | |
Minimum shipping fees - pipeline commitments | 23,494 | 88,757 | |
Other | 51,723 | 49,878 | |
Total | $ 176,129 | $ 245,039 | |
Other Noncurrent Assets | |||
Number of barrels of refined product | bbl | 389,737 | 366,212 | |
Crude oil | |||
Other Noncurrent Assets | |||
Number of barrels of product | bbl | 335,069 | 360,425 | |
Propane sales | |||
Other Noncurrent Assets | |||
Number of barrels of product | bbl | 262,000 | 262,000 | |
Customer contracts | Contract No. 1 | |||
Other Noncurrent Assets | |||
Pipeline commitments, period to recover amount | 19 months | ||
Crude oil logistics | |||
Other Noncurrent Assets | |||
Number of contracts | 2 | ||
Number of contracts with benefit of deficiency credits | 1 | ||
Write-off of pipeline deficiency credits | $ 67,700 |
Significant Accounting Polici_9
Significant Accounting Policies - Accrued Expenses and Other Payables (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Mar. 31, 2018 |
Accounting Policies [Abstract] | ||
Accrued compensation and benefits | $ 15,148 | $ 18,033 |
Excise and other tax liabilities | 33,521 | 40,829 |
Derivative liabilities | 75,575 | 51,039 |
Accrued interest | 40,066 | 39,947 |
Product exchange liabilities | 30,394 | 11,842 |
Gavilon legal matter settlement (Note 9) | 34,167 | 0 |
Deferred gain on sale of general partner interest in TLP (1) | 0 | 30,113 |
Other | 38,425 | 31,701 |
Total | $ 267,296 | $ 223,504 |
Significant Accounting Polic_10
Significant Accounting Policies - Noncontrolling Interests (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Redeemable Noncontrolling Interest [Roll Forward] | ||||
Net loss attributable to redeemable noncontrolling interest | $ 48 | $ 288 | $ 446 | $ 685 |
Redeemable noncontrolling interest valuation adjustment | (3,349) | |||
Redeemable noncontrolling interest | ||||
Redeemable Noncontrolling Interest [Roll Forward] | ||||
Balance at beginning of period | 9,927 | |||
Net loss attributable to redeemable noncontrolling interest | (446) | |||
Redeemable noncontrolling interest valuation adjustment | 3,349 | |||
Disposal of redeemable noncontrolling interest | (12,830) | |||
Balance at end of period | $ 0 | $ 0 |
Significant Accounting Polic_11
Significant Accounting Policies - Recent Accounting Pronouncements (Details) $ in Thousands | Sep. 30, 2018USD ($) |
Cumulative effect adjustment for adoption of ASU 2016-01 (Note 2) | $ 0 |
Accumulated other comprehensive (loss) income | Available-for-sale securities | |
Cumulative effect adjustment for adoption of ASU 2016-01 (Note 2) | $ 1,569 |
Income (Loss) Per Common Unit_2
Income (Loss) Per Common Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income (Loss) Per Common Unit | ||||
Loss from continuing operations | $ (53,508) | $ (164,293) | $ (218,668) | $ (222,281) |
Less: Continuing operations loss (income) attributable to noncontrolling interests | 518 | (80) | 863 | (132) |
Net loss from continuing operations attributable to NGL Energy Partners LP | (52,990) | (164,373) | (217,805) | (222,413) |
Less: Distributions to preferred unitholders (1) | (23,977) | (16,098) | (44,134) | (25,782) |
Less: Continuing operations loss allocated to general partner (2) | 42 | 146 | 193 | 181 |
Less: Repurchase of warrants | 0 | 0 | 0 | (349) |
NET LOSS FROM CONTINUING OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | (76,925) | (180,325) | (261,746) | (248,363) |
Income (loss) from discontinued operations attributable to NGL Energy Partners LP, net of tax | 408,447 | (9,286) | 404,318 | (15,005) |
Net loss attributable to redeemable noncontrolling interest | 48 | 288 | 446 | 685 |
Less: Discontinued operations (income) loss allocated to general partner (2) | (409) | 8 | (405) | 13 |
NET INCOME (LOSS) FROM DISCONTINUED OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | 408,086 | (8,990) | 404,359 | (14,307) |
NET INCOME (LOSS) ALLOCATED TO COMMON UNITHOLDERS | $ 331,161 | $ (189,315) | $ 142,613 | $ (262,670) |
Basic weighted average common units outstanding (in units) | 122,380,197 | 121,314,636 | 121,964,593 | 120,927,400 |
Diluted weighted average common units outstanding (in units) | 122,380,197 | 121,314,636 | 121,964,593 | 120,927,400 |
BASIC INCOME (LOSS) PER COMMON UNIT | ||||
Loss From Continuing Operations | $ (0.63) | $ (1.49) | $ (2.15) | $ (2.05) |
Income (Loss) From Discontinued Operations, net of Tax | 3.33 | (0.07) | 3.32 | (0.12) |
Net Income (Loss) | 2.70 | (1.56) | 1.17 | (2.17) |
DILUTED INCOME (LOSS) PER COMMON UNIT | ||||
Loss From Continuing Operations | (0.63) | (1.49) | (2.15) | (2.05) |
Income (Loss) From Discontinued Operations, net of Tax | 3.33 | (0.07) | 3.32 | (0.12) |
Net Income (Loss) | $ 2.70 | $ (1.56) | $ 1.17 | $ (2.17) |
Common units | ||||
Income (Loss) Per Common Unit | ||||
Basic weighted average common units outstanding (in units) | 122,380,197 | 121,314,636 | 121,964,593 | 120,927,400 |
Diluted weighted average common units outstanding (in units) | 122,380,197 | 121,314,636 | 121,964,593 | 120,927,400 |
BASIC INCOME (LOSS) PER COMMON UNIT | ||||
Loss From Continuing Operations | $ (0.63) | $ (1.49) | $ (2.15) | $ (2.05) |
Income (Loss) From Discontinued Operations, net of Tax | 3.33 | (0.07) | 3.32 | (0.12) |
Net Income (Loss) | 2.70 | (1.56) | 1.17 | (2.17) |
DILUTED INCOME (LOSS) PER COMMON UNIT | ||||
Loss From Continuing Operations | (0.63) | (1.49) | (2.15) | (2.05) |
Income (Loss) From Discontinued Operations, net of Tax | 3.33 | (0.07) | 3.32 | (0.12) |
Net Income (Loss) | $ 2.70 | $ (1.56) | $ 1.17 | $ (2.17) |
Acquisitions - Water Pipeline C
Acquisitions - Water Pipeline Company (Details) - USD ($) $ in Thousands | Apr. 24, 2018 | Sep. 30, 2018 |
Business Acquisition | ||
Carrying value of noncontrolling interest | $ 3,960 | |
Water Pipeline Company | ||
Business Acquisition | ||
Ownership interest acquired | 18.375% | |
Total consideration to acquire remaining interest | $ 4,000 | |
Carrying value of noncontrolling interest | $ 3,900 |
Acquisitions - Saltwater Water
Acquisitions - Saltwater Water Solutions Facilities (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)facility | Sep. 30, 2017USD ($) | Mar. 31, 2018USD ($) | |
Fair Value of Assets Acquired and Liabilities Assumed | |||||
Goodwill | $ 1,271,648 | $ 1,271,648 | $ 1,204,607 | ||
Revenues | 6,654,634 | $ 3,876,676 | 12,499,068 | $ 7,607,381 | |
Operating income | (13,309) | $ (119,876) | $ (97,863) | $ (128,675) | |
Water Solutions Facilities 2019 Acquisitions Acquisition Accounting In Process | |||||
Business Acquisition | |||||
Number of saltwater facilities acquired | facility | 6 | ||||
Number of saltwater wells acquired | facility | 15 | ||||
Saltwater Facility | Water Solutions Facilities 2019 Acquisitions Acquisition Accounting In Process | |||||
Business Acquisition | |||||
Total consideration to acquire businesses | $ 116,000 | ||||
Unfavorable lease liability | 1,100 | 1,100 | |||
Saltwater Facility | Water Solutions Facilities 2019 Acquisitions Acquisition Accounting In Process | |||||
Fair Value of Assets Acquired and Liabilities Assumed | |||||
Property, plant and equipment | 33,202 | 33,202 | |||
Goodwill | 58,751 | 58,751 | |||
Intangible assets | 25,124 | 25,124 | |||
Other noncurrent liabilities | (1,127) | (1,127) | |||
Fair value of net assets acquired | $ 115,950 | 115,950 | |||
Revenues | 5,800 | ||||
Operating income | 2,500 | ||||
General and administrative expense | $ 200 | ||||
Saltwater Facility | |||||
Fair Value of Assets Acquired and Liabilities Assumed | |||||
Number of wells acquired | facility | 2 | ||||
Payments to acquire assets | $ 9,100 |
Acquisitions - Freshwater Water
Acquisitions - Freshwater Water Disposal Facilities (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)facility | Sep. 30, 2017USD ($) | Mar. 31, 2018USD ($) | |
Fair Value of Assets Acquired and Liabilities Assumed | |||||
Goodwill | $ 1,271,648 | $ 1,271,648 | $ 1,204,607 | ||
Revenues | 6,654,634 | $ 3,876,676 | 12,499,068 | $ 7,607,381 | |
Operating income | (13,309) | $ (119,876) | $ (97,863) | $ (128,675) | |
Water Solutions Facilities 2019 Acquisitions Acquisition Accounting In Process | |||||
Business Acquisition | |||||
Number of freshwater facilities acquired | facility | 4 | ||||
Number of freshwater wells acquired | facility | 27 | ||||
Freshwater Facility | Water Solutions Facilities 2019 Acquisitions Acquisition Accounting In Process | |||||
Business Acquisition | |||||
Total consideration to acquire businesses | $ 78,100 | ||||
Contingent consideration liability | 1,800 | 1,800 | |||
Unfavorable lease liability | 500 | 500 | |||
Ranch | Water Solutions Facilities 2019 Acquisitions Acquisition Accounting In Process | |||||
Business Acquisition | |||||
Noncurrent deferred tax liability | 22,400 | 22,400 | |||
Freshwater Facility | Water Solutions Facilities 2019 Acquisitions Acquisition Accounting In Process | |||||
Fair Value of Assets Acquired and Liabilities Assumed | |||||
Property, plant and equipment | 23,787 | 23,787 | |||
Goodwill | 8,290 | 8,290 | |||
Intangible assets | 68,624 | 68,624 | |||
Investments in unconsolidated entities | 2,060 | 2,060 | |||
Current liabilities | (173) | (173) | |||
Other noncurrent liabilities | (24,527) | (24,527) | |||
Fair value of net assets acquired | $ 78,061 | 78,061 | |||
Revenues | 1,200 | ||||
Operating income | 800 | ||||
General and administrative expense | $ 800 | ||||
Ranch | |||||
Business Acquisition | |||||
Number of freshwater wells acquired | facility | 18 | ||||
Fair Value of Assets Acquired and Liabilities Assumed | |||||
Payments to acquire assets | $ 28,400 |
Acquisitions - Retail Propane B
Acquisitions - Retail Propane Businesses (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2018USD ($)facility | Sep. 30, 2018USD ($) | Jul. 09, 2018 | |
Retail Propane Business 2019 Acquisitions Acquisition Accounting In Process | |||
Business Acquisition | |||
Number of retail propane businesses acquired | facility | 3 | ||
Total consideration to acquire businesses | $ 19,100 | ||
Retail Propane Company | |||
Business Acquisition | |||
Ownership interest acquired | 40.00% | ||
Redeemable noncontrolling interest | |||
Business Acquisition | |||
Total consideration to acquire remaining interest | $ (12,830) | ||
Redeemable noncontrolling interest | Retail Propane Company | |||
Business Acquisition | |||
Total consideration to acquire remaining interest | $ 12,800 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Mar. 31, 2018 | |
Property, Plant and Equipment | |||||
Gross property, plant and equipment | $ 2,095,169 | $ 2,095,169 | $ 1,861,952 | ||
