Document and Entity Information
Document and Entity Information Document | Feb. 19, 2020 |
Entity Information [Line Items] | |
Document Type | 8-K |
Document Period End Date | Feb. 19, 2020 |
Entity Registrant Name | NGL ENERGY PARTNERS LP |
Entity Incorporation, State or Country Code | DE |
Entity File Number | 001-35172 |
Entity Tax Identification Number | 27-3427920 |
Entity Address, Address Line One | 6120 South Yale Avenue |
Entity Address, Address Line Two | SuiteĀ 805 |
Entity Address, City or Town | Tulsa |
Entity Address, State or Province | OK |
Entity Address, Postal Zip Code | 74136 |
City Area Code | 918 |
Local Phone Number | 481-1119 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Entity Emerging Growth Company | false |
Entity Central Index Key | 0001504461 |
Amendment Flag | false |
NEW YORK STOCK EXCHANGE, INC. | Common units | |
Entity Information [Line Items] | |
Title of 12(b) Security | Common units representing Limited Partner Interests |
Trading Symbol | NGL |
Security Exchange Name | NYSE |
NEW YORK STOCK EXCHANGE, INC. | Class B Perpetual Preferred Units | |
Entity Information [Line Items] | |
Title of 12(b) Security | Fixed-to-floating rate cumulative redeemable perpetual preferred units |
Trading Symbol | NGL-PB |
Security Exchange Name | NYSE |
NEW YORK STOCK EXCHANGE, INC. | Class C Perpetual Preferred Units | |
Entity Information [Line Items] | |
Title of 12(b) Security | Fixed-to-floating rate cumulative redeemable perpetual preferred units |
Trading Symbol | NGL-PC |
Security Exchange Name | NYSE |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2019 | Mar. 31, 2018 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 18,572 | $ 22,094 |
Accounts receivable-trade, net of allowance for doubtful accounts of $4,016 and $3,851, respectively | 998,203 | 820,552 |
Accounts receivable-affiliates | 12,867 | 4,772 |
Inventories | 136,128 | 161,649 |
Prepaid expenses and other current assets | 65,918 | 82,020 |
Assets held for sale | 580,985 | 708,671 |
Total current assets | 1,812,673 | 1,799,758 |
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of $417,457 and $341,222, respectively | 1,828,940 | 1,512,286 |
GOODWILL | 1,110,456 | 1,170,530 |
INTANGIBLE ASSETS, net of accumulated amortization of $503,117 and $417,647, respectively | 800,889 | 775,087 |
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 1,127 | 17,236 |
LOAN RECEIVABLE-AFFILIATE | 0 | 1,200 |
OTHER NONCURRENT ASSETS | 113,857 | 202,954 |
ASSETS HELD FOR SALE | 234,551 | 672,071 |
Total assets | 5,902,493 | 6,151,122 |
CURRENT LIABILITIES: | ||
Accounts payable-trade | 879,063 | 781,197 |
Accounts payable-affiliates | 28,469 | 1,254 |
Accrued expenses and other payables | 107,759 | 137,242 |
Advance payments received from customers | 8,461 | 7,889 |
Current maturities of long-term debt | 648 | 646 |
Liabilities held for sale | 226,753 | 188,154 |
Total current liabilities | 1,251,153 | 1,116,382 |
LONG-TERM DEBT, net of debt issuance costs of $12,008 and $20,645, respectively, and current maturities | 2,160,133 | 2,679,740 |
OTHER NONCURRENT LIABILITIES | 63,542 | 173,324 |
NONCURRENT LIABILITIES HELD FOR SALE | 33 | 3,078 |
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 | 149,814 | 82,576 |
REDEEMABLE NONCONTROLLING INTEREST HELD FOR SALE | 0 | 9,927 |
EQUITY: | ||
General partner, representing a 0.1% interest, 124,633 and 121,594 notional units, respectively | (50,603) | (50,819) |
Limited partners, representing a 99.9% interest, 124,508,497 and 121,472,725 common units issued and outstanding, respectively | 2,067,197 | 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 | (255) | (1,815) |
Noncontrolling interests | 58,748 | 83,503 |
Total equity | 2,277,818 | 2,086,095 |
Total liabilities and equity | $ 5,902,493 | $ 6,151,122 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Accounts receivable - trade, allowance for doubtful accounts | $ (4,016) | $ (3,851) |
PROPERTY, PLANT AND EQUIPMENT, accumulated depreciation | 417,457 | 341,222 |
INTANGIBLE ASSETS, accumulated amortization | 503,117 | 417,647 |
Debt issuance costs, noncurrent, net | $ 12,008 | $ 20,645 |
General partner interest | 0.10% | 0.10% |
General partner, notional units outstanding (in units) | 124,633 | 121,594 |
Limited partner interest | 99.90% | 99.90% |
Limited partners, common units issued (in units) | 124,508,497 | 121,472,725 |
Limited partners, common units outstanding (in units) | 124,508,497 | 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, issued (in units) | 8,400,000 | 8,400,000 |
Preferred units, outstanding (in units) | 8,400,000 | 8,400,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
REVENUES: | |||
Crude Oil Logistics | $ 3,136,635 | $ 2,260,075 | $ 1,666,884 |
Water Solutions | 301,686 | 229,139 | 159,601 |
Liquids | 2,415,041 | 2,215,985 | 1,537,172 |
Refined Products and Renewables | 2,834,433 | 2,247,574 | 1,851,764 |
Other | 1,362 | 1,174 | 844 |
Total Revenues | 8,689,157 | 6,953,947 | 5,216,265 |
COST OF SALES: | |||
Crude Oil Logistics | 2,902,656 | 2,113,747 | 1,572,015 |
Water Solutions | (10,787) | 19,345 | 4,068 |
Liquids | 2,277,709 | 2,128,522 | 1,432,200 |
Refined Products and Renewables | 2,811,554 | 2,001,417 | 1,729,880 |
Other | 1,929 | 530 | 400 |
Total Cost of Sales | 7,983,061 | 6,263,561 | 4,738,563 |
OPERATING COSTS AND EXPENSES: | |||
Operating | 231,065 | 193,076 | 173,046 |
General and administrative | 107,407 | 97,979 | 100,839 |
Depreciation and amortization | 211,973 | 208,398 | 179,613 |
Loss (gain) on disposal or impairment of assets, net | 34,296 | (17,118) | (208,982) |
Revaluation of liabilities | (5,373) | 20,716 | 6,717 |
Operating Income | 126,728 | 187,335 | 226,469 |
OTHER INCOME (EXPENSE): | |||
Equity in earnings of unconsolidated entities | 2,533 | 7,539 | 3,830 |
Revaluation of investments | 0 | 0 | (14,365) |
Interest expense | (164,725) | (199,149) | (149,601) |
(Loss) gain on early extinguishment of liabilities, net | (12,340) | (23,201) | 24,727 |
Other (expense) income, net | (30,418) | 6,352 | 26,420 |
(Loss) Income From Continuing Operations Before Income Taxes | (78,222) | (21,124) | 117,480 |
INCOME TAX EXPENSE | (1,233) | (1,353) | (1,933) |
(Loss) Income From Continuing Operations | (79,455) | (22,477) | 115,547 |
Income (Loss) From Discontinued Operations, net of Tax | 418,850 | (47,128) | 28,327 |
Net Income (Loss) | 339,395 | (69,605) | 143,874 |
LESS: NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS | 20,206 | (240) | (6,832) |
LESS: NET LOSS (INCOME) ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS | 446 | (1,030) | 0 |
NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | 360,047 | (70,875) | 137,042 |
NET (LOSS) INCOME FROM CONTINUING OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | (171,153) | (82,816) | 78,369 |
NET INCOME (LOSS) FROM DISCONTINUED OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | 418,877 | (48,110) | 28,299 |
NET INCOME (LOSS) ALLOCATED TO COMMON UNITHOLDERS | $ 247,724 | $ (130,926) | $ 106,668 |
BASIC INCOME (LOSS) PER COMMON UNIT | |||
(Loss) Income From Continuing Operations | $ (1.39) | $ (0.68) | $ 0.73 |
Income (Loss) From Discontinued Operations, net of Tax | 3.41 | (0.40) | 0.26 |
Net Income (Loss) | 2.01 | (1.08) | 0.99 |
DILUTED INCOME (LOSS) PER COMMON UNIT | |||
(Loss) Income From Continuing Operations | (1.39) | (0.68) | 0.70 |
Income (Loss) From Discontinued Operations, net of Tax | 3.41 | (0.40) | 0.25 |
Net Income (Loss) | $ 2.01 | $ (1.08) | $ 0.95 |
BASIC WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 123,017,064 | 120,991,340 | 108,091,486 |
DILUTED WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 123,017,064 | 120,991,340 | 111,850,621 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||||||||||
Net income (loss) | $ 43,217 | $ 110,528 | $ 354,939 | $ (169,289) | $ 110,912 | $ 56,769 | $ (173,579) | $ (63,707) | $ 339,395 | $ (69,605) | $ 143,874 |
Other comprehensive (loss) income | (9) | 13 | (1,671) | ||||||||
Comprehensive income (loss) | $ 339,386 | $ (69,592) | $ 142,203 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Accumulated other comprehensive income (loss) | 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, 2016 | 104,169,573 | |||||||
Beginning Balance at Mar. 31, 2016 | $ 1,694,065 | $ (157) | $ 37,707 | $ (50,811) | $ 1,707,326 | |||
Increase (Decrease) in Partnership Capital | ||||||||
Distributions to general and common unit partners and preferred unitholders (Note 10) | (181,581) | (287) | (181,294) | |||||
Distributions to noncontrolling interest owners | (3,292) | (3,292) | ||||||
Contributions | 721 | 1,173 | 49 | (501) | ||||
Business combinations (in units) | 218,617 | |||||||
Business combinations | 3,940 | 3,940 | ||||||
Purchase of noncontrolling interest | (12,817) | (12,602) | (215) | |||||
Repurchase of warrants | 0 | |||||||
Equity issued pursuant to incentive compensation plan (in units) | 2,350,082 | |||||||
Equity issued pursuant to incentive compensation plan (Note 10) | 68,414 | 68,414 | ||||||
Accretion of beneficial conversion feature of Class A convertible preferred units (Note 10) | (8,999) | (8,999) | ||||||
Transfer of redeemable noncontrolling interest | (3,072) | (3,072) | ||||||
Units issued, net of offering costs (in units) | 13,441,135 | |||||||
Units issued, net of offering costs (Note 10) | 287,136 | 288 | 286,848 | |||||
Allocation of value to beneficial conversion feature of Class A convertible preferred units (Note 10) | 131,534 | 131,534 | ||||||
Issuance of warrants, net of offering costs (Note 10) | 48,550 | 48,550 | ||||||
Net (loss) income | 143,874 | 6,832 | 232 | 136,810 | ||||
Other comprehensive (loss) income | (1,671) | (1,671) | ||||||
Ending Balance (in units) at Mar. 31, 2017 | 120,179,407 | |||||||
Ending Balance at Mar. 31, 2017 | 2,166,802 | (1,828) | 26,746 | (50,529) | 2,192,413 | |||
Increase (Decrease) in Partnership Capital | ||||||||
Distributions to general and common unit partners and preferred unitholders (Note 10) | (229,792) | (323) | (229,469) | |||||
Distributions to noncontrolling interest owners | (3,082) | (3,082) | ||||||
Contributions | 23 | 23 | ||||||
Sawtooth joint venture (Note 16) | 59,233 | 76,214 | (16,981) | |||||
Business combinations | 0 | |||||||
Purchase of noncontrolling interest | (22,883) | (16,638) | (6,245) | |||||
Redeemable noncontrolling interest valuation adjustment | (5,825) | (5,825) | ||||||
Repurchase of warrants | (10,549) | (10,549) | ||||||
Equity issued pursuant to incentive compensation plan (in units) | 2,260,011 | |||||||
Equity issued pursuant to incentive compensation plan (Note 10) | 34,651 | 28 | 34,623 | |||||
Common unit repurchases and cancellations (in units) | (1,574,346) | |||||||
Common unit repurchases and cancellations (Note 10) | (15,817) | (15,817) | ||||||
Warrants exercised (in units) | 607,653 | |||||||
Warrants exercised (Note 10) | 6 | 6 | ||||||
Accretion of beneficial conversion feature of Class A convertible preferred units (Note 10) | (18,781) | (18,781) | ||||||
Units issued, net of offering costs (in units) | 8,400,000 | |||||||
Units issued, net of offering costs (Note 10) | 202,731 | 100 | $ 202,731 | |||||
Net (loss) income | (70,635) | 240 | 5 | (70,880) | ||||
Other comprehensive (loss) income | 13 | 13 | ||||||
Ending Balance (in units) at Mar. 31, 2018 | 8,400,000 | 121,472,725 | ||||||
Ending Balance at Mar. 31, 2018 | 2,086,095 | (1,815) | 83,503 | (50,819) | 202,731 | 1,852,495 | ||
Increase (Decrease) in Partnership Capital | ||||||||
Distributions to general and common unit partners and preferred unitholders (Note 10) | (236,633) | (330) | (236,303) | |||||
Contributions | 169 | 169 | ||||||
Sawtooth joint venture (Note 16) | (854) | (791) | (63) | |||||
Business combinations | 0 | |||||||
Purchase of noncontrolling interest | (3,960) | (3,927) | (33) | |||||
Redeemable noncontrolling interest valuation adjustment | (3,349) | (3,349) | ||||||
Repurchase of warrants | (14,988) | (14,988) | ||||||
Equity issued pursuant to incentive compensation plan (in units) | 2,833,968 | |||||||
Equity issued pursuant to incentive compensation plan (Note 10) | 39,734 | 22 | 39,712 | |||||
Common unit repurchases and cancellations (in units) | (26,993) | |||||||
Common unit repurchases and cancellations (Note 10) | (297) | (297) | ||||||
Warrants exercised (in units) | 228,797 | |||||||
Warrants exercised (Note 10) | 2 | 2 | ||||||
Accretion of beneficial conversion feature of Class A convertible preferred units (Note 10) | (67,239) | (67,239) | ||||||
Units issued, net of offering costs (Note 10) | 100 | |||||||
Net (loss) income | 339,841 | (20,206) | 387 | 359,660 | ||||
Other comprehensive (loss) income | (9) | (9) | ||||||
Ending Balance (in units) at Mar. 31, 2019 | 8,400,000 | 124,508,497 | ||||||
Ending Balance at Mar. 31, 2019 | 2,277,818 | (255) | $ 58,748 | (50,603) | $ 202,731 | 2,067,197 | ||
Increase (Decrease) in Partnership Capital | ||||||||
Cumulative effect adjustment for adoption of ASC 606 (Note 15) | 139,306 | |||||||
Cumulative effect adjustment for adoption of ASC 606 (Note 15) | General Partner | 139 | |||||||
Cumulative effect adjustment for adoption of ASC 606 (Note 15) | Limited Partner | 139,167 | |||||||
Cumulative effect adjustment for adoption of ASU 2016-01 (Note 2) | $ 0 | |||||||
Cumulative effect adjustment for adoption of ASU 2016-01 (Note 2) | General Partner | $ (2) | |||||||
Cumulative effect adjustment for adoption of ASU 2016-01 (Note 2) | Limited Partner | $ 1,569 | $ (1,567) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
OPERATING ACTIVITIES: | |||
Net income (loss) | $ 339,395 | $ (69,605) | $ 143,874 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
(Income) loss from discontinued operations, net of tax | (418,850) | 47,128 | (28,327) |
Depreciation and amortization, including amortization of debt issuance costs | 221,674 | 219,983 | 189,369 |
Loss (gain) on early extinguishment or revaluation of liabilities, net | 6,967 | 43,917 | (18,010) |
Gain on termination of a storage sublease agreement | 0 | 0 | (16,205) |
Non-cash equity-based compensation expense | 41,367 | 35,241 | 53,102 |
Loss (gain) on disposal or impairment of assets, net | 34,296 | (17,118) | (208,982) |
Provision for doubtful accounts | 381 | 584 | (739) |
Net adjustments to fair value of commodity derivatives | (10,817) | 41,263 | 15,376 |
Equity in earnings of unconsolidated entities | (2,533) | (7,539) | (3,830) |
Distributions of earnings from unconsolidated entities | 2,206 | 4,632 | 3,564 |
Lower of cost or market value adjustment | 14,305 | 410 | (648) |
Revaluation of investments | 0 | 0 | 14,365 |
Other | (485) | (440) | (7,810) |
Changes in operating assets and liabilities, exclusive of acquisitions: | |||
Accounts receivable-trade and affiliates | (185,717) | (214,750) | (234,750) |
Inventories | (10,093) | 58,227 | (71,430) |
Other current and noncurrent assets | 43,996 | (31,689) | (37,758) |
Accounts payable-trade and affiliates | 87,739 | 197,273 | 221,217 |
Other current and noncurrent liabilities | (12,308) | (7,169) | 5,478 |
Net cash provided by operating activities-continuing operations | 151,523 | 300,348 | 17,856 |
Net cash provided by (used in) operating activities-discontinued operations | 185,727 | (162,381) | (42,894) |
Net cash provided by (used in) operating activities | 337,250 | 137,967 | (25,038) |
INVESTING ACTIVITIES: | |||
Capital expenditures | (455,586) | (133,761) | (302,762) |
Acquisitions, net of cash acquired | (300,614) | (19,897) | (41,928) |
Net settlements of commodity derivatives | (10,173) | (39,113) | 9,648 |
Proceeds from sales of assets | 16,177 | 33,844 | 28,232 |
Proceeds from divestitures of businesses and investments, net | 335,809 | 329,780 | 134,370 |
Transaction with Victory Propane (Note 13) | 0 | (6,424) | 0 |
Investments in unconsolidated entities | (389) | (21,465) | (2,105) |
Distributions of capital from unconsolidated entities | 1,440 | 11,969 | 9,692 |
Repayments on loan for natural gas liquids facility | 10,336 | 10,052 | 8,916 |
Loan to affiliate | (1,515) | (2,510) | (3,200) |
Repayments on loan to affiliate | 0 | 4,160 | 655 |
Payment to terminate development agreement | 0 | 0 | (16,875) |