Accumulated depreciation | (388,557) | (388,557) | (343,345) | ||
Net property, plant and equipment | 1,706,612 | 1,706,612 | 1,518,607 | ||
Depreciation expense | 25,984 | $ 26,142 | 50,713 | $ 50,924 | |
Capitalized interest expense | 173 | 0 | 322 | 0 | |
Gain (loss) on sales and write-downs of certain assets | 5,101 | 1,370 | 5,525 | (1,738) | |
Crude oil logistics | |||||
Property, Plant and Equipment | |||||
Gain (loss) on sales and write-downs of certain assets | 3,367 | (397) | 1,326 | (4,029) | |
Water solutions | |||||
Property, Plant and Equipment | |||||
Gain (loss) on sales and write-downs of certain assets | 730 | 915 | 3,205 | 1,439 | |
Liquids | |||||
Property, Plant and Equipment | |||||
Gain (loss) on sales and write-downs of certain assets | 1,004 | $ 852 | 994 | $ 852 | |
Natural gas liquids terminal and storage assets | |||||
Property, Plant and Equipment | |||||
Gross property, plant and equipment | 235,959 | $ 235,959 | 238,487 | ||
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 | 244,127 | $ 244,127 | 243,616 | ||
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 | |||||
Gross property, plant and equipment | 6,736 | $ 6,736 | 6,736 | ||
Refined products terminal assets and equipment | Minimum | |||||
Property, Plant and Equipment | |||||
Useful life | 15 years | ||||
Refined products terminal assets and equipment | Maximum | |||||
Property, Plant and Equipment | |||||
Useful life | 25 years | ||||
Vehicles and railcars | |||||
Property, Plant and Equipment | |||||
Gross property, plant and equipment | 123,614 | $ 123,614 | 121,159 | ||
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 | 686,547 | $ 686,547 | 601,139 | ||
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 | 211,191 | $ 211,191 | 218,588 | ||
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 | 30 years | ||||
Barges and towboats | |||||
Property, Plant and Equipment | |||||
Gross property, plant and equipment | 102,988 | $ 102,988 | 92,712 | ||
Barges and towboats | Minimum | |||||
Property, Plant and Equipment | |||||
Useful life | 5 years | ||||
Barges and towboats | Maximum | |||||
Property, Plant and Equipment | |||||
Useful life | 30 years | ||||
Information technology equipment | |||||
Property, Plant and Equipment | |||||
Gross property, plant and equipment | 31,987 | $ 31,987 | 30,749 | ||
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 | 149,605 | $ 149,605 | 147,442 | ||
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 | 99,876 | $ 99,876 | 51,816 | ||
Tank bottoms and line fill | |||||
Property, Plant and Equipment | |||||
Gross property, plant and equipment | 20,113 | 20,113 | 20,118 | ||
Other | |||||
Property, Plant and Equipment | |||||
Gross property, plant and equipment | 16,042 | $ 16,042 | 11,794 | ||
Other | Minimum | |||||
Property, Plant and Equipment | |||||
Useful life | 3 years | ||||
Other | Maximum | |||||
Property, Plant and Equipment | |||||
Useful life | 20 years | ||||
Construction in progress | |||||
Property, Plant and Equipment | |||||
Gross property, plant and equipment | $ 166,384 | $ 166,384 | $ 77,596 |
Goodwill (Details)
Goodwill (Details) $ in Thousands | 6 Months Ended |
Sep. 30, 2018USD ($) | |
Goodwill [Roll Forward] | |
Goodwill at the beginning of the period | $ 1,204,607 |
Acquisitions (Note 4) | 67,041 |
Goodwill at the end of the period | 1,271,648 |
Crude oil logistics | |
Goodwill [Roll Forward] | |
Goodwill at the beginning of the period | 579,846 |
Acquisitions (Note 4) | 0 |
Goodwill at the end of the period | 579,846 |
Water solutions | |
Goodwill [Roll Forward] | |
Goodwill at the beginning of the period | 424,465 |
Acquisitions (Note 4) | 67,041 |
Goodwill at the end of the period | 491,506 |
Liquids | |
Goodwill [Roll Forward] | |
Goodwill at the beginning of the period | 149,169 |
Acquisitions (Note 4) | 0 |
Goodwill at the end of the period | 149,169 |
Refined products and renewables | |
Goodwill [Roll Forward] | |
Goodwill at the beginning of the period | 51,127 |
Acquisitions (Note 4) | 0 |
Goodwill at the end of the period | $ 51,127 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 30, 2018 | Mar. 31, 2018 | |
Amortizable | ||
Finite-lived intangible assets, gross | $ 1,387,468 | $ 1,343,919 |
Accumulated amortization | (481,691) | (433,565) |
Finite-lived intangible assets, net | 905,777 | 910,354 |
INTANGIBLE ASSETS, net of accumulated amortization | $ 966,929 | 913,154 |
Weighted-average remaining amortization period for intangible assets | 13 years 5 months | |
Non-Amortizable | ||
Indefinite-lived intangible assets | $ 61,152 | 2,800 |
Gross carrying amount of intangible assets | 1,448,620 | 1,346,719 |
Water rights | ||
Non-Amortizable | ||
Indefinite-lived intangible assets | 58,352 | |
Trade names | ||
Non-Amortizable | ||
Indefinite-lived intangible assets | 2,800 | 2,800 |
Customer relationships | ||
Amortizable | ||
Finite-lived intangible assets, gross | 748,605 | 718,763 |
Accumulated amortization | (354,021) | (328,666) |
Finite-lived intangible assets, net | $ 394,584 | 390,097 |
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 | 310,000 |
Accumulated amortization | (59,417) | (43,917) |
Finite-lived intangible assets, net | $ 250,583 | 266,083 |
Pipeline capacity rights | ||
Amortizable | ||
Amortizable life | 30 years | |
Finite-lived intangible assets, gross | $ 161,785 | 161,785 |
Accumulated amortization | (19,741) | (17,045) |
Finite-lived intangible assets, net | 142,044 | 144,740 |
Rights-of-way and easements | ||
Amortizable | ||
Finite-lived intangible assets, gross | 66,861 | 63,995 |
Accumulated amortization | (4,341) | (3,214) |
Finite-lived intangible assets, net | $ 62,520 | 60,781 |
Rights-of-way and easements | Minimum | ||
Amortizable | ||
Amortizable life | 1 year | |
Rights-of-way and easements | Maximum | ||
Amortizable | ||
Amortizable life | 40 years | |
Executory contracts and other agreements | ||
Amortizable | ||
Finite-lived intangible assets, gross | $ 45,730 | 42,919 |
Accumulated amortization | (15,673) | (15,424) |
Finite-lived intangible assets, net | $ 30,057 | 27,495 |
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 | $ 12,715 | 5,465 |
Accumulated amortization | (1,487) | (706) |
Finite-lived intangible assets, net | $ 11,228 | 4,759 |
Non-compete agreements | Minimum | ||
Amortizable | ||
Amortizable life | 2 years | |
Non-compete agreements | Maximum | ||
Amortizable | ||
Amortizable life | 32 years | |
Debt issuance costs | ||
Amortizable | ||
Amortizable life | 5 years | |
Finite-lived intangible assets, gross | $ 41,772 | 40,992 |
Accumulated amortization | (27,011) | (24,593) |
Finite-lived intangible assets, net | $ 14,761 | $ 16,399 |
Intangible Assets - Amortizatio
Intangible Assets - Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Mar. 31, 2018 | |
Amortization related to intangible assets | |||||
Amortization expense | $ 29,375 | $ 30,113 | $ 59,349 | $ 60,419 | |
Future amortization expense of intangible assets | |||||
2019 (six months) | 59,490 | 59,490 | |||
2,020 | 117,984 | 117,984 | |||
2,021 | 105,797 | 105,797 | |||
2,022 | 91,105 | 91,105 | |||
2,023 | 80,339 | 80,339 | |||
Thereafter | 451,062 | 451,062 | |||
Finite-lived intangible assets, net | 905,777 | 905,777 | $ 910,354 | ||
Depreciation and amortization | |||||
Amortization related to intangible assets | |||||
Amortization expense | 26,766 | 27,453 | 54,082 | 55,088 | |
Cost of sales | |||||
Amortization related to intangible assets | |||||
Amortization expense | 1,384 | 1,506 | 2,849 | 3,091 | |
Interest expense | |||||
Amortization related to intangible assets | |||||
Amortization expense | $ 1,225 | $ 1,154 | $ 2,418 | $ 2,240 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Mar. 31, 2018 | |
Long-Term Debt | |||||
Face amount | $ 2,550,208 | $ 2,550,208 | $ 2,701,031 | ||
Face amount, current portion | 721,119 | 721,119 | 646 | ||
Face amount, long-term | 1,829,089 | 1,829,089 | 2,700,385 | ||
LONG-TERM DEBT, debt issuance costs | (18,108) | (18,108) | (20,645) | ||
Debt issuance costs, current, net | (4,874) | (4,874) | 0 | ||
Debt issuance costs, noncurrent, net | (13,234) | (13,234) | (20,645) | ||
Book value | 2,532,100 | 2,532,100 | 2,680,386 | ||
Book value, current | 716,245 | 716,245 | 646 | ||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 1,815,855 | 1,815,855 | 2,679,740 | ||
Amortization of debt issuance costs | 1,200 | $ 1,600 | 2,500 | $ 3,300 | |
Expected Future Amortization of Debt Issuance Costs | |||||
2019 (six months) | 5,690 | 5,690 | |||
2,020 | 2,749 | 2,749 | |||
2,021 | 2,376 | 2,376 | |||
2,022 | 2,376 | 2,376 | |||
2,023 | 2,376 | 2,376 | |||
Thereafter | 2,541 | 2,541 | |||
Total | 18,108 | 18,108 | |||
5.125% Senior Notes due 2019 | |||||
Long-Term Debt | |||||
Face amount | 353,424 | 353,424 | 353,424 | ||
LONG-TERM DEBT, debt issuance costs | (1,012) | (1,012) | (1,653) | ||
Book value | 352,412 | 352,412 | 351,771 | ||
6.875% Senior Notes due 2021 | |||||
Long-Term Debt | |||||
Face amount | 367,048 | 367,048 | 367,048 | ||
LONG-TERM DEBT, debt issuance costs | (3,862) | (3,862) | (4,499) | ||
Book value | 363,186 | 363,186 | 362,549 | ||
7.50% Senior Notes due 2023 | |||||
Long-Term Debt | |||||
Face amount | 610,947 | 610,947 | 615,947 | ||
LONG-TERM DEBT, debt issuance costs | (7,712) | (7,712) | (8,542) | ||
Book value | 603,235 | 603,235 | 607,405 | ||
6.125% Senior Notes due 2025 | |||||
Long-Term Debt | |||||
Face amount | 389,135 | 389,135 | 389,135 | ||
LONG-TERM DEBT, debt issuance costs | (5,522) | (5,522) | (5,951) | ||
Book value | 383,613 | 383,613 | 383,184 | ||
Other long-term debt | |||||
Long-Term Debt | |||||
Face amount | 5,654 | 5,654 | 5,977 | ||
LONG-TERM DEBT, debt issuance costs | 0 | 0 | 0 | ||
Book value | 5,654 | 5,654 | 5,977 | ||
Expansion Capital Facility | Revolving Credit Facility | |||||
Long-Term Debt | |||||
Face amount | 65,000 | 65,000 | 0 | ||
LONG-TERM DEBT, debt issuance costs | 0 | 0 | 0 | ||
Book value | 65,000 | 65,000 | 0 | ||
Working Capital Facility | Revolving Credit Facility | |||||
Long-Term Debt | |||||
Face amount | 759,000 | 759,000 | 969,500 | ||
LONG-TERM DEBT, debt issuance costs | 0 | 0 | 0 | ||
Book value | $ 759,000 | $ 759,000 | $ 969,500 |
Long-Term Debt - Credit Agreeme
Long-Term Debt - Credit Agreement (Details) $ in Thousands | Jul. 05, 2018 | Sep. 30, 2018USD ($) | Mar. 31, 2018USD ($) |
Long-Term Debt | |||
Face amount | $ 2,550,208 | $ 2,701,031 | |
LONG-TERM DEBT, debt issuance costs | 18,108 | 20,645 | |
Debt and capital lease obligations | 2,532,100 | 2,680,386 | |
Revolving Credit Facility | |||