Net cash (used in) provided by investing activities-continuing operations | (404,515) | 166,635 | (175,357) |
Net cash provided by (used in) investing activities-discontinued operations | 857,988 | 103,947 | (187,769) |
Net cash (used in) provided by investing activities | 453,473 | 270,582 | (363,126) |
FINANCING ACTIVITIES: | |||
Proceeds from borrowings under revolving credit facilities | 4,098,500 | 2,434,500 | 1,700,000 |
Payments on revolving credit facilities | (3,897,000) | (2,279,500) | (2,733,500) |
Issuance of senior unsecured notes | 0 | 0 | 1,200,000 |
Repayment and repurchase of senior secured and senior unsecured notes | (737,058) | (486,699) | (21,193) |
Payments on other long-term debt | (653) | (877) | (46,153) |
Debt issuance costs | (1,383) | (2,700) | (33,558) |
Contributions from general partner | 0 | 0 | 49 |
Contributions from noncontrolling interest owners, net | 169 | 23 | 672 |
Distributions to general and common unit partners and preferred unitholders | (236,633) | (225,067) | (181,581) |
Distributions to noncontrolling interest owners | 0 | (3,082) | (3,292) |
Proceeds from sale of preferred units, net of offering costs | 0 | 202,731 | 234,975 |
Repurchase of warrants | (14,988) | (10,549) | 0 |
Common unit repurchases and cancellations | (297) | (15,817) | 0 |
Proceeds from sale of common units, net of offering costs | 0 | 0 | 287,136 |
Payments for settlement and early extinguishment of liabilities | (4,577) | (3,408) | (28,468) |
Net cash (used in) provided by financing activities-continuing operations | (793,920) | (390,445) | 375,087 |
Net cash used in financing activities-discontinued operations | (325) | (3,836) | (3,633) |
Net cash (used in) provided by financing activities | (794,245) | (394,281) | 371,454 |
Net (decrease) increase in cash and cash equivalents | (3,522) | 14,268 | (16,710) |
Cash and cash equivalents, beginning of period | 22,094 | 7,826 | 24,536 |
Cash and cash equivalents, end of period | 18,572 | 22,094 | 7,826 |
Supplemental cash flow information: | |||
Cash interest paid | 170,632 | 192,938 | 117,912 |
Income taxes paid (net of income tax refunds) | 2,423 | 1,843 | 2,022 |
Supplemental non-cash investing and financing activities: | |||
Distributions declared but not paid to Class B preferred unitholders | 4,725 | 4,725 | 0 |
Accrued capital expenditures | 19,121 | 12,123 | 1,758 |
Value of common units issued in business combinations | 3,940 | ||
Limited Partner | |||
FINANCING ACTIVITIES: | |||
Repurchase of warrants | (14,988) | (10,549) | |
Supplemental non-cash investing and financing activities: | |||
Value of common units issued in business combinations | $ 0 | $ 0 | $ 3,940 |
Nature of Operations and Organi
Nature of Operations and Organization | 12 Months Ended |
Mar. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Organization | Nature of Operations and Organization NGL Energy Partners LP (āwe,ā āus,ā āour,ā or the āPartnershipā) is a Delaware limited partnership formed in September 2010. NGL Energy Holdings LLC serves as our general partner. At March 31, 2019 , our operations included: ā¢ Our Crude Oil Logistics segment purchases crude oil from producers and marketers 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. ā¢ 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 sells freshwater to producers for exploration and production activities. ā¢ 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 27 owned terminals throughout the United States, and provides terminaling and storage services at its salt dome storage facility joint venture in Utah. See Note 16 for a discussion of the joint venture of our Sawtooth Caverns, LLC (āSawtoothā) business. ā¢ Our Refined Products and Renewables segment conducts gasoline, diesel, ethanol, and biodiesel marketing operations , purchase s refined petroleum and renewable products primarily in the Gulf Coast, West Coast and Midwest regions of the United States and schedule s them for delivery at various locations throughout the country. See below for a discussion of the sale of a portion of our Refined Products and Renewables segment. Recent Developments On September 30, 2019, we completed the sale of TransMontaigne Product Services, LLC (āTPSLā) and associated assets to Trajectory Acquisition Company, LLC (āTrajectoryā) for total consideration of approximately $233.8 million , including equity consideration, inventory and net working capital (see Note 17 ). TPSL made up a portion of our Refined Products and Renewables segment. The divested assets include (i) TPSL Terminaling Services Agreement with TransMontaigne Partners LP, including the exclusive rights to utilize 19 terminals; (ii) line space along Colonial and Plantation Pipelines; (iii) two wholly-owned refined products terminals in Georgia that we acquired in January 2019 and multiple third-party throughput agreements; and (iv) all associated customer contracts, inventory and other working capital associated with the assets. In December 2019, the Partnership formalized a plan and received approval to divest of its gas blending business in the southeastern and eastern regions of the United States (āGas Blendingā) and its refined products marketing business in the mid-continent region of the United States (āMid-Conā). The Partnership had determined that these businesses were no longer core to the Partnershipās strategy. These transactions represent 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 TPSL, Mid-Con and Gas Blending have been classified as discontinued operations for all periods presented, and prior periods have been retrospectively adjusted in the consolidated statements of operations and consolidated statements of cash flows. In addition, the assets and liabilities related to TPSL and certain assets and liabilities, particularly inventory, derivatives and leases, related to Mid-Con and Gas Blending have been classified as held for sale in our March 31, 2019 and 2018 consolidated balance sheets. On January 3, 2020, we completed the sale of Mid-Con to a third-party. See Note 17 for a further discussion of these transactions. On March 30, 2018, we sold a portion of our Retail Propane segment to DCC LPG (āDCCā) for net proceeds of $212.4 million in cash. The Retail Propane businesses subject to this transaction consisted of our operations across the Mid-Continent and Western portions of the United States. On July 10, 2018, we completed the sale of virtually all of our remaining Retail Propane segment to Superior Plus Corp. (āSuperiorā) for total consideration of $889.8 million in cash. We retained our 50% ownership interest in Victory Propane, LLC (āVictory Propaneā), which we subsequently sold on August 14, 2018 (see Note 2 ). These transactions represent 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 our former 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 consolidated statements of operations and consolidated statements of cash flows. In addition, the assets and liabilities related to our former Retail Propane segment have been classified as held for sale within our March 31, 2018 consolidated balance sheet. See Note 17 for a further discussion of the transaction. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation Our consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States (āGAAPā). The accompanying consolidated financial statements include our accounts and those of our controlled subsidiaries. Intercompany transactions and account balances have been eliminated in consolidation. Investments we 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 consolidated financial statements. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amount of assets and liabilities reported at the date of the consolidated financial statements and the amount of revenues and expenses reported during the periods presented. Critical estimates we make in the preparation of our consolidated financial statements include, among others, determining the fair value of assets and liabilities acquired in acquisitions, 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 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: ā¢ Level 1: Quoted prices in active markets for identical assets and liabilities that we have the ability to access at the measurement date. ā¢ 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. ā¢ Level 3: Unobservable inputs for the asset or liability including situations where there is little, if any, market activity for the asset or liability. The fair value hierarchy gives the highest priority to quoted prices in active markets (Level 1) and the lowest priority to unobservable inputs (Level 3). In some cases, the inputs used to measure fair value might fall into different levels of the fair value hierarchy. The lowest level input that is significant to a fair value measurement determines the applicable level in the fair value hierarchy. Assessing the significance of a particular input to a fair value measurement requires judgment, considering factors specific to the asset or liability. Derivative Financial Instruments We record all derivative financial instrument contracts at fair value in our consolidated balance sheets except for certain physical contracts that qualify for the normal purchase and normal sale election . Under this accounting policy election, we do not record the physical 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 physical contracts that do not qualify as normal purchases and normal sales and settlements (whether cash transactions or non-cash mark-to-market adjustments) are reported either within revenue (for sales contracts) or cost of sales (for purchase contracts) in our consolidated statements of operations, regardless of whether the contract is physically or financially settled. We utilize various commodity derivative financial instrument contracts to attempt to reduce our exposure to price fluctuations. We do not enter into such contracts for trading purposes. Changes in assets and liabilities from commodity derivative financial instruments result primarily from changes in market prices, newly originated transactions, and the timing of settlements and are reported within cost of sales on the consolidated statements of operations, along with related 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. Cost of Sales We include all costs we incur to acquire products, including the costs of purchasing, terminaling, and transporting inventory, prior to delivery to our customers, in cost of sales. Cost of sales excludes depreciation of our property, plant and equipment. Depreciation and Amortization Depreciation and amortization in our consolidated statements of operations includes all depreciation of our property, plant and equipment and amortization of intangible assets other than debt issuance costs, for which the amortization is recorded to interest expense, and certain contract-based intangible assets, for which the amortization is recorded to cost of sales. 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 partnerās basis in the Partnership. We have certain taxable corporate subsidiaries in the United States and Canada, and our operations in Texas are subject to a state franchise tax that is calculated based on revenues net of cost of sales. Our fiscal years 2015 to 2018 generally remain subject to examination by federal, state, and Canadian tax authorities. We utilize the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply in the years in which these temporary differences are expected to be recovered or settled. Changes in tax rates are recognized in income in the period that includes the enactment date. A publicly traded partnership is required to generate at least 90% of its gross income (as defined for federal income tax purposes) from certain qualifying sources. Income generated by our taxable corporate subsidiaries is excluded from this qualifying income calculation. Although we routinely generate income outside of our corporate subsidiaries that is non-qualifying, we believe that at least 90% of our gross income has been qualifying income for each of the calendar years since our IPO. During the year ended March 31, 2019 , we recognized a deferred tax liability of $16.3 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 benefit recorded for the year ended March 31, 2019 is $1.5 million with an effective tax rate of 31% . The deferred tax liability is $14.8 million at March 31, 2019 and is included within other noncurrent liabilities in our consolidated balance sheet. We evaluate uncertain tax positions for recognition and measurement in the consolidated financial statements. To recognize a tax position, we determine whether it is more likely than not that the tax position will be sustained upon examination, including resolution of any related appeals or litigation, based on the technical merits of the position. A tax position that meets the more likely than not threshold is measured to determine the amount of benefit to be recognized in the consolidated financial statements. We had no material uncertain tax positions that required recognition in our consolidated financial statements at March 31, 2019 or 2018 . Cash and Cash Equivalents Cash and cash equivalents include cash on hand, demand and time deposits, and funds invested in highly liquid instruments with maturities of three months or less at the date of purchase. At times, certain account balances may exceed federally insured limits. Accounts Receivable and Concentration of Credit Risk We operate in the United States and Canada. We grant unsecured credit to customers under normal industry standards and terms, and have established policies and procedures that allow for an evaluation of each customerās creditworthiness as well as general economic conditions. The allowance for doubtful accounts is based on our assessment of the collectibility of customer accounts, which assessment considers the overall creditworthiness of customers and any specific disputes. Accounts receivable are considered past due or delinquent based on contractual terms. We write off accounts receivable against the allowance for doubtful accounts when collection efforts have been exhausted. We execute netting agreements with certain customers to mitigate our credit risk. Receivables and payables are reflected at a net balance to the extent a netting agreement is in place and we intend to settle on a net basis. Our accounts receivable consist of the following at the dates indicated: March 31, 2019 March 31, 2018 Segment Gross Allowance for Net Gross Allowance for Net (in thousands) Crude Oil Logistics $ 514,243 $ (15 ) $ 514,228 $ 404,865 $ ā $ 404,865 Water Solutions 57,526 (3,157 ) 54,369 59,958 (2,952 ) 57,006 Liquids 134,050 (177 ) 133,873 131,006 (20 ) 130,986 Refined Products and Renewables 295,984 (667 ) 295,317 228,574 (879 ) 227,695 Corporate and Other 416 ā 416 ā ā ā Total $ 1,002,219 $ (4,016 ) $ 998,203 $ 824,403 $ (3,851 ) $ 820,552 Changes in the allowance for doubtful accounts are as follows for the periods indicated: Year Ended March 31, 2019 2018 2017 (in thousands) Allowance for doubtful accounts, beginning of period $ (3,851 ) $ (3,604 ) $ (5,340 ) Provision for doubtful accounts (381 ) (584 ) 739 Write off of uncollectible accounts 216 337 997 Allowance for doubtful accounts, end of period $ (4,016 ) $ (3,851 ) $ (3,604 ) Amounts in the tables above do not include accounts receivable or allowance for doubtful accounts related to TPSL, as these amounts have been classified as current assets held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the tables above do not include accounts receivable or allowance for doubtful accounts related to our former Retail Propane segment, as these amounts have been classified as current assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). We did not have any customers that represented over 10% of consolidated revenues for fiscal years 2019 , 2018 and 2017 . 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: March 31, 2019 2018 (in thousands) Crude oil $ 51,359 $ 77,351 Natural gas liquids: Propane 33,478 38,910 Butane 15,294 12,613 Other 7,482 6,515 Refined products and renewables: Diesel 9,186 12,752 Ethanol 14,650 5,542 Biodiesel 4,679 7,966 Total $ 136,128 $ 161,649 Amounts in the table above do not include inventory related to Mid-Con, Gas Blending and TPSL, as these amounts have been classified as current assets held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the table above do not include inventory related to our former Retail Propane segment, as these amounts have been classified as current assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). 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 consolidated balance sheets; instead, our ownership interests are reported within investments in unconsolidated entities on our consolidated balance sheets. Under the equity method, the investment is recorded at acquisition cost, increased by our proportionate share of any earnings and additional capital contributions and decreased by our proportionate share of any losses, distributions paid, and amortization of any excess investment. Excess investment is the amount by which our total investment exceeds our proportionate share of the net assets of the investee. We consider distributions received from unconsolidated entities which do not exceed cumulative equity in earnings subsequent to the date of investment to be a return on investment and are classified as operating activities in our consolidated statements of cash flows. We consider distributions received from unconsolidated entities in excess of cumulative equity in earnings subsequent to the date of investment to be a return of investment and are classified as investing activities in our consolidated statements of cash flows. Our investments in unconsolidated entities consist of the following at the dates indicated: Ownership Date Acquired March 31, Entity Segment Interest (1) or Formed 2019 2018 (in thousands) Water services company (2) Water Solutions 50% August 2018 $ 920 $ ā Natural gas liquids terminal company (3) Liquids 50% March 2019 207 ā Water treatment and disposal facility (4) Water Solutions ā% August 2015 ā 2,094 E Energy Adams, LLC (5) Refined Products and Renewables ā% December 2013 ā 15,142 Victory Propane (6) Corporate and Other ā% April 2015 ā ā Total $ 1,127 $ 17,236 (1) Ownership interest percentages are at March 31, 2019 . (2) 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. (3) This is an investment in an unincorporated joint venture that we acquired as part of an acquisition in March 2019. See Note 4 for a further discussion. (4) This is an investment in an unincorporated joint venture. On February 28, 2019, we sold this investment as part of the sale of our South Pecos water disposal business. See Note 16 for a further discussion. (5) 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 year ended March 31, 2019 within loss (gain) on disposal or impairment of assets, net in our consolidated statement of operations. (6) On August 14, 2018, we sold our previously held 50% interest in Victory Propane. See Note 13 for a further discussion. Combined summarized financial information for all of our unconsolidated entities is as follows for the dates and periods indicated: Balance sheets: March 31, 2019 2018 (in thousands) Current assets $ 1,328 $ 24,431 Noncurrent assets $ 519 $ 99,164 Current liabilities $ 178 $ 16,787 Noncurrent liabilities $ ā $ 10,620 Statements of operations: March 31, 2019 2018 2017 (in thousands) Revenues $ 21,036 $ 182,820 $ 180,632 Cost of sales $ 9,919 $ 114,890 $ 114,316 Net income $ 5,506 $ 26,438 $ 19,462 At March 31, 2019 , cumulative equity earnings and cumulative distributions of our unconsolidated entities since they were acquired were $1.9 million and $3.0 million , respectively. 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. On August 14, 2018, we sold our interest in Victory Propane. Our equity in earnings in Victory Propane has been classified as discontinued operations for all periods presented, as discussed further in Note 1 and Note 17 . Other Noncurrent Assets Other noncurrent assets consist of the following at the dates indicated: March 31, 2019 2018 (in thousands) Loan receivable (1) $ 19,474 $ 29,463 Line fill (2) 33,437 34,897 Minimum shipping fees - pipeline commitments (3) 23,494 88,757 Other 37,452 49,837 Total $ 113,857 $ 202,954 (1) Represents the noncurrent portion of a loan receivable associated with our financing of the construction of a natural gas liquids facility that is utilized by a third party and the noncurrent portion of a loan receivable with Victory Propane (see Note 13). (2) Represents minimum volumes of product we are required to leave on certain third-party owned pipelines under long-term shipment commitments. At March 31, 2019 , 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) 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 and recorded a loss within loss (gain) on disposal or impairment of assets, net . Under the remaining other contract for which we have the future benefit, we currently have 13 months in which to ship the excess volumes. Amounts in the table above do not include other noncurrent assets related to TPSL, as these amounts have been classified as noncurrent assets held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the table above do not include other noncurrent assets related to our former Retail Propane segment, as these amounts have been classified as noncurrent assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). Accrued Expenses and Other Payables Accrued expenses and other payables consist of the following at the dates indicated: March 31, 2019 2018 (in thousands) Accrued compensation and benefits $ 19,312 $ 17,778 Excise and other tax liabilities 10,481 8,279 Derivative liabilities 4,960 8,321 Accrued interest 24,882 39,947 Product exchange liabilities 5,945 1,116 Gavilon legal matter settlement (Note 9) 12,500 ā Deferred gain on sale of general partner interest in TLP (1) ā 30,113 Other 29,679 31,688 Total $ 107,759 $ 137,242 (1) See Note 15 for a discussion of the accounting for the deferred gain upon adoption of ASC 606. Amounts in the table above do not include accrued expenses and other payables related to TPSL and Mid-Con and Gas Blending derivative liabilities, as these amounts have been classified as current liabilities held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the table above do not include accrued expenses and other payables related to our former Retail Propane segment, as these amounts have been classified as current liabilities held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). Property, Plant and Equipment We record property, plant and equipment at cost, less accumulated depreciation. Acquisitions and improvements are capitalized, and maintenance and repairs are expensed as incurred. As we dispose of assets, we remove the cost and related accumulated depreciation from the accounts, and any resulting gain or loss is included within loss (gain) on disposal or impairment of assets, net . We compute depreciation expense of our property, plant and equipment using the straight-line method over the estimated useful lives of the assets (see Note 5 ). Intangible Assets Our intangible assets include contracts and arrangements acquired in business combinations, including customer relationships, customer commitments, pipeline capacity rights, rights-of-way and easements, water rights, executory contracts and other agreements, covenants not to compete, and trade names. In addition, we capitalize certain debt issuance costs associated with the revolving credit facilities. We amortize the majority of our intangible assets on a straight-line basis over the estimated useful lives of the assets (see Note 7 ). We amortize debt issuance costs over the terms of the related debt using a method that approximates the effective interest method. Impairment of Long-Lived Assets We evaluate the carrying value of our long-lived assets (property, plant and equipment and amortizable intangible assets) for potential impairment when events and circumstances warrant such a review. A long-lived asset group is considered impaired when the anticipated undiscounted future cash flows from the use and eventual disposition of the asset group is less than its carrying value. In that event, we recognize a loss equal to the amount by which the carrying value exceeds the fair value of the asset group. When we cease to use an acquired trade name, we test the trade name for impairment using the relief from royalty method and we begin amortizing the trade name over its estimated useful life as a defensive asset. See Note 5 and Note 7 for a further discussion of long-lived asset impairments recognized in the consolidated statements of operations. We evaluate our equity method investments for impairment when we believe the current fair value may be less than the carrying amount and record an impairment if we believe the decline in value is other than temporary. Goodwill Goodwill represents the excess of the consideration paid for the acquired businesses over the fair value of the individual assets acquired, net of liabilities assumed. Business combinations are accounted for using the āacquisition methodā (see Note 4 ). We expect that all of our goodwill at March 31, 2019 is deductible for federal income tax purposes. Goodwill and indefinite-lived intangible assets are not amortized, but instead are evaluated for impairment at least annually. We perform our annual assessment of impairment during the fourth quarter of our fiscal year, and more frequently if circumstances warrant. To perform this assessment, we first consider qualitative factors to determine whether it is more likely than not that the fair value of each reporting unit exceeds its carrying amount. If we conclude that it is more likely than not that the fair value of a reporting unit does not exceed its carrying amount, we calculate the fair value for the reporting unit and compare the amount to its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered impaired. If the carrying amount of a reporting unit exceeds its fair value, goodwill is considered to be impaired and the goodwill balance is reduced by the difference between the fair value and carrying amount of the reporting unit. Estimates and assumptions used to perform the impairment evaluation are inherently uncertain and can significantly affect the outcome of the analysis. The estimates and assumptions we used in the annual goodwill impairment assessment included market participant considerations and future forecasted operating results. Changes in operating results and other assumptions could materially affect these estimates. See Note 6 for a further discussion and analysis of our goodwill impairment assessment. Product Exchanges Quantities of products receivable or returnable under exchange agreements are reported within prepaid expenses and other current assets and within accrued expenses and other payables in our consolidated balance sheets. We estimate the value of product exchange assets and liabilities based on the weighted-average cost basis of the inventory we have delivered or will deliver on the exchange, plus or minus location differentials. Product exchanges related to TPSL have been classified as current assets and current liabilities held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, product exchanges related to our former Retail Propane segment have been classified as current assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). Noncontrolling Interests Noncontrolling interests represent the portion of certain consolidated subsidiaries that are owned by third parties. Amounts are adjusted by the noncontrolling interest holderās proportionate share of the subsidiariesā earnings or losses each period and any distributions that are paid. Noncontrolling interests are reported as a component of equity, unless the noncontrolling interest is considered redeemable, in which case the noncontrolling interest is recorded between liabilities and equity (mezzanine or temporary equity) in our consolidated balance sheet. 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 classified as held for sale in our March 31, 2018 consolidated balance sheet (see Note 17 ). The following table summarizes changes in our redeemable noncontrolling interest in our consolidated balance sheets (in thousands): Balance at March 31, 2017 $ 3,072 Net income attributable to redeemable noncontrolling interest 1,030 Redeemable noncontrolling interest valuation adjustment 5,825 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 March 31, 2019 $ ā Acquisitions To determine if a transaction should be accounted for as a business combination or an acquisition of assets, we first calculate the relative fair values of the assets acquired. If substantially all of the relative fair value is concentrated in a single asset or group of similar assets, or if not but the transaction does not include a significant process (does not meet the definition of a business), we record the transaction as an acquisition of assets. For acquisitions of assets, the purchase price is allocated based on the relative fair values. For an acquisition of assets, goodwill is not recorded. All other transactions are recorded as business combinations. We record the assets acquired and liabilities assumed in a business combination at their acquisition date fair values. For a business combination, the excess of the purchase price over the net fair value of acquired assets and assumed liabilities is recorded as goodwill, which is not amortized but instead is evaluated for impairment at least annually (as described above). 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 (āFASBā) issued Accounting Standards Update (āASUā) No. 2016-13, āFinancial Instruments-Credit Losses.ā 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 ASC 842, āLeases.ā This will replace previous lease accounting guidance in GAAP. The new guidance requires the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases. It also retains a distinction between finance leases and operating leases. This guidance is effective for the Partnership beginning April 1, 2019. We evaluated our current leases and other contracts that may be considered leases under the new standard and the impact on our internal controls, accounting poli |
Income (Loss) Per Common Unit
Income (Loss) Per Common Unit | 12 Months Ended |
Mar. 31, 2019 | |
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: Year Ended March 31, 2019 2018 2017 Weighted average common units outstanding during the period: Common units - Basic 123,017,064 120,991,340 108,091,486 Effect of Dilutive Securities: Performance awards ā ā 173,087 Warrants ā ā 3,586,048 Common units - Diluted 123,017,064 120,991,340 111,850,621 For the year ended March 31, 2019 , the Service Awards (as defined herein), warrants and the Class A Preferred Units (as defined herein) were considered antidilutive. Due to the termination of the Performance Award plan (see Note 10), there were no outstanding Performance Awards (as defined herein) as of March 31, 2019. For the year ended March 31, 2018, the Service Awards, Performance Awards, warrants and Class A Preferred Units were considered antidilutive. For the year ended March 31, 2017, the Service Awards and Class A Preferred Units were considered antidilutive. Our income (loss) per common unit is as follows for the periods indicated: Year Ended March 31, 2019 2018 2017 (in thousands, except unit and per unit amounts) (Loss) income from continuing operations $ (79,455 ) $ (22,477 ) $ 115,547 Less: Continuing operations loss (income) attributable to noncontrolling interests 20,206 (240 ) (6,832 ) Net (loss) income from continuing operations attributable to NGL Energy Partners LP (59,249 ) (22,717 ) 108,715 Less: Distributions to preferred unitholders (1) (111,936 ) (59,697 ) (30,142 ) Less: Continuing operations net loss (income) allocated to general partner (2) 32 (53 ) (204 ) Less: Repurchase of warrants (3) ā (349 ) ā Net (loss) income from continuing operations allocated to common unitholders $ (171,153 ) $ (82,816 ) $ 78,369 Income (loss) from discontinued operations, net of tax $ 418,850 $ (47,128 ) $ 28,327 Less: Discontinued operations loss (income) attributable to redeemable noncontrolling interests 446 (1,030 ) ā Less: Discontinued operations (income) loss allocated to general partner (2) (419 ) 48 (28 ) Net income (loss) from discontinued operations allocated to common unitholders $ 418,877 $ (48,110 ) $ 28,299 Net income (loss) allocated to common unitholders $ 247,724 $ (130,926 ) $ 106,668 Basic income (loss) per common unit (Loss) income from continuing operations $ (1.39 ) $ (0.68 ) $ 0.73 Income (loss) from discontinued operations, net of tax $ 3.41 $ (0.40 ) $ 0.26 Net income (loss) $ 2.01 $ (1.08 ) $ 0.99 Diluted income (loss) per common unit (Loss) income from continuing operations $ (1.39 ) $ (0.68 ) $ 0.70 Income (loss) from discontinued operations, net of tax $ 3.41 $ (0.40 ) $ 0.25 Net income (loss) $ 2.01 $ (1.08 ) $ 0.95 Basic weighted average common units outstanding 123,017,064 120,991,340 108,091,486 Diluted weighted average common units outstanding 123,017,064 120,991,340 111,850,621 (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 | 12 Months Ended |