Long-Term Debt | |||
Maximum borrowing capacity | 1,765,000 | ||
Line of credit facility borrowing capacity allocated from one facility to another | $ 150,000 | ||
Credit agreement change to guarantors | In the amendment, the lenders consented to, subject to the consummation of the Retail Propane disposition, release NGL Propane, LLC and its wholly-owned subsidiaries from its guaranty and other obligations under the loan documents, among other things. In return, the Partnership agreed to use the net proceeds from the Retail Propane disposition to pay down existing indebtedness no later than five business days after the consummation of the Retail Propane disposition. | ||
Financial Covenants in Credit Agreement | |||
Debt Instrument, actual leverage ratio | 3.69 | ||
Debt Instrument, actual senior secured leverage ratio | 0.18 | ||
Debt Instrument, actual interest coverage ratio | 2.67 | ||
Revolving Credit Facility | Minimum | |||
Long-Term Debt | |||
Commitment fees charged on unused capacity | 0.375% | ||
Financial Covenants in Credit Agreement | |||
Debt instrument, covenant interest coverage ratio September 30, 2018 to December 31, 2018 | 2.50 | ||
Debt instrument, covenant interest coverage ratio December 31, 2018 to October 5, 2021 | 2.75 | ||
Revolving Credit Facility | Maximum | |||
Long-Term Debt | |||
Commitment fees charged on unused capacity | 0.50% | ||
Financial Covenants in Credit Agreement | |||
Debt instrument, covenant leverage ratio September 30, 2018 to March 31, 2019 | 4.75 | ||
Debt instrument, covenant leverage ratio March 31, 2019 to October 5, 2021 | 4.50 | ||
Debt instrument, covenant senior secured leverage ratio September 30, 2018 to October 5, 2021 | 3.25 | ||
Debt instrument, total leverage indebtedness ratio March 31, 2019 to October 5, 2021 | 6.50 | ||
Revolving Credit Facility | LIBOR option | |||
Long-Term Debt | |||
Reference rate | 2.17% | ||
Interest rate margin added to variable rate base | 2.50% | ||
Revolving Credit Facility | Prime rate | |||
Long-Term Debt | |||
Reference rate | 5.25% | ||
Interest rate margin added to variable rate base | 1.50% | ||
Revolving Credit Facility | |||
Long-Term Debt | |||
Interest rate | 5.13% | ||
Working Capital Facility | Revolving Credit Facility | |||
Long-Term Debt | |||
Face amount | $ 759,000 | 969,500 | |
LONG-TERM DEBT, debt issuance costs | 0 | 0 | |
Debt and capital lease obligations | 759,000 | 969,500 | |
Maximum borrowing capacity | 1,450,000 | ||
Working Capital Facility | Letter of Credit | |||
Long-Term Debt | |||
Outstanding letters of credit | 202,300 | ||
Expansion Capital Facility | Revolving Credit Facility | |||
Long-Term Debt | |||
Face amount | 65,000 | 0 | |
LONG-TERM DEBT, debt issuance costs | 0 | 0 | |
Debt and capital lease obligations | 65,000 | $ 0 | |
Maximum borrowing capacity | $ 315,000 | ||
Letter of Credit | Revolving Credit Facility | |||
Long-Term Debt | |||
Fixed interest rate | 2.50% |
Long-Term Debt - Senior Unsecur
Long-Term Debt - Senior Unsecured Notes (Details) - USD ($) | Oct. 16, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 |
Long-Term Debt | |||||
Notes repurchased | $ 5,069,000 | $ 115,407,000 | |||
Gain (loss) on early extinguishment of liabilities, net | $ 0 | $ 1,943,000 | (137,000) | $ (1,338,000) | |
7.50% Senior Notes due 2023 | |||||
Long-Term Debt | |||||
Notes repurchased | 5,000,000 | ||||
Cash paid (excluding payments of accrued interest) | 5,069,000 | ||||
Gain (loss) on early extinguishment of liabilities, net | (137,000) | ||||
Write off of debt issuance costs | $ 100,000 | ||||
Subsequent Event | 6.875% Senior Notes due 2021 | |||||
Long-Term Debt | |||||
Redemption price percentage | 101.719% | ||||
Increase in accrued interest | $ 0.19 | ||||
Face amount | $ 1,000 |
Long-Term Debt - Other Long-Ter
Long-Term Debt - Other Long-Term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Mar. 31, 2018 |
Long-Term Debt | ||
Face amount | $ 2,550,208 | $ 2,701,031 |
Equipment loan | ||
Long-Term Debt | ||
Face amount | $ 5,700 | |
Equipment loan | Minimum | ||
Long-Term Debt | ||
Fixed interest rate | 4.13% | |
Equipment loan | Maximum | ||
Long-Term Debt | ||
Fixed interest rate | 7.10% |
Long-Term Debt - Maturity Sched
Long-Term Debt - Maturity Schedule (Details) $ in Thousands | Sep. 30, 2018USD ($) |
Maturities | |
2019 (six months) | $ 367,371 |
2,020 | 354,072 |
2,021 | 4,683 |
2,022 | 824,000 |
2,023 | 0 |
Thereafter | 1,000,082 |
Total | 2,550,208 |
Revolving Credit Facility | |
Maturities | |
2,022 | 824,000 |
Total | 824,000 |
Senior unsecured notes | |
Maturities | |
2019 (six months) | 367,048 |
2,020 | 353,424 |
Thereafter | 1,000,082 |
Total | 1,720,554 |
Other long-term debt | |
Maturities | |
2019 (six months) | 323 |
2,020 | 648 |
2,021 | 4,683 |
Total | $ 5,654 |
Commitments and Contingencies -
Commitments and Contingencies - Legal Contingencies (Details) $ in Millions | 6 Months Ended |
Sep. 30, 2018USD ($) | |
Loss Contingencies [Line Items] | |
Range of possible loss | $ 4 |
Loss contingency accrual | 2.5 |
Services Rendered | |
Loss Contingencies [Line Items] | |
Damages awarded | 4 |
Fraudulent Misrepresentation | |
Loss Contingencies [Line Items] | |
Damages awarded | $ 29 |
Commitments and Contingencies_2
Commitments and Contingencies - Environmental Matters (Details) $ in Thousands | Sep. 30, 2018USD ($) | Mar. 31, 2018USD ($) |
Environmental matter | ||
Environmental matters liability | $ 2,400 | |
Litigation settlement, cash portion | $ 25,000 | |
Litigation Settlement, renewable identification numbers | 36,000,000 | |
Estimated litigation liability | $ 34,167 | $ 0 |
Commitments and Contingencies_3
Commitments and Contingencies - Asset Retirement Obligations (Details) $ in Thousands | 6 Months Ended |
Sep. 30, 2018USD ($) | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |
Balance at beginning of period | $ 9,133 |
Liabilities incurred | 301 |
Liabilities assumed in acquisitions | 28 |
Liabilities settled | (309) |
Accretion expense | 305 |
Balance at end of period | $ 9,458 |
Commitments and Contingencies_4
Commitments and Contingencies - Operating Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Future minimum lease payments | ||||
2019 (six months) | $ 62,135 | $ 62,135 | ||
2,020 | 118,248 | 118,248 | ||
2,021 | 98,231 | 98,231 | ||
2,022 | 72,286 | 72,286 | ||
2,023 | 52,266 | 52,266 | ||
Thereafter | 47,579 | 47,579 | ||
Total | 450,745 | 450,745 | ||
Rental expense | $ 26,700 | $ 31,800 | $ 54,600 | $ 62,500 |
Commitments and Contingencies_5
Commitments and Contingencies - Pipeline Capacity Agreements (Details) $ in Thousands | 6 Months Ended |
Sep. 30, 2018USD ($) | |
Pipeline capacity agreements | |
Future minimum throughput payments | |
2019 (six months) | $ 27,043 |
2,020 | 44,281 |
Total | 71,324 |
Third party pipeline capacity assumption | |
Future minimum throughput payments | |
2019 (six months) | 14,300 |
2,020 | $ 28,700 |
Contract No. 2 | Customer contracts | |
Future minimum throughput payments | |
Number of months to continue shipping after maturity date of contract | 6 months |
Commitments and Contingencies_6
Commitments and Contingencies - Purchase Commitments (Details) gal in Thousands, bbl in Thousands, $ in Thousands | Sep. 30, 2018USD ($)bblgal |
Crude oil | |
Purchase commitments for crude oil and natural gas | |
Fixed-price purchase commitments, due in remainder of fiscal year | $ 73,144 |
Fixed-price purchase commitments (in barrels/gallons), due in remainder of fiscal year | bbl | 1,073 |
Total fixed-price purchase commitments | $ 73,144 |
Total fixed-price purchase commitments (in barrels/gallons) | bbl | 1,073 |
Index-price purchase commitments, due remainder of fiscal year | $ 1,011,839 |
Index-price purchase commitments (in barrels/gallons), due in remainder of fiscal year | bbl | 14,838 |
Index-price purchase commitments, due in second year | $ 806,980 |
Index-price purchase commitments (in barrels/gallons), due in second year | bbl | 12,637 |
Index-price purchase commitments, due in third year | $ 559,574 |
Index-price purchase commitments (in barrels), due in third year | bbl | 9,324 |
Index-price purchase commitments, due in fourth year | $ 441,459 |
Index-price purchase commitments (in barrels), due in fourth year | bbl | 7,734 |
Index-price purchase commitments, due in fifth year | $ 303,144 |
Index-price purchase commitments (in barrels), due in fifth year | bbl | 5,482 |
Index-price purchase commitments, due after fifth year | $ 220,893 |
Index-price purchase commitments (in barrels), due after fifth year | bbl | 4,110 |
Total index-price purchase commitments | $ 3,343,889 |
Total index-price purchase commitments (in barrels/gallons) | bbl | 54,125 |
Natural gas liquids | |
Purchase commitments for crude oil and natural gas | |
Fixed-price purchase commitments, due in remainder of fiscal year | $ 20,549 |
Fixed-price purchase commitments (in barrels/gallons), due in remainder of fiscal year | gal | 24,477 |
Fixed-price purchase commitments, due in second year | $ 787 |
Fixed-price purchase commitments (in gallons), due in second year | gal | 1,008 |
Total fixed-price purchase commitments | $ 21,336 |
Total fixed-price purchase commitments (in barrels/gallons) | gal | 25,485 |
Index-price purchase commitments, due remainder of fiscal year | $ 635,900 |
Index-price purchase commitments (in barrels/gallons), due in remainder of fiscal year | gal | 579,243 |
Index-price purchase commitments, due in second year | $ 31,649 |
Index-price purchase commitments (in barrels/gallons), due in second year | gal | 36,680 |
Total index-price purchase commitments | $ 667,549 |
Total index-price purchase commitments (in barrels/gallons) | gal | 615,923 |
Commitments and Contingencies_7
Commitments and Contingencies - Sale Commitments (Details) gal in Thousands, bbl in Thousands, $ in Thousands | Sep. 30, 2018USD ($)bblgal | Mar. 31, 2018USD ($) |
Sale commitments for crude oil and natural gas | ||
Net commodity asset (liability) | $ 633 | $ (5,250) |
Crude oil | ||
Sale commitments for crude oil and natural gas | ||
Fixed-price sale commitments, due in remainder of fiscal year | $ 74,074 | |
Fixed-price sale commitments (in barrels/gallons), due in remainder of fiscal year | bbl | 1,073 | |
Total fixed-price sale commitments | $ 74,074 | |
Total fixed-price sale commitments (in barrels/gallons) | bbl | 1,073 | |
Index-price sale commitments, due in remainder of fiscal year | $ 1,218,344 | |
Index-price sale commitments (in barrels), due in remainder of fiscal year | bbl | 16,863 | |
Index-price sale commitments, due in second year | $ 222,865 | |