Mar. 31, 2019 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions The following summarizes our acquisitions during the year ended March 31, 2019 : 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 year ended March 31, 2019 , we acquired six saltwater disposal facilities (including 15 saltwater disposal wells) for total consideration of approximately $116.1 million . As part of these acquisitions, we recorded customer relationship, favorable contract and non-compete agreement 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. 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 transaction close date preliminary estimates of the fair values for the assets acquired and liabilities assumed (in thousands): Property, plant and equipment $ 36,590 Goodwill 50,619 Intangible assets 29,287 Current liabilities (10 ) Other noncurrent liabilities (410 ) Fair value of net assets acquired $ 116,076 As of March 31, 2019 , the allocation of the purchase price is considered preliminary as we are continuing to gather additional information to finalize the fair values of the property, plant and equipment and intangible assets. Goodwill represents the excess of the consideration paid for the acquired businesses over the fair value of the individual assets acquired, net of liabilities assumed. Goodwill represents a premium paid to expand the number of our disposal sites in an oilfield production basin currently serviced by us, thereby enhancing our competitive position as a provider of disposal services in this oilfield production basin. We expect that all of the goodwill will be deductible for federal income tax purposes. The operations of these water solutions facilities have been included in our consolidated statement of operations since their acquisition date. Our consolidated statement of operations for the year ended March 31, 2019 includes revenues of $12.6 million and operating income of $4.9 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 year ended March 31, 2019 . These amounts are recorded within general and administrative expenses in our consolidated statement of operations. During the year ended March 31, 2019 , we also acquired seven saltwater disposal wells for total consideration of $35.2 million , which we are accounting for as acquisitions of assets. The consideration paid for this transaction was allocated primarily to property, plant and equipment. Freshwater Water Solutions Facilities During the year ended March 31, 2019 , we acquired a ranch and four freshwater facilities (including 27 freshwater wells) and a right-of-way that can be used for pipelines for total consideration of approximately $77.2 million . As part of these acquisitions, we recorded water rights, customer relationship, favorable contract and non-compete agreement 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. A book/tax difference was created as part of one of these acquisitions and as a result, we have recorded a preliminary noncurrent deferred tax liability of $16.3 million (see Note 2 for a further discussion). We recorded contingent consideration liabilities within accrued expenses and other payables and other noncurrent liabilities in our consolidated balance sheet related to future royalty payments due to the seller. We estimated the contingent consideration for one liability based on the contracted royalty rate, which is a flat rate per barrel, multiplied by the expected volumes of freshwater sold. We estimated the contingent consideration for the other liability based on the contracted royalty rate, which is a flat rate per barrel, multiplied by the expected third party volumes to be transported on the pipeline for the expected useful life of the rights-of-way. These amounts were 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 $2.7 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 transaction close date preliminary estimates of the fair values for the assets acquired and liabilities assumed (in thousands): Property, plant and equipment $ 7,123 Goodwill 23,570 Intangible assets 64,015 Investments in unconsolidated entities 2,060 Current liabilities (276 ) Other noncurrent liabilities (19,288 ) Fair value of net assets acquired $ 77,204 As of March 31, 2019 , the allocation of the purchase price is considered preliminary as we are continuing to gather additional information to finalize the fair values of land, other property, plant and equipment, intangible assets, including customer relationships, and the investment in the unconsolidated entity. 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 consolidated statement of operations since their acquisition date. Our consolidated statement of operations for the year ended March 31, 2019 includes revenues of $2.0 million and an operating loss of $1.1 million that were generated by the operations of these water solutions facilities. We incurred $3.7 million of transaction costs related to these acquisitions during the year ended March 31, 2019 . These amounts are recorded within general and administrative expenses in our consolidated statement of operations. During the year ended March 31, 2019 , 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. The consideration paid for this transaction was allocated to land and intangible assets. Natural Gas Liquids Terminal Business In March 2019, we completed the acquisition of the natural gas liquids terminal business of DCP Midstream, LP . The acquisition consisted of five propane rail terminals, located in the Eastern United States, a 50% ownership interest in an additional rail terminal, located in the state of Maine, and an import/export terminal located in Chesapeake, Virginia for total consideration of approximately $103.4 million . The import/export terminal has the capability to load and unload ships ranging in size from handy-sized vessels up to very large gas carriers. These terminals complement our existing natural gas liquids portfolio and also create additional opportunities for new and existing customers to supply their business. As part of this acquisition, we recorded a customer relationship intangible asset whereby we estimated the value of this intangible asset 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. The agreement for this acquisition contemplates post-closing payments for certain working capital items. We are accounting for this transaction as a business combination. The following table summarizes the transaction close date preliminary estimates of the fair values for the assets acquired and liabilities assumed (in thousands): Inventories $ 15,370 Other current assets 667 Property, plant and equipment 42,413 Goodwill 20,472 Intangible assets 26,900 Investments in unconsolidated entities 204 Current liabilities (2,128 ) Other noncurrent liabilities (524 ) Fair value of net assets acquired $ 103,374 As of March 31, 2019 , the allocation of the purchase price is considered preliminary as we are continuing to gather additional information to finalize the fair values of the property, plant and equipment, intangible assets and the investment in the unconsolidated entity. 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 natural gas liquids terminals in an area currently serviced by us, thereby enhancing our competitive position as a provider of terminaling services in this area. We expect that all of the goodwill will be deductible for federal income tax purposes. The operations of these natural gas liquids terminals have been included in our consolidated statement of operations since their acquisition date. Our consolidated statement of operations for the year ended March 31, 2019 includes revenues of $22.7 million and operating income of $2.4 million that were generated by the operations of these natural gas liquids terminals. We incurred $0.5 million of transaction costs related to this acquisition during the year ended March 31, 2019 . These amounts are recorded within general and administrative expenses in our consolidated statement of operations. Refined Products Terminals In January 2019, we completed the acquisition of two refined products terminals located in Georgia for total consideration of approximately $16.3 million . As part of this acquisition, we recorded a customer relationship intangible asset whereby we estimated the value of this intangible asset 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. The agreement for this acquisition contemplates post-closing payments for certain working capital items. We are accounting for this transaction as a business combination. The following table summarizes the transaction close date preliminary estimates of the fair values for the assets acquired and liabilities assumed (in thousands): Inventories $ 327 Other current assets 85 Property, plant and equipment 9,986 Goodwill 1,328 Intangible assets 4,600 Current liabilities (4 ) Fair value of net assets acquired $ 16,322 As of March 31, 2019 , the allocation of the purchase price is considered preliminary as we are continuing to gather additional information to finalize the fair values of the property, plant and equipment and intangible assets. 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 refined products terminals in an area currently serviced by us, thereby enhancing our competitive position as a provider of terminaling services in this area. We expect that all of the goodwill will be deductible for federal income tax purposes. The operations of these refined products terminals have been included in our consolidated statement of operations since their acquisition date. Our consolidated statement of operations for the year ended March 31, 2019 includes revenues of $0.3 million and an operating loss of $0.1 million that were generated by the operations of these refined products terminals. We incurred $0.1 million of transaction costs related to this acquisition during the year ended March 31, 2019 . These amounts are recorded within general and administrative expenses in our consolidated statement of operations. The assets and liabilities of this acquisition and the operations have been classified as discontinued (see Note 1 and Note 17). 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 remaining Retail Propane segment on July 10, 2018 and the operations have been classified as discontinued (see Note 17 ). The following summarizes the status of the preliminary purchase price allocation of acquisitions prior to April 1, 2018: Retail Propane Businesses During the three months ended June 30, 2018, we completed the acquisition accounting for the remaining four retail propane businesses, which were part of the sale of virtually all of our Retail Propane segment (see Note 17 ). The assets and liabilities are included in current assets and current liabilities held for sale in our March 31, 2018 consolidated balance sheet (see Note 17 ). There were no material adjustments to the fair value of assets acquired and liabilities assumed during the three months ended June 30, 2018. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Our property, plant and equipment consists of the following at the dates indicated: Estimated March 31, Description Useful Lives 2019 2018 (in years) (in thousands) Natural gas liquids terminal and storage assets 2 - 30 $ 280,106 $ 238,487 Pipeline and related facilities 30 - 40 243,799 243,616 Vehicles and railcars 3 - 25 124,948 121,159 Water treatment facilities and equipment 3 - 30 704,666 601,139 Crude oil tanks and related equipment 2 - 30 225,476 218,588 Barges and towboats 5 - 30 103,735 92,712 Information technology equipment 3 - 7 31,831 29,521 Buildings and leasehold improvements 3 - 40 143,711 147,110 Land 62,379 51,816 Tank bottoms and line fill (1) 20,071 20,118 Other 3 - 20 14,870 11,646 Construction in progress 290,805 77,596 2,246,397 1,853,508 Accumulated depreciation (417,457 ) (341,222 ) Net property, plant and equipment $ 1,828,940 $ 1,512,286 (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 TPSL, as these amounts have been classified as noncurrent assets held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the table above do not include property, plant and equipment and accumulated depreciation related to our former Retail Propane segment, as these amounts have been classified as noncurrent assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). The following table summarizes depreciation expense and capitalized interest expense for the periods indicated: Year Ended March 31, 2019 2018 2017 (in thousands) Depreciation expense $ 101,515 $ 99,954 $ 89,848 Capitalized interest expense $ 482 $ 182 $ 6,887 Amounts in the table above do not include depreciation expense and capitalized interest related to TPSL and our former Retail Propane segment, as these amounts have been classified as discontinued operations within our consolidated statements of operations for all periods presented (see Note 1 and Note 17 ). We record (gains) losses from the sales of property, plant and equipment and any write-downs in value due to impairment within loss (gain) on disposal or impairment of assets, net in our consolidated statement of operations. The following table summarizes (gains) losses on the disposal or impairment of property, plant and equipment by segment for the periods indicated: Year Ended March 31, 2019 2018 2017 (in thousands) Crude Oil Logistics (1) $ 3,489 $ (3,144 ) $ 8,124 Water Solutions 3,067 8,117 7,169 Liquids 993 639 92 Corporate ā 8 (1 ) Total $ 7,549 $ 5,620 $ 15,384 (1) Amount for the year ended March 31, 2018 primarily relates to a gain related to the sale of excess pipe, partially offset by losses from the disposal of certain assets and the write-down of other assets. Amount for the year ended March 31, 2017 primarily relates to losses from the sale of certain assets, including excess pipe. |
Goodwill
Goodwill | 12 Months Ended |
Mar. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The following table summarizes changes in goodwill by segment for the periods indicated (in thousands): Crude Oil Water Liquids Refined Total (in thousands) Balances at March 31, 2017 $ 579,846 $ 424,270 $ 266,046 $ 17,050 $ 1,287,212 Revisions to acquisition accounting ā 195 ā ā 195 Impairment ā ā (116,877 ) ā (116,877 ) Balances at March 31, 2018 579,846 424,465 149,169 17,050 1,170,530 Acquisitions (Note 4) ā 74,189 20,472 ā 94,661 Disposals (Note 16) ā (88,515 ) ā ā (88,515 ) Impairment ā ā (66,220 ) ā (66,220 ) Balances at March 31, 2019 $ 579,846 $ 410,139 $ 103,421 $ 17,050 $ 1,110,456 Amounts in the table above do not include goodwill that was allocated to TPSL and Gas Blending, as the amounts have been classified as noncurrent assets held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). Fiscal Year 2019 Goodwill Impairment Assessment Due to the continued decrease in demand for natural gas liquid storage and the resulting decline in revenues and earnings as compared to actual and projected results, we tested the goodwill within our natural gas liquids salt cavern storage reporting unit (āSawtooth reporting unitā), which is part of our Liquids segment, for impairment at January 1, 2019. We estimated the fair value of our Sawtooth reporting unit based on the income approach, also known as the discounted cash flow method, which utilizes the present value of future expected cash flows to estimate the fair value. The future cash flows of our Sawtooth reporting unit were projected based upon estimates as of the test date of future revenues, operating expenses and cash outflows necessary to support these cash flows, including working capital and maintenance capital expenditures. We also considered expectations regarding: (i) expected storage volumes, which are assumed to increase in the coming years due to increased production of natural gas liquids, (ii) expected propane and butane prices, (iii) expected rental fees and (iv) the addition of storing refined products (which we acquired as part of the sale of a portion of the reporting unit (see Note 16 ). We assumed that commodity prices would be flat through the duration of the model and an average increase of approximately 7% increase in rental fees per year starting in April 2020, and held such prices and fees flat for periods in our model beyond our 2024 fiscal year. For expenses, we assumed an increase consistent with the increase in storage volumes, and maintenance capital was held flat throughout the model. The discount rate used in our discounted cash flow method was a risk adjusted weighted average cost of capital calculated as of January 1, 2019 of approximately 13.1% . The discounted cash flow results indicated that the estimated fair value of our Sawtooth reporting unit was less than its carrying value by approximately 35.2% at January 1, 2019. During the three months ended March 31, 2019, we recorded a goodwill impairment charge of $66.2 million , which was a write-off of the remaining goodwill within the Sawtooth reporting unit. The goodwill impairment charge was recorded within loss (gain) on disposal or impairment of assets, net , in our consolidated statement of operations. We performed a qualitative assessment as of January 1, 2019 to determine whether it was more likely than not that the fair value of each reporting unit was greater than the carrying value of the reporting unit. Based on these qualitative assessments, we determined that the fair value of each of these reporting units was more likely than not greater than the carrying value of the reporting units, other than the Sawtooth reporting unit as previously described. Fiscal Year 2018 Goodwill Impairment Assessment Due to the decreased demand for natural gas liquid storage and resulting decline in revenues and earnings as compared to actual and projected results of prior and future periods, we tested the goodwill within our Sawtooth reporting unit, which is part of our Liquids segment, for impairment at September 30, 2017. We estimated the fair value of our Sawtooth reporting unit based on the income approach, also known as the discounted cash flow method, which utilizes the present value of future expected cash flows to estimate the fair value. The future cash flows of our Sawtooth reporting unit were projected based upon estimates as of the test date of future revenues, operating expenses and cash outflows necessary to support these cash flows, including working capital and maintenance capital expenditures. We also considered expectations regarding: (i) expected storage volumes, which are assumed to increase in the coming years due to increased production of natural gas liquids, (ii) expected propane and butane prices and (iii) expected rental fees. We assumed a 2% per year increase in commodity prices and a 4% increase in rental fees per year starting in April 2018, and held such prices and fees flat for periods in our model beyond our 2023 fiscal year. For expenses, we assumed an increase consistent with the increase in storage volumes, and maintenance capital was held flat throughout the model. The discount rate used in our discounted cash flow method was a risk adjusted weighted average cost of capital calculated as of September 30, 2017 of 12% . The discounted cash flow results indicated that the estimated fair value of our Sawtooth reporting unit was less than its carrying value by approximately 32% at September 30, 2017. During the three months ended September 30, 2017, we recorded a goodwill impairment charge of $116.9 million , which was recorded within loss (gain) on disposal or impairment of assets, net , in our consolidated statement of operations. At September 30, 2017, our Sawtooth reporting unit had a goodwill balance of $66.2 million . In Note 16 , we discuss a transaction in which we formed a joint venture which included our Sawtooth salt dome storage facility. As a result of this transaction, we tested the goodwill of our Sawtooth reporting unit, immediately prior to the closing of this transaction, for impairment. As of March 30, 2018, our Sawtooth reporting unit had a goodwill balance of $66.2 million . Similar to the analysis we performed as of September 30, 2017, as discussed above, we estimated the fair value of our Sawtooth reporting unit based on the income approach, also known as the discounted cash flow method, which utilizes the present value of future expected cash flows to estimate the fair value. The future cash flows of our Sawtooth reporting unit were projected based upon estimates as of the test date of future revenues, operating expenses and cash outflows necessary to support these cash flows, including working capital and maintenance capital expenditures. We also considered expectations regarding: (i) expected storage volumes, which are assumed to increase in the coming years due to increased production of natural gas liquids, (ii) expected propane and butane prices and (iii) expected rental fees. We assumed a 2% per year increase in commodity prices and a 4% increase in rental fees per year starting in April 2018, and held such prices and fees flat for periods in our model beyond our 2023 fiscal year. For expenses, we assumed an increase consistent with the increase in storage volumes, and maintenance capital was held flat throughout the model. The discount rate used in our discounted cash flow method was a risk adjusted weighted average cost of capital calculated as of March 30, 2018 of 12.4% . The discounted cash flow results indicated that the estimated fair value of our Sawtooth reporting unit was greater than its carrying value by approximately 2% at March 30, 2018. Our estimated fair value is predicated upon managementās assumption of the growth in the production of natural gas liquids and the decline in the use of railcars to store natural gas liquids. We used these assumptions to estimate the demand for storage at our facility and the revenue generated by customers reserving capacity at our facility. Due to the current volatility in commodity prices and the excess railcars currently in the market, we believe it is reasonably possible that the need for underground storage we estimate in our model does not materialize, such that our estimate of fair value could change and result in further impairment of the goodwill in our Sawtooth reporting unit. We performed a qualitative assessment as of January 1, 2018 to determine whether it was more likely than not that the fair value of each reporting unit was greater than the carrying value of the reporting unit. Based on these qualitative assessments, we determined that the fair value of each of these reporting units was more likely than not greater than the carrying value of the reporting units, other than the Sawtooth reporting unit as previously described. Fiscal Year 2017 Goodwill Impairment Assessment We performed a qualitative assessment as of January 1, 2017 to determine whether it was more likely than not that the fair value of each reporting unit was greater than the carrying value of the reporting unit. Based on these qualitative assessments, we determined that the fair value of each of these reporting units was more likely than not greater than the carrying value of the reporting units. Fiscal Year 2016 Goodwill Impairment Assessment As discussed previously, during the three months ended June 30, 2016, we finalized our goodwill impairment analysis of our Water Solutions reporting unit, with the assistance of a third party valuation firm. As a result of finalizing our analysis, we determined that we needed to reverse $124.7 million of the previously recorded goodwill impairment estimate of $380.2 million recorded during the year ended March 31, 2016. The adjustment was due primarily to the change in the fair value of our customer relationship intangible assets. With the assistance of the third party valuation firm, inputs such as revenue growth rates and attrition rates related to existing customers were refined to better correlate with our historical revenue growth and attrition rates of our existing customers in our Water Solutions reporting unit. This change resulted in a lower fair value allocated to customer relationships and higher value to goodwill than in our preliminary calculation. We recorded the adjustment within loss (gain) on disposal or impairment of assets, net in our consolidated statement of operations. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Mar. 31, 2019 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible Assets | Intangible Assets Our intangible assets consist of the following at the dates indicated: March 31, 2019 March 31, 2018 Description Amortizable Lives Gross Carrying Amount Accumulated Amortization Net Gross Carrying Accumulated Net (in years) (in thousands) Amortizable: Customer relationships 3 - 30 $ 742,832 $ (369,983 ) $ 372,849 $ 718,764 $ (328,666 ) $ 390,098 Customer commitments 10 310,000 (74,917 ) 235,083 310,000 (43,917 ) 266,083 Pipeline capacity rights 30 7,799 (1,387 ) 6,412 7,799 (1,127 ) 6,672 Rights-of-way and easements 1 - 40 73,409 (4,509 ) 68,900 63,995 (3,214 ) 60,781 Water rights 14 64,868 (3,018 ) 61,850 ā ā ā Executory contracts and other agreements 3 - 30 47,230 (17,212 ) 30,018 42,919 (15,424 ) 27,495 Non-compete agreements 2 - 32 12,723 (2,570 ) 10,153 5,465 (706 ) 4,759 Debt issuance costs (1) 5 42,345 (29,521 ) 12,824 40,992 (24,593 ) 16,399 Total amortizable 1,301,206 (503,117 ) 798,089 1,189,934 (417,647 ) 772,287 Non-amortizable: Trade names 2,800 ā 2,800 2,800 ā 2,800 Total $ 1,304,006 $ (503,117 ) $ 800,889 $ 1,192,734 $ (417,647 ) $ 775,087 (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 TPSL, as these amounts have been classified as noncurrent assets held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the table above do not include intangible assets and accumulated amortization related to our former Retail Propane segment, as these amounts have been classified as noncurrent assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). The weighted-average remaining amortization period for intangible assets is approximately 11.4 years . Write off of Intangible Assets During the year ended March 31, 2018 , we wrote off $1.8 million related to the non-compete agreement which was terminated as part of our acquisition of the remaining interest in NGL Solids Solutions, LLC. In connection with the amendment and restatement of the Credit Agreement (as defined herein) in February 2017, we wrote off $4.5 million of deferred debt issuance costs. During the year ended March 31, 2017 , we wrote-off $5.2 million related to the value of an indefinite-lived trade name intangible asset in conjunction with finalizing our goodwill impairment analysis. In addition, as a result of terminating the development agreement in the Water Solutions segment in June 2016 (see Note 16 ), we incurred a loss of $5.8 million to write off the water facility development agreement. The losses for the years ended March 31, 2018 and 2017 are reported within loss (gain) on disposal or impairment of assets, net in our consolidated statement of operations. Amortization expense is as follows for the periods indicated: Year Ended March 31, Recorded In 2019 2018 2017 (in thousands) Depreciation and amortization $ 110,458 $ 108,444 $ 89,765 Cost of sales 486 966 1,994 Interest expense 4,928 4,568 4,471 Total $ 115,872 $ 113,978 $ 96,230 Amounts in the table above do not include amortization expense related to TPSL and our former Retail Propane segment, as these amounts have been classified as discontinued operations within our consolidated statements of operations for all periods presented (see Note 1 and Note 17 ). Expected amortization of our intangible assets is as follows (in thousands): Year Ending March 31, 2020 $ 116,626 2021 104,512 2022 91,674 2023 83,654 2024 77,514 Thereafter 324,109 Total $ 798,089 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Our long-term debt consists of the following at the dates indicated: March 31, 2019 March 31, 2018 Face Unamortized Book Face Unamortized Book (in thousands) Revolving credit facility: Expansion capital borrowings $ 275,000 $ ā $ 275,000 $ ā $ ā $ ā Working capital borrowings 896,000 ā 896,000 969,500 ā 969,500 Senior unsecured notes: 5.125% Notes due 2019 ("2019 Notes") ā ā ā 353,424 (1,653 ) 351,771 6.875% Notes due 2021 ("2021 Notes") ā ā ā 367,048 (4,499 ) 362,549 7.500% Notes due 2023 ("2023 Notes") 607,323 (6,916 ) 600,407 615,947 (8,542 ) 607,405 6.125% Notes due 2025 ("2025 Notes") 389,135 (5,092 ) 384,043 389,135 (5,951 ) 383,184 Other long-term debt 5,331 ā 5,331 5,977 ā 5,977 2,172,789 (12,008 ) 2,160,781 2,701,031 (20,645 ) 2,680,386 Less: Current maturities 648 ā 648 646 ā 646 Long-term debt $ 2,172,141 $ (12,008 ) $ 2,160,133 $ 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. Amounts in the table above do not include long-term debt related to our former Retail Propane segment, as these amounts have been classified as liabilities held for sale within our March 31, 2018 consolidated balance sheet (see Note 17 ). Amortization expense for debt issuance costs related to long-term debt in the table above was $4.3 million , $6.1 million and $3.3 million during the years ended March 31, 2019 , 2018 and 2017 . Expected amortization of debt issuance costs is as follows (in thousands): Year Ending March 31, 2020 $ 2,371 2021 2,367 2022 2,367 2023 2,367 2024 1,744 Thereafter 792 Total $ 12,008 Credit Agreement We are party to a $1.765 billion credit agreement (the āCredit Agreementā) with a syndicate of banks. As of March 31, 2019 , the Credit Agreement includes a revolving credit facility to fund working capital needs, which had a capacity of $1.250 billion for cash borrowings and letters of credit (the āWorking Capital Facilityā), and a revolving credit facility to fund acquisitions and expansion projects, which had a capacity of $515.0 million (the āExpansion Capital Facility,ā and together with the Working Capital Facility, the āRevolving Credit Facilityā). The Revolving Credit Facility allows us to reallocate amounts between the Expansion Capital Facility and Working Capital Facility. We had letters of credit of $143.4 million o n the Working Capital Facility at March 31, 2019 . The capacity under the Working Capital Facility may be limited by a āborrowing baseā (as defined in the Credit Agreement) which is calculated based on the value of certain working capital items at any point in time. The commitments under the Credit Agreement expire on October 5, 2021. We have the right to prepay outstanding borrowings under the Credit Agreement without incurring any penalties, and prepayments of principal may be required if we enter into certain transactions to sell assets or obtain new borrowings. The Credit Agreement is secured by substantially all of our assets. At March 31, 2019 , the borrowings under the Credit Agreement had a weighted average interest rate of 4.39% , calculated as the weighted average LIBOR rate of 2.49% plus a margin of 1.75% for LIBOR borrowings and the prime rate of 5.50% plus a margin of 0.75% on alternate base rate borrowings. At March 31, 2019 , the interest rate in effect on letters of credit was 1.75% . Commitment fees are charged at a rate ranging from 0.375% to 0.50% on any unused capacity. On July 5, 2018, we amended the 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. On February 6, 2019 , we amended the Credit Agreement, to, among other things, reset the basket for the repurchase of common units with a limit of $150 million in aggregate during the remaining term of the Credit Agreement, not to