Index-price sale commitments (in barrels/gallons), due in second year | bbl | 3,095 | |
Total index-price sale commitments | $ 1,441,209 | |
Total index-price sale commitment (in barrels/gallons) | bbl | 19,958 | |
Natural gas liquids | ||
Sale commitments for crude oil and natural gas | ||
Fixed-price sale commitments, due in remainder of fiscal year | $ 161,906 | |
Fixed-price sale commitments (in barrels/gallons), due in remainder of fiscal year | gal | 152,611 | |
Fixed-price sale commitments, due in second year | $ 3,417 | |
Fixed-price sale commitments (in gallons), due in second year | gal | 3,583 | |
Fixed-price sale commitments, due in third year | $ 90 | |
Fixed-price sale commitments (in gallons), due in third year | gal | 90 | |
Total fixed-price sale commitments | $ 165,413 | |
Total fixed-price sale commitments (in barrels/gallons) | gal | 156,284 | |
Index-price sale commitments, due in remainder of fiscal year | $ 856,476 | |
Index-price sale commitments (in barrels), due in remainder of fiscal year | gal | 671,254 | |
Index-price sale commitments, due in second year | $ 24,385 | |
Index-price sale commitments (in barrels/gallons), due in second year | gal | 21,073 | |
Total index-price sale commitments | $ 880,861 | |
Total index-price sale commitment (in barrels/gallons) | gal | 692,327 | |
Prepaid expenses and other current assets | ||
Sale commitments for crude oil and natural gas | ||
Net commodity asset (liability) | $ 80,200 | |
Accrued expenses and other payables | ||
Sale commitments for crude oil and natural gas | ||
Net commodity asset (liability) | $ 69,800 |
Equity - Partnership Equity and
Equity - Partnership Equity and General Partner Contributions (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Mar. 31, 2018 | |
Equity | ||
General partner interest | 0.10% | 0.10% |
Limited partner interest | 99.90% | 99.90% |
General partner's capital account, notional units issued (in units) | 2,271 | |
Common units | ||
Equity | ||
General partner interest | 0.10% | |
Limited partner interest | 99.90% | |
Minimum | General Partner | ||
Equity | ||
Notional units issued | $ 0.1 |
Equity - Equity Issuances (Deta
Equity - Equity Issuances (Details) - Common units - USD ($) $ in Millions | Aug. 24, 2016 | Sep. 30, 2018 |
Equity | ||
Aggregate offering price under at the market program | $ 200 | |
Aggregate offering price remaining for sale | $ 134.7 |
Equity - Distributions (Details
Equity - Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 14, 2018 | Oct. 23, 2018 | Aug. 14, 2018 | Jul. 24, 2018 | May 15, 2018 | Apr. 24, 2018 |
Distributions | ||||||
Amount Per Unit (in dollars per unit) | $ 0.3900 | $ 0.3900 | ||||
Amount Paid/Payable to Limited Partners | $ 47,600 | $ 47,374 | ||||
Amount Paid/Payable to General Partner | $ 82 | $ 82 | ||||
Subsequent Event | ||||||
Distributions | ||||||
Amount Per Unit (in dollars per unit) | $ 0.3900 | |||||
Amount Paid/Payable to Limited Partners | $ 48,260 | |||||
Amount Paid/Payable to General Partner | $ 83 |
Equity - Class A Convertible Pr
Equity - Class A Convertible Preferred Units (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 14, 2018 | Aug. 14, 2018 | May 15, 2018 | Apr. 26, 2018 | Apr. 21, 2016 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Mar. 31, 2018 | Jun. 30, 2016 | Jun. 24, 2016 |
Preferred Units | ||||||||||||
Accretion of beneficial conversion feature | $ 21,786 | |||||||||||
Repurchase of warrants | $ 14,988 | $ 10,549 | ||||||||||
Class A Convertible Preferred Units | ||||||||||||
Preferred Units | ||||||||||||
Temporary equity, issued (in units) | 19,942,169 | 19,942,169 | 19,942,169 | |||||||||
Preferred units dividend rate | 10.75% | 10.75% | ||||||||||
Oaktree Capital Management L.P. | ||||||||||||
Preferred Units | ||||||||||||
Warrants outstanding (in units) | 1,458,371 | 1,458,371 | 4,375,112 | |||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | ||||||||||||
Preferred Units | ||||||||||||
Proceeds from sale of convertible preferred units and warrants, net of offering costs | $ 235,000 | |||||||||||
Offering costs | $ 5,000 | |||||||||||
Accretion of beneficial conversion feature | $ 12,800 | $ 4,000 | $ 21,800 | $ 7,200 | ||||||||
Preferred units dividend rate | 10.75% | |||||||||||
Amount paid to preferred unitholders | $ 6,449 | $ 6,449 | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | Subsequent Event | ||||||||||||
Preferred Units | ||||||||||||
Amount paid to preferred unitholders | $ 6,449 | |||||||||||
Warrant | Oaktree Capital Management L.P. | ||||||||||||
Preferred Units | ||||||||||||
Class of warrant or right, exercise price | $ 0.01 | |||||||||||
Class of warrant or right, term | 8 years | |||||||||||
Repurchase of warrants (in units) | 1,229,575 | |||||||||||
Repurchase of warrants | $ 15,000 | |||||||||||
Warrants converted to common units (in units) | 228,797 | |||||||||||
Minimum | Warrant | Oaktree Capital Management L.P. | ||||||||||||
Preferred Units | ||||||||||||
Proceeds from warrant exercises | $ 100 |
Equity - Class B Preferred Unit
Equity - Class B Preferred Units (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 15, 2018 | Jul. 16, 2018 | Apr. 16, 2018 | Sep. 30, 2018 |
Preferred Units | ||||
Preferred units, underwriting discounts and commissions | $ 6,600 | |||
Preferred units, offering costs | $ 700 | |||
Preferred units, dividend payment terms | The current distribution rate for the Class B Preferred Units is 9.0% per year of the $25.00 liquidation preference per unit (equal to $2.25 per unit per year). | |||
Class B Perpetual Preferred Units | ||||
Preferred Units | ||||
Preferred units dividend rate | 9.00% | |||
Preferred unit par or stated value per unit | $ 25 | |||
Amount paid to preferred unitholders | $ 4,725 | $ 4,725 | ||
Class B Perpetual Preferred Units | ||||
Preferred Units | ||||
Preferred units issued, net of offering costs | $ 202,700 | |||
Class B Perpetual Preferred Units | Class B Perpetual Preferred Units | ||||
Preferred Units | ||||
Preferred units, issued (in units) | 8,400,000 | |||
Subsequent Event | Class B Perpetual Preferred Units | ||||
Preferred Units | ||||
Amount paid to preferred unitholders | $ 4,725 |
Equity - Equity-Based Incentive
Equity - Equity-Based Incentive Compensation - Award Activity (Details) - USD ($) | 6 Months Ended | |
Sep. 30, 2018 | Mar. 31, 2018 | |
Equity-Based Incentive Compensation | ||
Common units canceled during period | 4,661 | |
Value of common units canceled during period | $ 100,000 | |
Units granted (in units) | 1,745,801 | |
Accrued bonuses | $ 6,300,000 | |
Restricted units | ||
Equity-Based Incentive Compensation | ||
Distributions on restricted units during the vesting period | $ 0 | |
Service awards | ||
Equity-Based Incentive Compensation | ||
Deferred compensation arrangement with individual, fair value of units issued | $ 20,400,000 | |
Award activity | ||
Unvested restricted units at the beginning of the period (in units) | 2,278,875 | |
Units granted (in units) | 1,820,176 | |
Units vested and issued (in units) | (2,044,601) | |
Units forfeited (in units) | (179,500) | |
Unvested restricted units at the end of the period (in units) | 1,874,950 | |
Performance awards | ||
Award activity | ||
Unvested restricted units at the beginning of the period (in units) | 917,000 | |
Units forfeited (in units) | (415,500) | |
Unvested restricted units at the end of the period (in units) | 501,500 |
Equity - Equity-Based Incenti_2
Equity - Equity-Based Incentive Compensation - Service Awards Vesting Schedule (Details) - Service awards | 6 Months Ended |
Sep. 30, 2018shares | |
Equity-Based Incentive Compensation | |
Units vested and issued (in units) | 2,044,601 |
Unvested restricted units at the beginning of the period (in units) | 2,278,875 |
2019 (six months) | |
Equity-Based Incentive Compensation | |
Units vested and issued (in units) | 598,925 |
2,020 | |
Equity-Based Incentive Compensation | |
Units vested and issued (in units) | 919,475 |
2,021 | |
Equity-Based Incentive Compensation | |
Units vested and issued (in units) | 355,050 |
2,022 | |
Equity-Based Incentive Compensation | |
Units vested and issued (in units) | 1,500 |
Equity - Equity-Based Incenti_3
Equity - Equity-Based Incentive Compensation - Service Awards Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Mar. 31, 2018 | |
Equity-Based Incentive Compensation | |||||
Units granted (in units) | 1,745,801 | ||||
Accrued bonuses | $ 6,300 | ||||
Service awards | |||||
Equity-Based Incentive Compensation | |||||
Expense recorded | $ 2,400 | $ 3,300 | $ 5,100 | $ 8,600 | |
Deferred compensation arrangement with individual, fair value of units issued | 20,400 | ||||
Estimated future equity-based compensation expense | |||||
2019 (six months) | 6,396 | ||||
2,020 | 6,199 | ||||
2,021 | 1,988 | ||||
2,022 | 7 | ||||
Total | $ 14,590 |
Equity - Equity-Based Incenti_4
Equity - Equity-Based Incentive Compensation - Performance Awards (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Performance awards | ||||
Equity-Based Incentive Compensation | ||||
Expense recorded | $ 600 | $ 1,300 | $ 1,800 | $ 3,400 |
Estimated future equity-based compensation expense | ||||
2019 (six months) | 1,565 | |||
2,020 | 1,738 | |||
2,021 | 345 | |||
Total | $ 3,648 | |||
Restricted units | ||||
Equity-Based Incentive Compensation | ||||
Number of units available for grant | 3,100,000 | 3,100,000 | ||
Vesting on July 1, 2018 | Performance awards | ||||
Equity-Based Incentive Compensation | ||||
Units vested and issued (in units) | 0 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Fair Value of Commodity Derivative Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Mar. 31, 2018 |
Derivative assets (liabilities) | ||
Net commodity derivative asset (liability) | $ 633 | $ (5,250) |
Prepaid expenses and other current assets | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset (liability) | 80,200 | |
Accrued expenses and other payables | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset (liability) | 69,800 | |
Commodity contracts | ||
Assets: | ||
Derivative assets | 91,872 | 53,845 |
Netting of counterparty contracts, assets | (11,524) | (2,922) |
Net cash collateral (held) provided | (2,735) | (1,762) |
Commodity derivatives | 77,613 | 49,161 |
Liabilities: | ||
Derivative liabilities | (139,802) | (74,596) |
Netting of counterparty contracts, liabilities | 11,524 | 2,922 |
Net cash collateral (held) provided | 51,298 | 17,263 |
Commodity derivatives | (76,980) | (54,411) |
Derivative assets (liabilities) | ||
Net commodity derivative asset (liability) | 633 | (5,250) |
Commodity contracts | Prepaid expenses and other current assets | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset (liability) | 77,613 | 49,161 |
Commodity contracts | Accrued expenses and other payables | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset (liability) | (75,575) | (51,039) |
Commodity contracts | Other noncurrent liabilities | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset (liability) | (1,405) | (3,372) |
Level 1 | Commodity contracts | ||
Assets: | ||
Derivative assets | 11,524 | 5,093 |
Liabilities: | ||
Derivative liabilities | (62,823) | (20,186) |
Level 2 | Commodity contracts | ||
Assets: | ||
Derivative assets | 80,348 | 48,752 |
Liabilities: | ||
Derivative liabilities | $ (76,979) | $ (54,410) |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Derivative Contract Positions (Details) bbl in Thousands, $ in Thousands | Sep. 30, 2018USD ($)bbl | Mar. 31, 2018USD ($)bbl |
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ (47,930) | $ (20,751) |
Net cash collateral provided (held) | 48,563 | 15,501 |
Net commodity derivative (liability) asset | 633 | (5,250) |
Crude oil fixed-price | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ (30,661) | $ (8,960) |
Crude oil fixed-price | Short | ||
Derivative contract information | ||
Total Notional Units (Barrels) | bbl | (3,681) | (1,376) |
Propane fixed-price | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ 5,606 | $ 1,849 |
Propane fixed-price | Long | ||
Derivative contract information | ||
Total Notional Units (Barrels) | bbl | 676 | 14 |
Refined products fixed-price | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ (24,225) | $ (17,081) |
Refined products fixed-price | Short | ||
Derivative contract information | ||
Total Notional Units (Barrels) | bbl | (4,595) | (5,419) |
Cross-commodity | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ (430) | |
Cross-commodity | Long | ||
Derivative contract information | ||
Total Notional Units (Barrels) | bbl | 155 | |
Crude oil index | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ (6) | |
Crude oil index | Short | ||
Derivative contract information | ||
Total Notional Units (Barrels) | bbl | (10) | |
Refined products index | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ (17) | |
Refined products index | Short | ||
Derivative contract information | ||
Total Notional Units (Barrels) | bbl | (4) | |
Other | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ 1,350 | $ 3,894 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Gains (Losses) From Commodity Derivatives (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | ||||
Net adjustments to fair value of commodity derivatives | $ (36,300) | $ (71,200) | $ (88,996) | $ (34,629) |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments - Interest Rate Risk (Details) - Revolving Credit Facility $ in Billions | Sep. 30, 2018USD ($) |
Interest Rate Risk | |
Outstanding debt | $ 0.8 |
Interest rate | 5.13% |
Fair Value of Financial Instr_7
Fair Value of Financial Instruments - Fair Value of Fixed-Rate Notes (Details) $ in Thousands | Sep. 30, 2018USD ($) |
5.125% Senior Notes due 2019 | |
Fair Value of Fixed - Rate Notes | |
Fair value of fixed-rate notes | $ 355,571 |
Fixed interest rate | 5.125% |
6.875% Senior Notes due 2021 | |
Fair Value of Fixed - Rate Notes | |
Fair value of fixed-rate notes | $ 374,316 |
Fixed interest rate | 6.875% |
7.50% Senior Notes due 2023 | |
Fair Value of Fixed - Rate Notes | |
Fair value of fixed-rate notes | $ 615,911 |
Fixed interest rate | 7.50% |
6.125% Senior Notes due 2025 | |
Fair Value of Fixed - Rate Notes | |
Fair value of fixed-rate notes | $ 367,129 |
Fixed interest rate | 6.125% |
Segments (Details)
Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Mar. 31, 2018 | |
Segment information | |||||
Revenues | $ 6,654,634 | $ 3,876,676 | $ 12,499,068 | $ 7,607,381 | |
Depreciation and amortization | 52,750 | 53,595 | 104,795 | 106,012 | |
Operating Loss | (13,309) | (119,876) | (97,863) | (128,675) | |
Additions to property, plant and equipment and intangible assets | 224,879 | 21,276 | 365,006 | 48,550 | |
Long-lived assets, net | 3,945,189 | 3,945,189 | $ 3,636,368 | ||
Total assets | 6,385,439 | 6,385,439 | 6,151,122 | ||
Operating segment | Crude oil logistics | |||||
Segment information | |||||
Revenues | 860,054 | 437,022 | 1,643,884 | 941,937 | |
Depreciation and amortization | 18,870 | 20,958 | 38,099 | 41,793 | |
Operating Loss | 31,022 | 1,196 | (68,716) | 5,553 | |
Additions to property, plant and equipment and intangible assets | 7,150 | 4,663 | 15,532 | 11,721 | |
Long-lived assets, net | 1,608,946 | 1,608,946 | 1,638,558 | ||
Total assets | 2,280,061 | 2,280,061 | 2,285,813 | ||
Operating segment | Crude oil logistics | Crude oil sales | |||||
Segment information | |||||
Revenues | 825,571 | 410,274 | 1,582,082 | 890,559 | |
Operating segment | Crude oil logistics | Crude oil transportation and other | |||||
Segment information | |||||
Revenues | 38,483 | 29,315 | 67,029 | 56,301 | |
Operating segment | Crude oil logistics | Non-Topic 606 revenues | |||||
Segment information | |||||
Revenues | 3,084 | 0 | 6,382 | 0 | |
Operating segment | Water solutions | |||||
Segment information | |||||
Revenues | 79,764 | 51,032 | 155,909 | 97,999 | |
Depreciation and amortization | 26,342 | 25,253 | 51,651 | 49,261 | |
Operating Loss | 9,770 | (7,548) | 10,739 | (8,702) | |
Additions to property, plant and equipment and intangible assets | 217,073 | 15,035 | 347,495 | 34,440 | |
Long-lived assets, net | 1,615,443 | 1,615,443 | 1,256,143 | ||
Total assets | 1,708,333 | 1,708,333 | 1,323,171 | ||
Operating segment | Water solutions | Service fees | |||||
Segment information | |||||
Revenues | 58,099 | 35,282 | 112,103 | 68,603 | |
Operating segment | Water solutions | Recovered hydrocarbons | |||||
Segment information | |||||
Revenues | 18,348 | 10,446 | 38,726 | 20,406 | |
Operating segment | Water solutions | Freshwater revenues | |||||
Segment information | |||||
Revenues | 788 | 0 | 1,288 | 0 | |
Operating segment | Water solutions | Other revenues | |||||
Segment information | |||||
Revenues | 2,516 | 5,304 | 3,767 | 8,990 | |
Operating segment | Water solutions | Non-Topic 606 revenues | |||||
Segment information | |||||
Revenues | 13 | 0 | 25 | 0 | |
Operating segment | Liquids | |||||
Segment information | |||||
Revenues | 550,442 | 411,170 | 1,010,339 | 705,195 | |
Depreciation and amortization | 6,459 | 6,141 | 12,927 | 12,471 | |
Operating Loss | 10,758 | (118,107) | 13,381 | (126,879) | |
Additions to property, plant and equipment and intangible assets | 389 | 1,138 | 1,381 | 1,680 | |
Long-lived assets, net | 486,426 | 486,426 | 501,302 | ||
Total assets | 889,913 | 889,913 | 717,690 | ||
Operating segment | Liquids | Other revenues | |||||
Segment information | |||||
Revenues | 4,222 | 3,928 | 9,893 | 9,940 | |
Operating segment | Liquids | Propane sales | |||||
Segment information | |||||
Revenues | 234,892 | 193,588 | 421,381 | 330,448 | |
Operating segment | Liquids | Butane sales | |||||
Segment information | |||||
Revenues | 145,847 | 111,545 | 259,047 | 179,777 | |
Operating segment | Liquids | Other product sales | |||||
Segment information | |||||
Revenues | 168,496 | 102,409 | 320,301 | 186,712 | |
Operating segment | Liquids | Non-Topic 606 revenues | |||||
Segment information | |||||
Revenues | 5,795 | 0 | 10,192 | 0 | |
Operating segment | Refined products and renewables | |||||
Segment information | |||||
Revenues | 5,163,782 | 2,977,206 | 9,688,189 | 5,861,843 | |
Depreciation and amortization | 320 | 324 | 641 | 648 | |
Operating Loss | (29,507) | 21,042 | (485) | 35,538 | |
Long-lived assets, net | 205,511 | 205,511 | 208,849 | ||
Total assets | 1,415,931 | 1,415,931 | 1,204,633 | ||
Operating segment | Refined products and renewables | Service fees | |||||
Segment information | |||||
Revenues | 0 | 50 | 0 | 168 | |
Operating segment | Refined products and renewables | Refined products sales | |||||
Segment information | |||||
Revenues | 1,460,494 | 2,874,268 | 2,888,706 | 5,647,875 | |
Operating segment | Refined products and renewables | Renewables sales | |||||
Segment information | |||||
Revenues | 0 | 102,964 | 0 | 213,930 | |
Operating segment | Refined products and renewables | Non-Topic 606 revenues | |||||
Segment information | |||||
Revenues | 3,703,288 | 0 | 6,799,483 | 0 | |
Operating segment | Assets held for sale | |||||
Segment information | |||||
Total assets | 0 | 0 | 517,604 | ||
Operating segment | Corporate and other | |||||
Segment information | |||||
Revenues | 592 | 246 | 747 | 407 | |
Operating segment | Corporate and other | Non-Topic 606 revenues | |||||
Segment information | |||||
Revenues | 371 | 246 | 747 | 407 | |
Corporate and other | |||||
Segment information | |||||
Depreciation and amortization | 759 | 919 | 1,477 | 1,839 | |
Operating Loss | (35,352) | (16,459) | (52,782) | (34,185) | |
Additions to property, plant and equipment and intangible assets | 267 | 440 | 598 | 709 | |
Long-lived assets, net | 28,863 | 28,863 | 31,516 | ||
Total assets | 91,201 | 91,201 | 102,211 | ||
Elimination of intersegment sales | Crude oil logistics | |||||
Segment information | |||||
Revenues | (7,084) | (2,567) | (11,609) | (4,923) | |
Elimination of intersegment sales | Liquids | |||||
Segment information | |||||
Revenues | (8,810) | (300) | (10,475) | (1,682) | |
Elimination of intersegment sales | Refined products and renewables | |||||
Segment information | |||||
Revenues | 0 | (76) | 0 | (130) | |
Elimination of intersegment sales | Corporate and other | |||||
Segment information | |||||
Revenues | 221 | $ 0 | 0 | $ 0 | |
Non-US | Liquids | |||||
Segment information | |||||
Long-lived assets, net | 500 | 500 | 600 | ||
Total assets | $ 42,500 | $ 42,500 | $ 27,500 |
Transactions with Affiliates (D
Transactions with Affiliates (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Sep. 30, 2018 | Jun. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Aug. 14, 2018 | Mar. 31, 2018 | |
Transactions with Affiliates | |||||||
Accounts receivable-affiliates | $ 17,888 | $ 17,888 | $ 4,772 | ||||
Accounts payable-affiliates | 42,798 | 42,798 | 1,254 | ||||
Loan receivable from Victory Propane | 0 | 0 | 1,200 | ||||
INVESTMENTS IN UNCONSOLIDATED ENTITIES | $ 4,520 | $ 4,520 | $ 800 | 17,236 | |||
Ownership interest | 0.00% | 50.00% | 0.00% | ||||
Promissory note from Victory Propane | 3,400 | ||||||
Present value of note receivable from Victory Propane | 2,600 | ||||||