exceed $50 million per fiscal quarter, so long as, both immediately before and after giving pro forma effect to the repurchases, the Partnershipās Leverage Ratio (as defined in the Credit Agreement) is less than 3.25x and Revolving Availability (also as defined in the Credit Agreement) is greater than or equal to $200 million. In addition, the amendment decreases the Maximum Total Leverage Indebtedness Ratio beginning September 30, 2019 with a further decrease beginning March 31, 2020 (as presented in the table below), and amends the defined term āConsolidated EBITDAā to exclude the āGavilon Energy EPA Settlementā (as defined in the Credit Agreement) solely for the two quarters ending December 31, 2018 and March 31, 2019. The following table summarizes the debt covenant levels specified in the Credit Agreement as of March 31, 2019 (as modified on February 6, 2019): Senior Secured Interest Total Leverage Period Beginning Leverage Ratio (1) Leverage Ratio (1) Coverage Ratio (2) Indebtedness Ratio (1) March 31, 2019 4.50 3.25 2.75 6.50 September 30, 2019 4.50 3.25 2.75 6.25 March 31, 2020 and thereafter 4.50 3.25 2.75 6.00 (1) Represents the maximum ratio for the period presented. (2) Represents the minimum ratio for the period presented. At March 31, 2019 , our leverage ratio was approximately 2.63 to 1 , our senior secured leverage ratio was approximately 0.58 to 1 , our interest coverage ratio was approximately 3.70 to 1 and our total leverage indebtedness ratio was approximately 4.48 to 1 . The Credit Agreement contains various customary representations, warranties, and additional covenants, including, without limitation, limitations on fundamental changes and limitations on indebtedness and liens. Our obligations under the Credit Agreement may be accelerated following certain events of default (subject to applicable cure periods), including, without limitation, (i) the failure to pay principal or interest when due, (ii) a breach by the Partnership or its subsidiaries of any material representation or warranty or any covenant made in the Credit Agreement, or (iii) certain events of bankruptcy or insolvency. We were in compliance with the covenants under the Credit Agreement at March 31, 2019 . Senior Secured Notes On June 19, 2012, we entered into the Note Purchase Agreement (as amended, the āSenior Secured Notes Purchase Agreementā) whereby we issued $250.0 million of senior secured notes in a private placement (the āSenior Secured Notesā). The Senior Secured Notes paid interest at a fixed rate of 6.65% which was payable quarterly. The Senior Secured Notes were required to be repaid in semi-annual installments of $25.0 million beginning on December 19, 2017 and ending on the maturity date of June 19, 2022. We had the option to prepay outstanding principal, although we would incur a prepayment penalty. On December 29, 2017, we repurchased all of the remaining outstanding Senior Secured Notes. See below for the details related to the repurchase. Repurchases The following table summarizes repurchases of Senior Secured Notes for the period indicated: Year Ended March 31, 2018 (in thousands) Senior Secured Notes Notes repurchased $ 230,500 Cash paid (excluding payments of accrued interest) $ 250,179 Loss on early extinguishment of debt (1) $ (23,971 ) (1) Loss on the early extinguishment of debt for the Senior Secured Notes during the year ended March 31, 2018 is inclusive of the write off of debt issuance costs of $4.3 million . The loss is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. Prior to the December 29, 2017 repurchase of all the remaining outstanding Senior Secured Notes, we made a semi-annual principal installment payment of $19.5 million on December 19, 2017. Senior Unsecured Notes The senior unsecured notes include, as defined below, the 2019 Notes, 2021 Notes, 2023 Notes, 2025 Notes and 2026 Notes (collectively, the āSenior Unsecured Notesā). The Partnership and NGL Energy Finance Corp. are co-issuers of the Senior Unsecured Notes, and the obligations under the Senior Unsecured Notes are fully and unconditionally guaranteed by certain of our existing and future restricted subsidiaries that incur or guarantee indebtedness under certain of our other indebtedness, including the Revolving Credit Facility. The indentures governing the Senior Unsecured Notes contain various customary covenants, including, (i) pay distributions on, purchase or redeem our common equity or purchase or redeem our subordinated debt, (ii) incur or guarantee additional indebtedness or issue preferred units, (iii) create or incur certain liens, (iv) enter into agreements that restrict distributions or other payments from our restricted subsidiaries to us, (v) consolidate, merge or transfer all or substantially all of our assets, and (vi) engage in transactions with affiliates. Our obligations under the Senior Unsecured Notes may be accelerated following certain events of default (subject to applicable cure periods), including, without limitation, (i) the failure to pay principal or interest when due, (ii) experiencing an event of default on certain other debt agreements, or (iii) certain events of bankruptcy or insolvency. Issuances On July 9, 2014, we issued $400.0 million of 5.125% Senior Unsecured Notes Due 2019 (the ā2019 Notesā). Interest is payable on January 15 and July 15 of each year. The 2019 Notes were redeemed on March 15, 2019. See further discussion below. On October 16, 2013, we issued $450.0 million of 6.875% Senior Unsecured Notes Due 2021 (the ā2021 Notesā). Interest is payable on April 15 and October 15 of each year. The 2021 Notes were redeemed on October 16, 2018. See further discussion below. On October 24, 2016, we issued $700.0 million of 7.50% Senior Unsecured Notes Due 2023 (the ā2023 Notesā). Interest is payable on May 1 and November 1 of each year. The registration of the 2023 Notes became effective on July 11, 2017. The 2023 Notes mature on November 1, 2023. On February 22, 2017, we issued $500.0 million of 6.125% Senior Unsecured Notes Due 2025 (the ā2025 Notesā). Interest is payable on March 1 and September 1 of each year. The registration of the 2025 Notes became effective on July 11, 2017. The 2025 Notes mature on March 1, 2025. On April 9, 2019, we issued $450.0 million of 7.50% Senior Unsecured Notes Due 2026 (the ā2026 Notesā) in a private placement. The 2026 Notes bear interest, which is payable on April 15 and October 15 of each year, beginning on October 15, 2019. We received net proceeds of $441.8 million , after the initial purchasersā discount of $6.8 million and offering costs of $1.5 million . The 2026 Notes mature on April 15, 2026 . The Partnership and NGL Energy Finance Corp. are co-issuers of the 2026 Notes, and the obligations under the 2026 Notes are fully and unconditionally guaranteed by certain of our existing and future restricted subsidiaries that incur or guarantee indebtedness under certain of our other indebtedness, including the Revolving Credit Facility. The indenture governing the 2026 Notes contains various customary covenants, including, (i) pay distributions on, purchase or redeem our common equity or purchase or redeem our subordinated debt, (ii) incur or guarantee additional indebtedness or issue preferred units, (iii) create or incur certain liens, (iv) enter into agreements that restrict distributions or other payments from our restricted subsidiaries to us, (v) consolidate, merge or transfer all or substantially all of our assets, and (vi) engage in transactions with affiliates. Our obligations under the indenture may be accelerated following certain events of default (subject to applicable cure periods), including, without limitation, (i) the failure to pay principal or interest when due, (ii) experiencing an event of default on certain other debt agreements, or (iii) certain events of bankruptcy or insolvency. We have the option to redeem all or a portion of the 2026 Notes at any time on or after April 15, 2022 at fixed redemption prices beginning at 103.750% on such date and declining annually and ratably to par for redemptions occurring on or after April 15, 2024 plus accrued and unpaid interest. At any time prior to April 15, 2022, we may redeem all or a portion of the 2026 Notes, at a redemption price equal to the āmake whole priceā specified in the indenture, plus accrued and unpaid interest. In connection with the closing of the offering of the 2026 Notes, the Partnership entered into a registration rights agreement (the āRegistration Rights Agreementā). Under the Registration Rights Agreement, the Partnership agreed to file a registration statement with the Securities and Exchange Commission (āSECā) so that holders can exchange the 2026 Notes for registered notes that have substantially identical terms as the 2026 Notes and evidence the same indebtedness as the 2026 Notes. In addition, the subsidiary guarantors agreed to exchange the guarantee related to the 2026 Notes for a registered guarantee having substantially the same terms as the original guarantees. The Partnership is obligated to use commercially reasonable efforts to file an exchange offer registration statement with respect to the exchange notes and exchange guarantees and cause such exchange offer registration statement to become effective on or prior to 365 days after the closing of this offering. If the Partnership fails to satisfy this obligation, it will be required to pay to the holders of the 2026 Notes liquidated damages in an amount equal 0.25% per annum on the principal amount of the 2026 Notes held by such holder during the 90-day period immediately following the occurrence of such registration default, and such amount shall increase by 0.25% per annum at the end of such 90-day period. Redemptions The following table summarizes redemptions of Senior Unsecured Notes for the period indicated: Year Ended March 31, 2019 (in thousands) 2019 Notes (1) Notes redeemed $ 328,005 Cash paid (excluding payments of accrued interest) $ 329,719 Loss on early extinguishment of debt $ (2,113 ) 2021 Notes (2) Notes redeemed $ 367,048 Cash paid (excluding payments of accrued interest) $ 373,358 Loss on early extinguishment of debt $ (10,130 ) (1) On March 15, 2019, we redeemed all of the remaining outstanding 2019 Notes. Loss on the early extinguishment of debt for the 2019 Notes during the year ended March 31, 2019 is inclusive of the write off of debt issuance costs of $0.4 million . The loss is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. (2) On October 16, 2018, we redeemed all of the remaining outstanding 2021 Notes. Loss on the early extinguishment of debt for the 2021 Notes during the year ended March 31, 2019 is inclusive of the write off of debt issuance costs of $3.8 million . The loss is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. Repurchases The following table summarizes repurchases of Senior Unsecured Notes for the periods indicated: Year Ended March 31, 2019 2018 2017 (in thousands) 2019 Notes Notes repurchased $ 25,419 $ 26,034 $ 9,009 Cash paid (excluding payments of accrued interest) $ 25,406 $ 26,002 $ 7,099 (Loss) gain on early extinguishment of debt (1) $ (34 ) $ (140 ) $ 1,759 2021 Notes Notes repurchased $ ā $ ā $ 21,241 Cash paid (excluding payments of accrued interest) $ ā $ ā $ 14,094 Gain on early extinguishment of debt (2) $ ā $ ā $ 6,748 2023 Notes Notes repurchased $ 8,624 $ 84,053 $ ā Cash paid (excluding payments of accrued interest) $ 8,575 $ 83,967 $ ā Loss on early extinguishment of debt (3) $ (63 ) $ (1,136 ) $ ā 2025 Notes Notes repurchased $ ā $ 110,865 $ ā Cash paid (excluding payments of accrued interest) $ ā $ 107,050 $ ā Gain on early extinguishment of debt (4) $ ā $ 2,046 $ ā (1) (Loss) gain on early extinguishment of debt for the 2019 Notes during the years ended March 31, 2019, 2018 and 2017 is inclusive of the write off of debt issuance costs of less than $0.1 million $0.2 million and $0.2 million , respectively. The (loss) gain is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. (2) Gain on early extinguishment of debt for the 2021 Notes during the year ended March 31, 2017 is inclusive of the write off of debt issuance costs of $0.4 million . The gain is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. (3) Loss on early extinguishment of debt for the 2023 Notes during the years ended March 31, 2019 and 2018 is inclusive of the write off of debt issuance costs of $0.1 million and $1.2 million , respectively. The loss is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. (4) Gain on early extinguishment of debt for the 2025 Notes during the year ended March 31, 2018 is inclusive of the write off of debt issuance costs of $1.8 million . The gain is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. Compliance At March 31, 2019 , we were in compliance with the covenants under all of the Senior Unsecured Notes indentures. 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 $5.3 million at March 31, 2019. Equipment loans totaling $41.7 million were paid off on March 30, 2017, resulting in a loss on the early extinguishment of debt of $1.6 million , which was net of $0.1 million of debt issuance costs and $1.5 million of prepayment penalties. The loss is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. Debt Maturity Schedule The scheduled maturities of our long-term debt are as follows at March 31, 2019 : Year Ending March 31, Revolving Senior Unsecured Notes Other Long-Term Debt Total (in thousands) 2020 $ ā $ ā $ 648 $ 648 2021 ā ā 4,683 4,683 2022 1,171,000 ā ā 1,171,000 2023 ā ā ā ā 2024 ā 607,323 ā 607,323 Thereafter ā 389,135 ā 389,135 Total $ 1,171,000 $ 996,458 $ 5,331 $ 2,172,789 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Contingencies In August 2015, LCT Capital, LLC (āLCTā) filed a lawsuit against NGL Energy Holdings LLC (the āGPā) 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 March 31, 2019 , we have accrued $2.5 million related to this matter. We are party to various claims, legal actions, and complaints arising in the ordinary course of business. In the opinion of our management, the ultimate resolution of these claims, legal actions, and complaints, after consideration of amounts accrued, insurance coverage, and other arrangements, is not expected to have a material adverse effect on our consolidated financial position, results of operations or cash flows. However, the outcome of such matters is inherently uncertain, and estimates of our liabilities may change materially as circumstances develop. Environmental Matters At March 31, 2019 , we have an environmental liability, measured on an undiscounted basis, of $2.5 million , which is recorded within accrued expenses and other payables in our consolidated balance sheet. Our operations are subject to extensive federal, state, and local environmental laws and regulations. Although we believe our operations are in substantial compliance with applicable environmental laws and regulations, risks of additional costs and liabilities are inherent in our business, and there can be no assurance that we will not incur significant costs. Moreover, it is possible that other developments, such as increasingly stringent environmental laws, regulations and enforcement policies thereunder, and claims for damages to property or persons resulting from the operations, could result in substantial costs. Accordingly, we have adopted policies, practices, and procedures in the areas of pollution control, product safety, occupational health, and the handling, storage, use, and disposal of hazardous materials designed to prevent material environmental or other damage, and to limit the financial liability that could result from such events. However, some risk of environmental or other damage is inherent in our business. In 2015, as previously disclosed, the U.S. Environmental Protection Agency (āEPAā) informed NGL Crude Logistics, LLC, formerly known as Gavilon, LLC (āGavilon Energyā), of alleged violations that occurred in 2011 by Gavilon Energy of the Clean Air Actās 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 (āWestern Dubuqueā). 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 (āRINsā) 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 Dubuqueās 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 Dubuqueās 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 plaintiffās 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 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. During the year ended March 31, 2019 , we paid the EPA $12.5 million and retired all 36 million RINs. As of March 31, 2019 , we have an accrual, which is included within accrued expenses and other payables in our consolidated balance sheet, of $12.5 million . Asset Retirement Obligations We have contractual and regulatory obligations at certain facilities for which we have to perform remediation, dismantlement, or removal activities when the assets are retired. Our liability for asset retirement obligations is discounted to present value. To calculate the liability, we make estimates and assumptions about the retirement cost and the timing of retirement. Changes in our assumptions and estimates may occur as a result of the passage of time and the occurrence of future events. The following table summarizes changes in our asset retirement obligation, which is reported within other noncurrent liabilities in our consolidated balance sheets (in thousands): Balance at March 31, 2017 $ 8,181 Liabilities incurred 592 Liabilities assumed in acquisitions 21 Liabilities settled (549 ) Accretion expense 888 Balance at March 31, 2018 9,133 Liabilities incurred 586 Liabilities assumed in acquisitions 438 Liabilities associated with disposed assets (1) (585 ) Liabilities settled (546 ) Accretion expense 697 Balance at March 31, 2019 $ 9,723 (1) This amount primarily relates to the sales of our Bakken and South Pecos water disposal businesses (see Note 16 ). In addition to the obligations described above, we may be obligated to remove facilities or perform other remediation upon retirement of certain other assets. However, the fair value of the asset retirement obligation cannot currently be reasonably estimated because the settlement dates are indeterminable. We will record an asset retirement obligation for these assets in the periods in which settlement dates are reasonably determinable. Operating Leases We have executed various noncancelable operating lease agreements for product storage, office space, vehicles, real estate, railcars, and equipment. The following table summarizes future minimum lease payments under these agreements at March 31, 2019 (in thousands): Year Ending March 31, 2020 $ 78,348 2021 60,417 2022 43,259 2023 29,252 2024 18,341 Thereafter 41,845 Total $ 271,462 Amounts in the table above do not include future minimum lease payments related to Mid-Con, Gas Blending and TPSL as Mid-Con, Gas Blending and TPSL have been classified as discontinued operations in our consolidated statements of operations (see Note 1 and Note 17 ). Rental expense relating to operating leases was $91.6 million , $111.3 million , and $114.6 million during the years ended March 31, 2019 , 2018 and 2017 , respectively. Amounts above do not include rental expense related to Mid-Con, Gas Blending, TPSL and our former Retail Propane segment, as these amounts have been classified as discontinued operations within our consolidated statements of operations for all periods presented (see Note 1 and Note 17 ). 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 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 future minimum throughput payments under these agreements at March 31, 2019 are $43.2 million . The payments for these agreements will be completed at the end of fiscal year 2020. Of the total future minimum throughput payments, 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 $30.0 million of the fiscal year 2020 amount under a definitive agreement we signed during the three months ended June 30, 2018 (see Note 13 ). Construction Commitments At March 31, 2019 , we had construction commitments of $29.7 million . Sales and Purchase Contracts We have entered into product sales and purchase contracts for which we expect the parties to physically settle and deliver the inventory in future periods. At March 31, 2019 , we had the following commodity purchase commitments (in thousands): Crude Oil (1) Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Purchase Commitments: 2020 $ 60,227 1,040 $ 5,033 7,545 2021 ā ā 265 378 Total $ 60,227 1,040 $ 5,298 7,923 Index-Price Commodity Purchase Commitments: 2020 $ 1,703,112 30,363 $ 564,013 1,023,998 2021 526,420 10,227 1,199 2,152 2022 411,071 8,264 ā ā 2023 269,990 5,482 ā ā 2024 200,022 4,110 ā ā Total $ 3,110,615 58,446 $ 565,212 1,026,150 (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, whereby our counterparty is required to pay us for any volumes not delivered, we have not entered into corresponding long-term sales contracts for volumes we may not receive. At March 31, 2019 , we had the following commodity sale commitments (in thousands): Crude Oil Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Sale Commitments: 2020 $ 63,759 1,090 $ 45,626 52,766 2021 ā ā 1,395 1,580 2022 ā ā 86 100 Total $ 63,759 1,090 $ 47,107 54,446 Index-Price Commodity Sale Commitments: 2020 $ 1,240,074 20,500 $ 594,877 778,454 2021 ā ā 1,634 2,183 Total $ 1,240,074 20,500 $ 596,511 780,637 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 physical 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 consolidated balance sheet and are not included in the tables above. These contracts are included in the derivative disclosures in Note 11 , and represent $8.6 million of our prepaid expenses and other current assets and $4.9 million of our accrued expenses and other payables at March 31, 2019 . |
Equity
Equity | 12 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Equity | Equity Partnership Equity The Partnershipās equity consists of a 0.1% general partner interest and a 99.9% limited partner interest, which consists of common units. Our general partner has the right, but not the obligation, to contribute a proportionate amount of capital to us to maintain its 0.1% general partner interest. Our general partner is not required to guarantee or pay any of our debts or obligations. General Partner Contributions In connection with the issuance of common units for the vesting of restricted units and warrants that were exercised for common units during the year ended March 31, 2019 , we issued 3,039 notional units to our general partner for less than $0.1 million in order to maintain its 0.1% interest in us. In connection with the issuance of common units for the vesting of restricted units and warrants that were exercised for common units during the year ended March 31, 2018, we issued 1,294 notional units to our general partner for less than $0.1 million in order to maintain its 0.1% interest in us. In connection with the issuance of common units for the vesting of restricted units, ATM Program (as defined herein) and the equity issuance in February 2017, as discussed within this note, as well as common units issued for a retail propane acquisition during the year ended March 31, 2017, we issued 16,026 notional units to our general partner for $0.3 million in order to maintain its 0.1% interest in us. Equity Issuances On August 24, 2016, we entered into an equity distribution agreement in connection with an at-the-market program (the āATM Programā) pursuant to which we may issue and sell up to $200.0 million of common units. This ATM Program is registered with the SEC on an effective registration statement on Form S-3. During the year ended March 31, 2017, we sold 3,321,135 common units for net proceeds of $64.4 million (net of offering costs of $0.9 million ). We did not sell any common units under the ATM Program during the years ended March 31, 2019 and 2018. As of March 31, 2019 , approximately $134.7 million remained available for sale under the ATM Program. On February 22, 2017, we completed a public offering of 10,120,000 common units. We received net proceeds of $222.5 million (net of offering costs of $11.8 million ). Common Unit Repurchase Program On August 29, 2017, the board of directors of our general partner authorized a common unit repurchase program, under which we may repurchase up to $15.0 million of our outstanding common units through December 31, 2017 from time to time in the open market or in other privately negotiated transactions . Under this program, we repurchased 1,516,848 common units for an aggregate price of $15.0 million , including commissions. This program ended on December 31, 2017. Our Distributions The following table summarizes distributions declared on our common units during the last three fiscal years: Date Declared Record Date Payment Date Amount Per Unit Amount Paid to Limited Partners Amount Paid to General Partner (in thousands) (in thousands) April 21, 2016 May 3, 2016 May 13, 2016 $ 0.3900 $ 40,626 $ 70 July 21, 2016 August 4, 2016 August 12, 2016 $ 0.3900 $ 41,146 $ 71 October 20, 2016 November 4, 2016 November 14, 2016 $ 0.3900 $ 41,907 $ 72 January 19, 2017 February 3, 2017 February 14, 2017 $ 0.3900 $ 42,923 $ 74 April 24, 2017 May 8, 2017 May 15, 2017 $ 0.3900 $ 46,870 $ 80 July 20, 2017 August 4, 2017 August 14, 2017 $ 0.3900 $ 47,460 $ 81 October 19, 2017 November 6, 2017 November 14, 2017 $ 0.3900 $ 47,000 $ 81 January 23, 2018 February 6, 2018 February 14, 2018 $ 0.3900 $ 47,223 $ 81 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 January 22, 2019 February 6, 2019 February 14, 2019 $ 0.3900 $ 48,373 $ 83 April 24, 2019 May 7, 2019 May 15, 2019 $ 0.3900 $ 49,127 $ 85 Class A Convertible Preferred Units On April 21, 2016, we entered into a private placement agreement to issue $200 million of 10.75% Class A Convertible Preferred Units (āClass A Preferred Unitsā) to Oaktree Capital Management L.P. and its co-investors (āOaktreeā). On June 23, 2016, the private placement agreement was amended to increase the aggregate principal amount from $200 million to $240 million . 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 Preferred Units and 4,375,112 warrants. 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. To the extent declared, such distributions will be paid for each such quarter within 45 days after each quarter end. The following table summarizes distributions declared on our Class A Preferred Units during the last three fiscal years: Date Declared Payment Date Amount Paid to Class A (in thousands) July 21, 2016 August 12, 2016 $ 1,795 October 20, 2016 November 14, 2016 $ 6,449 January 19, 2017 February 14, 2017 $ 6,449 April 24, 2017 May 15, 2017 $ 6,449 July 20, 2017 August 14, 2017 $ 6,449 October 19, 2017 November 14, 2017 $ 6,449 January 23, 2018 February 14, 2018 $ 6,449 April 24, 2018 May 15, 2018 $ 6,449 July 24, 2018 August 14, 2018 $ 6,449 October 23, 2018 November 14, 2018 $ 6,449 January 22, 2019 February 14, 2019 $ 6,449 April 24, 2019 May 10, 2019 $ 4,034 If the Class A Preferred Unit quarterly distribution is not made in full in cash for any quarter, the Class A Preferred Unit distribution rate will increase by one quarter of a percentage point ( 0.25% ) per year beginning with distributions for the first six -month period that a payment default is in effect, and will further increase by an additional one quarter of a percentage point ( 0.25% ) beginning with distributions for the next six -month period during which a payment default remains in effect. The deficiency rate shall not exceed 11.25% per year; as long as the default is occurring, the amount of accrued but unpaid Class A Preferred Unit quarterly distributions shall increase at an annual rate of 10.75% , compounded quarterly, until paid in full. The Class A Preferred Units have no mandatory redemption date but are redeemable, at our election, any time after the first anniversary of the closing date. We have the right to redeem all of the outstanding Class A Preferred Units at a price per Class A Preferred Unit equal to the purchase price multiplied by the redemption multiple then in effect. The redemption multiple means (a) 140% for redemptions occurring on or after the first, but prior to the second anniversary of the closing date, (b) 115% for redemptions occurring on or after the second, but prior to the third anniversary of the closing date, (c) 110% for redemptions occurring on or after the third, but prior to the eighth anniversary of the closing date and (d) 101% for redemptions occurring on or after the eighth anniversary of the closing date. At any time after the third anniversary of the initial closing date, the Class A preferred unitholders shall have the right to convert all of the outstanding Class A Preferred Units at a price per Class A Preferred Unit equal to the purchase price multiplied by the conversion multiple then in effect, which may be settled in common units, cash or a combination, at our discretion. The conversion multiple means if our common units are trading at or above $12.035 (āthe initial conversion priceā), the conversion price is not adjusted. However, if the conversion price is less than the initial conversion price, the conversion price will be reset to the greater of (i) the adjusted volume weighted average price of our common units for the 15 trading days immediately preceding the third anniversary of the closing date or (ii) $5.00 . Upon a change of control of the Partnership, each Class A preferred unitholder shall have the right, at its election, to either (i) elect to have its Class A Preferred Units converted to common units; (ii) if we are the surviving entity of such change of control, it can elect to continue to hold its Class A Preferred Units; or (iii) require us to redeem its Class A Preferred Units for cash equal to (a) prior to the first anniversary of the closing date, 140% of the unit purchase price; (b) on or after the first but prior to the second anniversary of the closing date, 130% of the unit purchase price; (c) on or after the second anniversary of the closing date, 120% of the unit purchase price; and (d) thereafter, 101% of the unit purchase price. In each case, this amount will include any accrued but unpaid distributions at the redemption date. Under the private placement agreement, we are required to file within 180 days of the initial closing date a registration statement registering the resales of common units issued or to be issued upon conversion of the Class A Preferred Units or exercise of the warrants and have the registration statement declared effective within 360 days after the closing date. We are required to continue to maintain the effectiveness of the registration statement until all securities have been sold. The Partnershipās registration statement was declared effective by the SEC on November 23, 2016. The warrants have an eight year term, after which unexercised warrants will expire. The holders of the warrants may 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. Upon a change of control or in the event we exercise our redemption right with respect to the Class A Preferred Units, all unvested warrants shall immediately vest and be exercisable in full. The warrants have an exercise price of $0.01 . During the year ended March 31, 2019, 228,797 warrants were exercised for common units and we received proceeds of less than $0.1 million , and we repurchased 1,229,575 unvested warrants for a total purchase price of $15.0 million on April 26, 2018. During the year ended March 31, 2018, 607,653 warrants were exercised for common units and we received proceeds of less than $0.1 million , and we repurchased 850,716 unvested warrants for a total purchase price of $10.5 million on June 23, 2017. As of March 31, 2019 , we had 1,458,371 warrants that remain outstanding, which were all exercised for common units on April 5, 2019 (see below for a further discussion). We allocated the net proceeds on a relative fair value basis to the Class A Preferred Units ( $186.4 million ), which includes the value of a beneficial conversion feature, and warrants ( $48.6 million ). As discussed below, $131.5 million of the amount allocated to the Class A Preferred Units was allocated to the intrinsic value of the beneficial conversion feature. A beneficial conversion feature is defined as a nondetachable conversion feature that is in the