SemGroup | |||||||
Transactions with Affiliates | |||||||
Sales to related party | $ 549 | $ 107 | $ 669 | $ 230 | |||
Purchases from related party | 317 | 1,911 | 1,337 | 2,928 | |||
Accounts receivable-affiliates | 4,245 | 4,245 | 49 | ||||
Accounts payable-affiliates | 4,155 | 4,155 | 0 | ||||
NGL Energy Holdings LLC | |||||||
Transactions with Affiliates | |||||||
Accounts receivable-affiliates | 7,300 | 7,300 | 4,693 | ||||
Equity method investees | |||||||
Transactions with Affiliates | |||||||
Sales to related party | 0 | 98 | 0 | 196 | |||
Purchases from related party | 0 | 20,563 | 0 | 48,469 | |||
Accounts receivable-affiliates | 0 | 0 | 6 | ||||
Accounts payable-affiliates | 0 | 0 | 8 | ||||
Equity method investees | Loan agreement | |||||||
Transactions with Affiliates | |||||||
Loan receivable from Victory Propane | $ 2,600 | 1,200 | |||||
Entities affiliated with management | |||||||
Transactions with Affiliates | |||||||
Sales to related party | 10,136 | 57 | 15,416 | 140 | |||
Purchases from related party | 82,599 | $ 1,150 | 159,133 | $ 1,347 | |||
Accounts receivable-affiliates | 6,343 | 6,343 | 24 | ||||
Accounts payable-affiliates | $ 38,643 | $ 38,643 | $ 1,246 | ||||
Crude oil logistics | |||||||
Transactions with Affiliates | |||||||
Write-off of pipeline deficiency credits | $ 67,700 | ||||||
Remaining deficiency payments | 50,300 | ||||||
Loss on contract | $ 35,300 |
Assets, Liabilities and Redee_3
Assets, Liabilities and Redeemable Noncontrolling Interest Held for Sale and Discontinued Operations (Details) $ in Thousands, gal in Millions | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2018USD ($)gal | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)gal | Sep. 30, 2017USD ($) | Mar. 31, 2018USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain (loss) on disposal of discontinued operations, net of tax | $ 407,837 | $ (493) | $ 407,383 | $ (1,096) | |
Net loss attributable to redeemable noncontrolling interest | (48) | (288) | (446) | (685) | |
Amount received from DCC and Superior for propane sales | 12,700 | 15,700 | |||
Disposal Group, Including Discontinued Operation, Balance Sheet Disclosures [Abstract] | |||||
Cash and cash equivalents | $ 4,113 | ||||
Accounts receivable-trade, net | 45,924 | ||||
Inventories | 13,250 | ||||
Prepaid expenses and other current assets | 2,796 | ||||
Property, plant and equipment, net | 201,340 | ||||
Goodwill | 107,951 | ||||
Intangible assets, net | 141,328 | ||||
Other assets | 902 | ||||
Total assets held for sale | 0 | 0 | 517,604 | ||
Accounts payable-trade | 7,790 | ||||
Accrued expenses and other payables | 6,583 | ||||
Advance payments received from customers | 12,842 | ||||
Current maturities of long-term debt | 2,550 | ||||
Long-term debt, net | 2,888 | ||||
Redeemable noncontrolling interest | 9,927 | ||||
Total liabilities and redeemable noncontrolling interest held for sale | 0 | 0 | $ 42,580 | ||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||
Revenues | 4,186 | 64,723 | 70,859 | 131,803 | |
Cost of sales | 2,262 | 31,320 | 36,758 | 60,956 | |
Operating expenses | 2,327 | 28,201 | 27,168 | 56,842 | |
General and administrative expense | 193 | 2,322 | 2,589 | 4,928 | |
Depreciation and amortization | 0 | 11,613 | 8,706 | 23,075 | |
(Gain) loss on disposal or impairment of assets, net | (407,837) | 493 | (407,383) | 1,096 | |
Operating income (loss) from discontinued operations | 407,241 | (9,226) | 403,021 | (15,094) | |
Equity in earnings (loss) of unconsolidated entities | 1,298 | (142) | 1,183 | (245) | |
Interest expense | 0 | (115) | (125) | (237) | |
Other income, net | 33 | 259 | 364 | 636 | |
Income (loss) from discontinued operations before taxes (2) | 408,572 | (9,224) | 404,443 | (14,940) | |
Income tax expense | (125) | (62) | (125) | (65) | |
Income (loss) from discontinued operations, net of tax | $ 408,447 | $ (9,286) | $ 404,318 | $ (15,005) | |
Propane sales | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Sale commitments (in gallons) | gal | 77.9 | 77.9 | |||
Sale commitments | $ 88,700 | $ 88,700 | |||
Minimum | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Net loss attributable to redeemable noncontrolling interest | $ (100) | ||||
Retail Propane Segment - East | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain (loss) on disposal of discontinued operations, net of tax | 408,600 | ||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||
(Gain) loss on disposal or impairment of assets, net | (408,600) | ||||
Retail Propane Segment - West | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain (loss) on disposal of discontinued operations, net of tax | (1,300) | ||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||
(Gain) loss on disposal or impairment of assets, net | $ 1,300 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Impact of Adoption (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Mar. 31, 2018 | |
Revenue, Initial Application Period Cumulative Effect Transition | |||||
Accrued expenses and other payables | $ 267,296 | $ 267,296 | $ 223,504 | ||
OTHER NONCURRENT LIABILITIES | 86,396 | 86,396 | 173,514 | ||
General partner | (50,613) | (50,613) | (50,819) | ||
Limited partners | 2,046,621 | 2,046,621 | 1,852,495 | ||
Gain (loss) on disposition of assets | (5,988) | $ (110,959) | (107,323) | $ (99,142) | |
Operating loss | (13,309) | (119,876) | (97,863) | (128,675) | |
Net income (loss) | 354,939 | $ (173,579) | 185,650 | $ (237,286) | |
General Partner Interest in TLP | |||||
Revenue, Initial Application Period Cumulative Effect Transition | |||||
Deferred gain on sale of general partner interest | $ 139,300 | ||||
Revenue from Contract with Customer | |||||
Revenue, Initial Application Period Cumulative Effect Transition | |||||
Accrued expenses and other payables | 267,296 | 267,296 | |||
OTHER NONCURRENT LIABILITIES | 86,396 | 86,396 | |||
General partner | (50,613) | (50,613) | |||
Limited partners | 2,046,621 | 2,046,621 | |||
Gain (loss) on disposition of assets | 5,988 | 107,323 | |||
Operating loss | (13,309) | (97,863) | |||
Net income (loss) | 354,939 | 185,650 | |||
Calculated under Revenue Guidance in Effect before Topic 606 | |||||
Revenue, Initial Application Period Cumulative Effect Transition | |||||
Accrued expenses and other payables | 30,113 | 30,113 | |||
OTHER NONCURRENT LIABILITIES | 94,137 | 94,137 | |||
General partner | (50,737) | (50,737) | |||
Limited partners | 1,922,495 | 1,922,495 | |||
Gain (loss) on disposition of assets | (1,540) | 92,267 | |||
Operating loss | (5,781) | (82,807) | |||
Net income (loss) | 362,467 | 200,706 | |||
Difference between Revenue Guidance in Effect before and after Topic 606 | |||||
Revenue, Initial Application Period Cumulative Effect Transition | |||||
Accrued expenses and other payables | 237,183 | 237,183 | |||
OTHER NONCURRENT LIABILITIES | (7,741) | (7,741) | |||
General partner | 124 | 124 | |||
Limited partners | 124,126 | 124,126 | |||
Gain (loss) on disposition of assets | 7,528 | 15,056 | |||
Operating loss | (7,528) | (15,056) | |||
Net income (loss) | $ (7,528) | $ (15,056) |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Performance Obligations (Details) $ in Thousands | 6 Months Ended |
Sep. 30, 2018USD ($) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 6 months |
Revenue expected to be recognized as of September 30, 2018 | $ 95,504 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue expected to be recognized as of September 30, 2018 | $ 147,472 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue expected to be recognized as of September 30, 2018 | $ 115,403 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue expected to be recognized as of September 30, 2018 | $ 111,376 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue expected to be recognized as of September 30, 2018 | $ 110,013 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue expected to be recognized as of September 30, 2018 | $ 335,065 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | |
Revenue expected to be recognized as of September 30, 2018 | $ 914,833 |
Revenue from Contracts with C_6
Revenue from Contracts with Customers - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 30, 2018 | Apr. 01, 2018 | |
Contract with Customer, Asset and Liability [Abstract] | ||
Accounts receivable from contracts with customers | $ 857,539 | $ 677,095 |
Contract liabilities balance | 29,532 | $ 8,374 |
Payment received and deferred | 49,920 | |
Payment recognized in revenue | $ (28,762) |
Unaudited Condensed Consolida_8
Unaudited Condensed Consolidating Guarantor and Non-Guarantor Financial Information - Unaudited Condensed Consolidating Balance Sheets (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Aug. 14, 2018 | Mar. 31, 2018 | Sep. 30, 2017 | Mar. 31, 2017 |
CURRENT ASSETS: | |||||
Cash and cash equivalents | $ 36,374 | $ 22,094 | $ 15,724 | $ 7,826 | |
Accounts receivable-trade, net of allowance for doubtful accounts | 1,366,597 | 1,026,764 | |||
Accounts receivable-affiliates | 17,888 | 4,772 | |||
Inventories | 679,125 | 551,303 | |||
Prepaid expenses and other current assets | 159,617 | 128,742 | |||
Assets held for sale | 0 | 517,604 | |||
Total current assets | 2,259,601 | 2,251,279 | |||
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation | 1,706,612 | 1,518,607 | |||
GOODWILL | 1,271,648 | 1,204,607 | |||
INTANGIBLE ASSETS, net of accumulated amortization | 966,929 | 913,154 | |||
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 4,520 | $ 800 | 17,236 | ||
LOAN RECEIVABLE-AFFILIATE | 0 | 1,200 | |||
OTHER NONCURRENT ASSETS | 176,129 | 245,039 | |||
Total assets | 6,385,439 | 6,151,122 | |||
CURRENT LIABILITIES AND REDEEMABLE NONCONTROLLING INTEREST: | |||||
Accounts payable-trade | 1,045,415 | 852,839 | |||
Accounts payable-affiliates | 42,798 | 1,254 | |||
Accrued expenses and other payables | 267,296 | 223,504 | |||
Advance payments received from customers | 29,658 | 8,374 | |||
Current maturities of long-term debt, net of debt issuance costs | 716,245 | 646 | |||
Liabilities and redeemable noncontrolling interest held for sale | 0 | 42,580 | |||
Total current liabilities and redeemable noncontrolling interest | 2,101,412 | 1,129,197 | |||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 1,815,855 | 2,679,740 | |||
OTHER NONCURRENT LIABILITIES | 86,396 | 173,514 | |||
CLASS A 10.75% CONVERTIBLE PREFERRED UNITS | 104,362 | 82,576 | |||
EQUITY: | |||||
Partners’ equity | 2,198,739 | 2,004,407 | |||
Accumulated other comprehensive income (loss) | (270) | (1,815) | |||
Noncontrolling interests | 78,945 | 83,503 | |||
Total equity | 2,277,414 | 2,086,095 | |||
Total liabilities and equity | 6,385,439 | 6,151,122 | |||
Reportable Entity | NGL Energy Partners LP (Parent) | |||||
CURRENT ASSETS: | |||||
Cash and cash equivalents | 24,058 | 16,915 | 6,569 | 6,257 | |
Total current assets | 24,058 | 16,915 | |||
NET INTERCOMPANY RECEIVABLES (PAYABLES) | 1,550,245 | 2,110,940 | |||
INVESTMENTS IN CONSOLIDATED SUBSIDIARIES | 2,471,919 | 1,703,327 | |||
Total assets | 4,046,222 | 3,831,182 | |||
CURRENT LIABILITIES AND REDEEMABLE NONCONTROLLING INTEREST: | |||||
Accounts payable-trade | (5) | ||||
Accounts payable-affiliates | 1 | 1 | |||
Accrued expenses and other payables | 40,949 | 41,104 | |||
Current maturities of long-term debt, net of debt issuance costs | 715,598 | 0 | |||
Total current liabilities and redeemable noncontrolling interest | 756,543 | 41,105 | |||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 986,848 | 1,704,909 | |||
CLASS A 10.75% CONVERTIBLE PREFERRED UNITS | 104,362 | 82,576 | |||
EQUITY: | |||||
Partners’ equity | 2,198,469 | 2,002,592 | |||
Total equity | 2,198,469 | 2,002,592 | |||
Total liabilities and equity | 4,046,222 | 3,831,182 | |||
Reportable Entity | Guarantor Subsidiaries | |||||
CURRENT ASSETS: | |||||
Cash and cash equivalents | 4,767 | 3,329 | 8,314 | 73 | |
Accounts receivable-trade, net of allowance for doubtful accounts | 1,366,535 | 1,021,616 | |||
Accounts receivable-affiliates | 17,888 | 4,772 | |||
Inventories | 678,705 | 550,978 | |||
Prepaid expenses and other current assets | 158,970 | 128,311 | |||
Assets held for sale | 490,800 | ||||
Total current assets | 2,226,865 | 2,199,806 | |||
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation | 1,576,003 | 1,371,495 | |||
GOODWILL | 1,200,253 | 1,127,347 | |||
INTANGIBLE ASSETS, net of accumulated amortization | 891,332 | 829,449 | |||
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 4,520 | 17,236 | |||
NET INTERCOMPANY RECEIVABLES (PAYABLES) | (1,565,621) | (2,121,741) | |||
INVESTMENTS IN CONSOLIDATED SUBSIDIARIES | 214,692 | 244,109 | |||
LOAN RECEIVABLE-AFFILIATE | 1,200 | ||||
OTHER NONCURRENT ASSETS | 176,129 | 245,039 | |||
Total assets | 4,724,173 | 3,913,940 | |||
CURRENT LIABILITIES AND REDEEMABLE NONCONTROLLING INTEREST: | |||||
Accounts payable-trade | 1,045,310 | 850,607 | |||
Accounts payable-affiliates | 42,797 | 1,253 | |||
Accrued expenses and other payables | 224,878 | 181,115 | |||
Advance payments received from customers | 25,781 | 4,507 | |||
Current maturities of long-term debt, net of debt issuance costs | 647 | 646 | |||
Liabilities and redeemable noncontrolling interest held for sale | 30,066 | ||||
Total current liabilities and redeemable noncontrolling interest | 1,339,413 | 1,068,194 | |||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 829,007 | 974,831 | |||
OTHER NONCURRENT LIABILITIES | 83,834 | 167,588 | |||
EQUITY: | |||||
Partners’ equity | 2,471,919 | 1,704,896 | |||
Accumulated other comprehensive income (loss) | 0 | (1,569) | |||
Total equity | 2,471,919 | 1,703,327 | |||
Total liabilities and equity | 4,724,173 | 3,913,940 | |||
Reportable Entity | Non-Guarantor Subsidiaries | |||||
CURRENT ASSETS: | |||||
Cash and cash equivalents | 7,549 | 1,850 | $ 841 | $ 1,496 | |
Accounts receivable-trade, net of allowance for doubtful accounts | 62 | 5,148 | |||
Accounts receivable-affiliates | 0 | 0 | |||
Inventories | 420 | 325 | |||
Prepaid expenses and other current assets | 647 | 431 | |||
Assets held for sale | 26,804 | ||||
Total current assets | 8,678 | 34,558 | |||
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation | 130,609 | 147,112 | |||
GOODWILL | 71,395 | 77,260 | |||
INTANGIBLE ASSETS, net of accumulated amortization | 75,597 | 83,705 | |||
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 0 | 0 | |||
NET INTERCOMPANY RECEIVABLES (PAYABLES) | 15,376 | 10,801 | |||
OTHER NONCURRENT ASSETS | 0 | 0 | |||
Total assets | 301,655 | 353,436 | |||
CURRENT LIABILITIES AND REDEEMABLE NONCONTROLLING INTEREST: | |||||
Accounts payable-trade | 110 | 2,232 | |||
Accounts payable-affiliates | 0 | 0 | |||
Accrued expenses and other payables | 1,469 | 1,285 | |||
Advance payments received from customers | 3,877 | 3,867 | |||
Current maturities of long-term debt, net of debt issuance costs | 0 | 0 | |||
Liabilities and redeemable noncontrolling interest held for sale | 12,514 | ||||
Total current liabilities and redeemable noncontrolling interest | 5,456 | 19,898 | |||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 0 | 0 | |||
OTHER NONCURRENT LIABILITIES | 2,562 | 5,926 | |||
EQUITY: | |||||
Partners’ equity | 293,907 | 327,858 | |||
Accumulated other comprehensive income (loss) | (270) | (246) | |||
Total equity | 293,637 | 327,612 | |||
Total liabilities and equity | 301,655 | 353,436 | |||
Consolidating Adjustments | |||||
CURRENT ASSETS: | |||||
INVESTMENTS IN CONSOLIDATED SUBSIDIARIES | (2,686,611) | (1,947,436) | |||
Total assets | (2,686,611) | (1,947,436) | |||
EQUITY: | |||||
Partners’ equity | (2,765,556) | (2,030,939) | |||
Noncontrolling interests | 78,945 | 83,503 | |||
Total equity | (2,686,611) | (1,947,436) | |||
Total liabilities and equity | $ (2,686,611) | $ (1,947,436) |
Unaudited Condensed Consolida_9
Unaudited Condensed Consolidating Guarantor and Non-Guarantor Financial Information - Unaudited Condensed Consolidating Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Unaudited Condensed Consolidating Statement of Operations | ||||
REVENUES | $ 6,654,634 | $ 3,876,676 | $ 12,499,068 | $ 7,607,381 |
COST OF SALES | 6,509,527 | 3,757,448 | 12,205,683 | 7,386,131 |
OPERATING COSTS AND EXPENSES: | ||||
Operating | 60,309 | 47,792 | 116,571 | 95,628 |
General and administrative | 39,369 | 21,158 | 61,759 | 43,543 |
Depreciation and amortization | 52,750 | 53,595 | 104,795 | 106,012 |
Loss on disposal or impairment of assets, net | 5,988 | 110,959 | 107,323 | 99,142 |
Revaluation of liabilities | 0 | 5,600 | 800 | 5,600 |
Operating Loss | (13,309) | (119,876) | (97,863) | (128,675) |
OTHER INCOME (EXPENSE): | ||||
Equity in earnings of unconsolidated entities | 379 | 2,170 | 598 | 4,089 |
Interest expense | (41,358) | (50,118) | (87,626) | (99,222) |
(Loss) gain on early extinguishment of liabilities, net | 0 | 1,943 | (137) | (1,338) |
Other income (expense), net | 1,471 | 1,637 | (32,298) | 3,370 |
Loss From Continuing Operations Before Income Taxes | (52,817) | (164,244) | (217,326) | (221,776) |
INCOME TAX EXPENSE | (691) | (49) | (1,342) | (505) |
Loss From Continuing Operations | (53,508) | (164,293) | (218,668) | (222,281) |
Income (Loss) From Discontinued Operations, net of Tax | 408,447 | (9,286) | 404,318 | (15,005) |
Net Income (Loss) | 354,939 | (173,579) | 185,650 | (237,286) |
LESS: NET LOSS (INCOME) ATTRIBUTABLE TO NONCONTROLLING INTERESTS | 518 | (80) | 863 | (132) |
LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS | 48 | 288 | 446 | 685 |
NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | 355,505 | (173,371) | 186,959 | (236,733) |
Reportable Entity | NGL Energy Partners LP (Parent) | ||||
OTHER INCOME (EXPENSE): | ||||
Interest expense | (29,485) | (37,219) | (58,985) | (75,590) |
(Loss) gain on early extinguishment of liabilities, net | 1,943 | (137) | (1,338) | |
Loss From Continuing Operations Before Income Taxes | (29,485) | (35,276) | (59,122) | (76,928) |
EQUITY IN NET INCOME (LOSS) OF CONSOLIDATED SUBSIDIARIES | 384,990 | (138,095) | 246,081 | (159,805) |
Loss From Continuing Operations | 355,505 | (173,371) | 186,959 | (236,733) |
Net Income (Loss) | 355,505 | (173,371) | 186,959 | (236,733) |
NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | 355,505 | (173,371) | 186,959 | (236,733) |
Reportable Entity | Guarantor Subsidiaries | ||||
Unaudited Condensed Consolidating Statement of Operations | ||||
REVENUES | 6,653,716 | 3,875,073 | 12,494,255 | 7,604,293 |
COST OF SALES | 6,510,385 | 3,757,218 | 12,207,375 | 7,386,305 |
OPERATING COSTS AND EXPENSES: | ||||
Operating | 58,269 | 47,418 | 112,441 | 94,643 |
General and administrative | 39,180 | 21,096 | 61,228 | 43,400 |
Depreciation and amortization | 50,543 | 53,042 | 99,674 | 104,532 |
Loss on disposal or impairment of assets, net | 5,988 | 110,959 | 107,323 | 99,142 |
Revaluation of liabilities | 800 | 5,600 | 800 | 5,600 |
Operating Loss | (11,449) | (120,260) | (94,586) | (129,329) |
OTHER INCOME (EXPENSE): | ||||
Equity in earnings of unconsolidated entities | 379 | 2,170 | 598 | 4,089 |
Interest expense | (11,874) | (12,899) | (28,641) | (23,632) |
(Loss) gain on early extinguishment of liabilities, net | 0 | 0 | ||
Other income (expense), net | 1,483 | 1,841 | (32,090) | 3,759 |
Loss From Continuing Operations Before Income Taxes | (21,461) | (129,148) | (154,719) | (145,113) |
INCOME TAX EXPENSE | (691) | (49) | (1,342) | (505) |
EQUITY IN NET INCOME (LOSS) OF CONSOLIDATED SUBSIDIARIES | (1,373) | (138) | (3,020) | (509) |
Loss From Continuing Operations | (23,525) | (129,335) | (159,081) | (146,127) |
Income (Loss) From Discontinued Operations, net of Tax | 408,515 | (8,760) | 405,162 | (13,678) |
Net Income (Loss) | 384,990 | (138,095) | 246,081 | (159,805) |
NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | 384,990 | (138,095) | 246,081 | (159,805) |
Reportable Entity | Non-Guarantor Subsidiaries | ||||
Unaudited Condensed Consolidating Statement of Operations | ||||
REVENUES | 1,789 | 1,374 | 6,482 | 3,263 |
COST OF SALES | 13 | 1 | (23) | 1 |
OPERATING COSTS AND EXPENSES: | ||||
Operating | 2,040 | 374 | 4,130 | 985 |
General and administrative | 189 | 62 | 531 | 143 |
Depreciation and amortization | 2,207 | 553 | 5,121 | 1,480 |
Loss on disposal or impairment of assets, net | 0 | 0 | 0 | 0 |
Revaluation of liabilities | (800) | 0 | ||
Operating Loss | (1,860) | 384 | (3,277) | 654 |
OTHER INCOME (EXPENSE): | ||||
Interest expense | (11) | (12) | (23) | (23) |
Other income (expense), net | 0 | 1 | 0 | 19 |
Loss From Continuing Operations Before Income Taxes | (1,871) | 373 | (3,300) | 650 |
INCOME TAX EXPENSE | 0 | 0 | 0 | 0 |
Loss From Continuing Operations | (1,871) | 373 | (3,300) | 650 |
Income (Loss) From Discontinued Operations, net of Tax | (68) | (719) | (1,029) | (1,712) |
Net Income (Loss) | (1,939) | (346) | (4,329) | (1,062) |
NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | (1,939) | (346) | (4,329) | (1,062) |
Consolidating Adjustments | ||||
Unaudited Condensed Consolidating Statement of Operations | ||||
REVENUES | (871) | 229 | (1,669) | (175) |
COST OF SALES | (871) | 229 | (1,669) | (175) |
OTHER INCOME (EXPENSE): | ||||
Interest expense | 12 | 12 | 23 | 23 |
Other income (expense), net | (12) | (205) | (208) | (408) |
Loss From Continuing Operations Before Income Taxes | 0 | (193) | (185) | (385) |
EQUITY IN NET INCOME (LOSS) OF CONSOLIDATED SUBSIDIARIES | (383,617) | 138,233 | (243,061) | 160,314 |
Loss From Continuing Operations | (383,617) | 138,040 | (243,246) | 159,929 |
Income (Loss) From Discontinued Operations, net of Tax | 0 | 193 | 185 | 385 |
Net Income (Loss) | (383,617) | 138,233 | (243,061) | 160,314 |
LESS: NET LOSS (INCOME) ATTRIBUTABLE TO NONCONTROLLING INTERESTS | 518 | (80) | 863 | (132) |
LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS | 48 | 288 | 446 | 685 |
NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | $ (383,051) | $ 138,441 | $ (241,752) | $ 160,867 |
Unaudited Condensed Consolid_10
Unaudited Condensed Consolidating Guarantor and Non-Guarantor Financial Information - Unaudited Condensed Consolidating Statements of Comprehensive Income (Loss) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Unaudited Condensed Consolidating Statement of Comprehensive Income (Loss) | ||||
Net income (loss) | $ 354,939,000 | $ (173,579,000) | $ 185,650,000 | $ (237,286,000) |
Other comprehensive loss | (13,000) | (59,000) | (24,000) | (434,000) |
Comprehensive income (loss) | 354,926,000 | (173,638,000) | 185,626,000 | (237,720,000) |
Reportable Entity | NGL Energy Partners LP (Parent) | ||||
Unaudited Condensed Consolidating Statement of Comprehensive Income (Loss) | ||||
Net income (loss) | 355,505,000 | (173,371,000) | 186,959,000 | (236,733,000) |
Comprehensive income (loss) | 355,505,000 | (173,371,000) | 186,959,000 | (236,733,000) |
Reportable Entity | Guarantor Subsidiaries | ||||
Unaudited Condensed Consolidating Statement of Comprehensive Income (Loss) | ||||
Net income (loss) | 384,990,000 | (138,095,000) | 246,081,000 | (159,805,000) |
Other comprehensive loss | 0 | (48,000) | (1,000) | (412,000) |
Comprehensive income (loss) | 384,990,000 | (138,143,000) | 246,080,000 | (160,217,000) |
Reportable Entity | Non-Guarantor Subsidiaries | ||||
Unaudited Condensed Consolidating Statement of Comprehensive Income (Loss) | ||||
Net income (loss) | (1,939,000) | (346,000) | (4,329,000) | (1,062,000) |
Other comprehensive loss | (13,000) | (11,000) | (23,000) | (22,000) |
Comprehensive income (loss) | (1,952,000) | (357,000) | (4,352,000) | (1,084,000) |
Consolidating Adjustments | ||||
Unaudited Condensed Consolidating Statement of Comprehensive Income (Loss) | ||||
Net income (loss) | (383,617,000) | 138,233,000 | (243,061,000) | 160,314,000 |
Comprehensive income (loss) | $ (383,617,000) | $ 138,233,000 | $ (243,061,000) | $ 160,314,000 |
Unaudited Condensed Consolid_11
Unaudited Condensed Consolidating Guarantor and Non-Guarantor Financial Information - Unaudited Condensed Consolidating Statements of Cash Flows (Details) - USD ($) $ in Thousands | Jul. 10, 2018 | Sep. 30, 2018 | Sep. 30, 2017 |
OPERATING ACTIVITIES: | |||
Net cash (used in) provided by operating activities-continuing operations | $ (118,796) | $ (27,655) | |
Net cash provided by operating activities-discontinued operations | 30,915 | 39,364 | |
Net cash (used in) provided by operating activities | (87,881) | 11,709 | |
INVESTING ACTIVITIES: | |||
Capital expenditures | (193,519) | (46,639) | |
Acquisitions, net of cash acquired | (197,971) | (19,897) | |
Settlements of commodity derivatives | (94,879) | (21,789) | |
Proceeds from sales of assets | 8,204 | 22,575 | |
Proceeds from divestitures of businesses and investments | $ 896,500 | 18,594 | 0 |
Investments in unconsolidated entities | (92) | (14,150) | |
Distributions of capital from unconsolidated entities | 0 | 4,378 | |
Repayments on loan for natural gas liquids facility | 4,558 | 4,875 | |
Loan to affiliate | (1,515) | (960) | |
Net cash used in investing activities-continuing operations | (456,620) | (71,607) | |
Net cash provided by (used in) investing activities-discontinued operations | 845,779 | (36,605) | |
Net cash provided by (used in) investing activities | 389,159 | (108,212) | |
FINANCING ACTIVITIES: | |||
Proceeds from borrowings under Revolving Credit Facility | 2,008,000 | 814,500 | |
Payments on Revolving Credit Facility | (2,153,500) | (657,500) | |
Repurchase of senior secured and senior unsecured notes | (5,069) | (115,407) | |
Payments on other long-term debt | (326) | (552) | |
Debt issuance costs | (780) | (2,474) | |
Contributions from noncontrolling interest owners, net | 169 | 23 | |
Distributions to general and common unit partners and preferred unitholders | (117,486) | (107,389) | |
Distributions to noncontrolling interest owners | 0 | (3,082) | |
Proceeds from sale of preferred units, net of offering costs | 0 | 202,755 | |
Repurchase of warrants | (14,988) | (10,549) | |
Common unit repurchases and cancellations | (54) | (11,663) | |
Payments for settlement and early extinguishment of liabilities | (2,639) | (1,650) | |
Net cash (used in) provided by financing activities-continuing operations | (286,673) | 107,012 | |
Net cash used in financing activities-discontinued operations | (325) | (2,611) | |
Net cash (used in) provided by financing activities | (286,998) | 104,401 | |
Net increase in cash and cash equivalents | 14,280 | 7,898 | |
Cash and cash equivalents, beginning of period | 22,094 | 7,826 | |
Cash and cash equivalents, end of period | 36,374 | 15,724 | |
Reportable Entity | NGL Energy Partners LP (Parent) | |||
OPERATING ACTIVITIES: | |||
Net cash (used in) provided by operating activities-continuing operations | (56,673) | 43,235 | |
Net cash (used in) provided by operating activities | (56,673) | 43,235 | |
FINANCING ACTIVITIES: | |||
Repurchase of senior secured and senior unsecured notes | (5,069) | (115,407) | |
Debt issuance costs | 0 | (670) | |
Distributions to general and common unit partners and preferred unitholders | (117,486) | (107,389) | |
Proceeds from sale of preferred units, net of offering costs | 202,755 | ||
Repurchase of warrants | (14,988) | (10,549) | |
Common unit repurchases and cancellations | (54) | (11,663) | |
Net changes in advances with consolidated entities | 201,413 | 0 | |
Net cash (used in) provided by financing activities-continuing operations | 63,816 | (42,923) | |
Net cash (used in) provided by financing activities | 63,816 | (42,923) | |
Net increase in cash and cash equivalents | 7,143 | 312 | |
Cash and cash equivalents, beginning of period | 16,915 | 6,257 | |
Cash and cash equivalents, end of period | 24,058 | 6,569 | |
Reportable Entity | Guarantor Subsidiaries | |||
OPERATING ACTIVITIES: | |||
Net cash (used in) provided by operating activities-continuing operations | (64,217) | (104,796) | |
Net cash provided by operating activities-discontinued operations | 24,345 | 37,948 | |
Net cash (used in) provided by operating activities | (39,872) | (66,848) | |
INVESTING ACTIVITIES: | |||
Capital expenditures | (191,559) | (46,017) | |
Acquisitions, net of cash acquired | (194,044) | (19,897) | |
Settlements of commodity derivatives | (94,879) | (21,789) | |
Proceeds from sales of assets | 8,204 | 22,575 | |
Proceeds from divestitures of businesses and investments | 18,594 | ||
Investments in unconsolidated entities | (92) | (14,150) | |
Distributions of capital from unconsolidated entities | 4,378 | ||
Repayments on loan for natural gas liquids facility | 4,558 | 4,875 | |
Loan to affiliate | (1,515) | (960) | |
Net cash used in investing activities-continuing operations | (450,733) | (70,985) | |
Net cash provided by (used in) investing activities-discontinued operations | 838,797 | (36,025) | |
Net cash provided by (used in) investing activities | 388,064 | (107,010) | |
FINANCING ACTIVITIES: | |||
Proceeds from borrowings under Revolving Credit Facility | 2,008,000 | 814,500 | |
Payments on Revolving Credit Facility | (2,153,500) | (657,500) | |
Payments on other long-term debt | (326) | (552) | |
Debt issuance costs | (780) | (1,804) | |
Payments for settlement and early extinguishment of liabilities | (2,639) | (1,650) | |
Net changes in advances with consolidated entities | (197,214) | 31,526 | |
Net cash (used in) provided by financing activities-continuing operations | (346,459) | 184,520 | |
Net cash used in financing activities-discontinued operations | (295) | (2,421) | |
Net cash (used in) provided by financing activities | (346,754) | 182,099 | |
Net increase in cash and cash equivalents | 1,438 | 8,241 | |
Cash and cash equivalents, beginning of period | 3,329 | 73 | |
Cash and cash equivalents, end of period | 4,767 | 8,314 | |
Reportable Entity | Non-Guarantor Subsidiaries | |||
OPERATING ACTIVITIES: | |||
Net cash (used in) provided by operating activities-continuing operations | 2,279 | 34,291 | |
Net cash provided by operating activities-discontinued operations | 6,570 | 1,416 | |
Net cash (used in) provided by operating activities | 8,849 | 35,707 | |
INVESTING ACTIVITIES: | |||
Capital expenditures | (1,960) | (622) | |
Acquisitions, net of cash acquired | (3,927) | 0 | |
Proceeds from sales of assets | 0 | 0 | |
Net cash used in investing activities-continuing operations | (5,887) | (622) | |
Net cash provided by (used in) investing activities-discontinued operations | 6,982 | (580) | |
Net cash provided by (used in) investing activities | 1,095 | (1,202) | |
FINANCING ACTIVITIES: | |||
Payments on other long-term debt | 0 | 0 | |
Contributions from noncontrolling interest owners, net | 169 | 23 | |
Distributions to noncontrolling interest owners | (3,082) | ||
Net changes in advances with consolidated entities | (4,384) | (31,911) | |
Net cash (used in) provided by financing activities-continuing operations | (4,215) | (34,970) | |
Net cash used in financing activities-discontinued operations | (30) | (190) | |
Net cash (used in) provided by financing activities | (4,245) | (35,160) | |
Net increase in cash and cash equivalents | 5,699 | (655) | |
Cash and cash equivalents, beginning of period | 1,850 | 1,496 | |
Cash and cash equivalents, end of period | 7,549 | 841 | |
Consolidating Adjustments | |||
OPERATING ACTIVITIES: | |||
Net cash (used in) provided by operating activities-continuing operations | (185) | (385) | |
Net cash (used in) provided by operating activities | (185) | (385) | |
FINANCING ACTIVITIES: | |||
Net changes in advances with consolidated entities | 185 | 385 | |
Net cash (used in) provided by financing activities-continuing operations | 185 | 385 | |
Net cash (used in) provided by financing activities | $ 185 | $ 385 |