money at the commitment date. Per the applicable accounting guidance, we are required to allocate a portion of the proceeds allocated to the Class A Preferred Units to the beneficial conversion feature based on the intrinsic value of the beneficial conversion feature. The intrinsic value is calculated at the commitment date based on the difference between the fair value of the common units at the issuance date (number of common units issuable at conversion multiplied by the per unit value of our common units at the issuance date) and the proceeds attributed to the Class A Preferred Units. We record the accretion attributable to the beneficial conversion feature as a deemed distribution using the effective interest method over the three year period prior to the effective dates of the holdersā conversion right. Accretion for the beneficial conversion feature was $67.2 million , $18.8 million and $9.0 million for the years ended March 31, 2019 , 2018 and 2017 , respectively. As discussed above, the Class A Preferred Units are not mandatorily redeemable but are redeemable upon a change of control, which was not certain to occur at the issuance of the Class A Preferred Units. Due to the redemption being conditioned upon an event that is not certain to occur or that is not under our control, we are required to record the value allocated to the Class A Preferred Units, excluding the value of the beneficial conversion feature, between liabilities and equity (mezzanine or temporary equity) in our consolidated balance sheet. The value allocated to the warrants and the beneficial conversion feature was recorded within limited partnersā equity in our consolidated balance sheet. On April 5, 2019, we made a partial redemption of 7,468,978 of the Class A Preferred Units. The applicable Class A redemption premium on the date of redemption was $13.389 , calculated at 111.25% of $12.035 (the Class A Preferred Unit price), and the accrued but unpaid and accumulated distributions of $0.338 . The amount per Class A Preferred Unit paid to each Class A preferred unitholder was $13.727 , for a total payment of $102.5 million . On April 5, 2019, Oaktree also exercised all of its 1,458,371 warrants to purchase common units for proceeds of less than $0.1 million . On May 11, 2019, we redeemed the remaining 12,473,191 outstanding Class A Preferred Units. The applicable Class A redemption premium on the date of redemption was $13.2385 , calculated at 110% of $12.035 (the Class A Preferred Unit price), and the accrued but unpaid and accumulated distributions of $0.1437 . The amount per Class A Preferred Unit paid to each Class A preferred unitholder was $13.3822 , for a total payment of $166.9 million . In addition, we paid the Class A preferred unitholders the distribution declared for the quarter ended March 31, 2019, as noted above. 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 (āClass B Preferred Unitsā) representing limited partner interests at a price of $25.00 per unit for net proceeds of $202.7 million (net of the underwritersā discount of $6.6 million and offering costs of $0.7 million ). At any time on or after July 1, 2022, we may redeem our Class B Preferred Units, in whole or in part, at a redemption price of $25.00 per Class B Preferred Unit plus an amount equal to all accumulated and unpaid distributions to, but not including, the date of redemption, whether or not declared. We may also redeem the Class B Preferred Units upon a change of control as defined in our partnership agreement. If we choose not to redeem the Class B Preferred Units, the Class B preferred unitholders may have the ability to convert the Class B Preferred Units to common units at the then applicable conversion rate. Class B preferred unitholders have no voting rights except with respect to certain matters set forth in our partnership agreement. Distributions on the Class B Preferred Units are payable on the 15th day of each January, April, July and October of each year to holders of record on the first day of each payment month. The initial distribution rate for the Class B Preferred Units from and including the date of original issue to, but not including, July 1, 2022 is 9.00% per year of the $25.00 liquidation preference per unit (equal to $2.25 per unit per year). On and after July 1, 2022, distributions on the Class B Preferred Units will accumulate at a percentage of the $25.00 liquidation preference equal to the applicable three-month LIBOR plus a spread of 7.213%. The following table summarizes distributions declared on our Class B Preferred Units during the last two fiscal years: Date Declared Record Date Payment Date Amount Paid to Class B (in thousands) September 18, 2017 September 29, 2017 October 16, 2017 $ 5,670 December 19, 2017 December 29, 2017 January 15, 2018 $ 4,725 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 December 17, 2018 December 31, 2018 January 15, 2019 $ 4,725 March 15, 2019 April 1, 2019 April 15, 2019 $ 4,725 The distribution amount paid on April 15, 2019 is included in accrued expenses and other payables in our consolidated balance sheet at March 31, 2019 . Class C Preferred Units On April 2, 2019, we issued 1,800,000 of our 9.625% Class C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (āClass C Preferred Unitsā) representing limited partner interests at a price of $25.00 per unit for net proceeds of $43.1 million (net of the underwritersā discount of $1.4 million and estimated offering costs of $0.5 million ). At any time on or after April 15, 2024, we may redeem our Class C Preferred Units, in whole or in part, at a redemption price of $25.00 per Class C Preferred Unit plus an amount equal to all accumulated and unpaid distributions to, but not including, the date of redemption, whether or not declared. We may also redeem the Class C Preferred Units upon a change of control as defined in our partnership agreement. If we choose not to redeem the Class C Preferred Units, the Class C preferred unitholders may have the ability to convert the Class C Preferred Units to common units at the then applicable conversion rate. Class C preferred unitholders have no voting rights except with respect to certain matters set forth in our partnership agreement. Distributions on the Class C Preferred Units are payable on the 15th day of each January, April, July and October of each year to holders of record on the first day of each payment month. The initial distribution rate for the Class C Preferred Units from and including the date of original issue to, but not including, April 15, 2024, is 9.625% per year of the $25.00 liquidation preference per unit (equal to $2.41 per unit per year). On and after April 15, 2024, distributions on the Class C Preferred Units will accumulate at a percentage of the $25.00 liquidation preference equal to the applicable three-month LIBOR plus a spread of 7.384%. Amended and Restated Partnership Agreement On April 2, 2019, NGL Energy Holdings LLC executed the Fifth Amended and Restated Agreement of Limited Partnership. The preferences, rights, powers and duties of holders of the Class C Preferred Units are defined in the amended and restated partnership agreement. The Class C Preferred Units rank senior to the common units, with respect to the payment of distributions and distribution of assets upon liquidation, dissolution and winding up, and are on parity with the Class A Preferred Units (see above discussion regarding the redemption of these units) and Class B Preferred Units. The Class C Preferred Units have no stated maturity but we may redeem the Class C Preferred Units at any time on or after April 15, 2024 or upon the occurrence of a change in control. On June 13, 2017, NGL Energy Holdings LLC executed the Fourth Amended and Restated Agreement of Limited Partnership. The preferences, rights, powers and duties of holders of the Class B Preferred Units are defined in the amended and restated partnership agreement. The Class B Preferred Units rank senior to the common units, with respect to the payment of distributions and distribution of assets upon liquidation, dissolution and winding up, and are on parity with the Class A Preferred Units (see above discussion regarding the redemption of these units). The Class B Preferred Units have no stated maturity but we may redeem the Class B Preferred Units at any time on or after July 1, 2022 or upon the occurrence of a change in control. On June 24, 2016, NGL Energy Holdings LLC executed the Third Amended and Restated Agreement of Limited Partnership. The preferences, rights, powers and duties of holders of the Class A Preferred Units are defined in the amended and restated partnership agreement. The Class A Preferred Units rank senior to the common units, with respect to the payment of distributions and distribution of assets upon liquidation, dissolution and winding up. The Class A Preferred Units have no stated maturity and are not subject to mandatory redemption or any sinking fund and will remain outstanding indefinitely unless redeemed by the Partnership or converted into common units at the election of the Partnership or the Class A preferred unitholders or in connection with a change of control. See above for a discussion regarding the redemption of the Class A Preferred Units. Equity-Based Incentive Compensation Our general partner has adopted a long-term incentive plan (āLTIPā), which allows for the issuance of equity-based compensation. Our general partner has granted certain restricted units to employees and directors , which vest in tranches, subject to the continued service of the recipients. The awards may also vest upon a change of control, at the discretion of the board of directors of our general partner. No distributions accrue to or are paid on the restricted units during the vesting period. The restricted units include awards that vest contingent on the continued service of the recipients through the vesting date (the āService Awardsā). On April 1, 2017, we made an accounting policy election to account for actual forfeitures, rather than estimate forfeitures each period (as previously required). As a result, the cumulative effect adjustment, which represents the differential between the amount of compensation expense previously recorded and the amount that would have been recorded without assuming forfeitures, had no impact on our consolidated financial statements. The following table summarizes the Service Award activity during the years ended March 31, 2019 , 2018 and 2017 : Unvested Service Award units at March 31, 2016 2,297,132 Units granted 3,124,600 Units vested and issued (2,350,082 ) Units forfeited (363,150 ) Unvested Service Award units at March 31, 2017 2,708,500 Units granted 1,964,911 Units vested and issued (2,260,011 ) Units forfeited (134,525 ) Unvested Service Award units at March 31, 2018 2,278,875 Units granted 3,141,993 Units vested and issued (2,833,968 ) Units forfeited (278,500 ) Unvested Service Award units at March 31, 2019 2,308,400 In connection with the vesting of certain restricted units during the year ended March 31, 2019 , we canceled 26,993 of the newly-vested common units in satisfaction of $0.3 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 March 31, 2019 : Year Ending March 31, Number of Units 2020 1,005,725 2021 869,425 2022 433,250 Total 2,308,400 Service Awards are valued at the average of the high/low sales price as of the grant date less the present value of the expected distribution stream over the vesting period using a risk-free interest rate. We record the expense for each Service Award on a straight-line basis over the requisite period for the entire award (that is, over the requisite service period of the last separately vesting portion of the award), ensuring that the amount of compensation cost recognized at any date at least equals the portion of the grant-date value of the award that is vested at that date. During the years ended March 31, 2019 , 2018 and 2017 , we recorded compensation expense related to Service Award units of $12.0 million , $16.2 million and $56.2 million , respectively. Of the restricted units granted and vested during the year ended March 31, 2019 , 1,745,801 units were granted as a bonus for performance during the year ended March 31, 2018. The total amount of these bonus payments was $20.4 million , of which we had accrued $6.3 million as of March 31, 2018. Also, 59,393 units were granted and vested as incentive compensation for the year ended March 31, 2018. The value of these awards was $0.7 million and was recorded within general and administrative expense in our consolidated statement of operations for the year ended March 31, 2018. Of the restricted units granted and vested during the year ended March 31, 2019 , 176,817 units were granted as a bonus for performance during the year ended March 31, 2019 . The total amount of these bonus payments was $2.4 million . Of the restricted units granted and vested during the year ended March 31, 2017, 1,008,091 units were granted as a bonus for performance during the year ended March 31, 2016. We accrued expense of $16.8 million during the year ended March 31, 2016 as an estimate of the value of such bonus units that would be granted. During the year ended March 31, 2017, we recorded an additional $2.2 million to true up the estimate to the $19.0 million of actual expense associated with these bonuses. Since the units were not granted until August 2016, the full $19.0 million is reflected in the expense during the year ended March 31, 2017. The following table summarizes the estimated future expense we expect to record on the unvested Service Award units at March 31, 2019 (in thousands): Year Ending March 31, 2020 $ 8,168 2021 4,154 2022 1,350 Total $ 13,672 Beginning in April 2015, our general partner granted units that 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 āIndexā) over specified periods of time (the āPerformance Awardsā). These Performance Award units were granted to certain employees. Performance was to 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. During the three months ended December 31, 2018, the compensation committee of the board of directors of our general partner terminated the Performance Award plan and all unvested outstanding Performance Awards units were canceled. Accordingly, as no replacement awards were granted, all previously unrecognized compensation cost was expensed as of the cancellation date. During the year ended March 31, 2019 , we recorded compensation expense related to the cancellation of the Performance units of $3.1 million which was recorded within general and administrative expense in our consolidated statement of operations for the year ended March 31, 2019 . The following table summarizes the Performance Award activity during the years ended March 31, 2019 , 2018 and 2017 : Unvested Performance Award units at March 31, 2016 637,382 Units granted 932,309 Units forfeited (380,691 ) Unvested Performance Award units at March 31, 2017 1,189,000 Units granted 224,000 Units forfeited (496,000 ) Unvested Performance Award units at March 31, 2018 917,000 Units forfeited (445,500 ) Units canceled (471,500 ) Unvested Performance Award units at March 31, 2019 ā 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. The significant inputs used to calculate the fair value of these awards include (i) the price per our common units at the grant date and the beginning of the performance period, (ii) a compounded risk-free interest rate, (iii) our compounded dividend yield, (iv) our historical volatility, (v) the volatility and correlations of our peers and (vi) the remaining performance period. We recorded the expense 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 not earned at the end of the performance period will terminate, expire and otherwise be forfeited by the participants. During the years ended March 31, 2019 , 2018 and 2017, we recorded compensation expense related to Performance Award units of $4.9 million (including amounts recorded related to the cancellation of the Performance Award plan (see above)), $5.3 million and $7.2 million , respectively. The number of common units that may be delivered pursuant to awards under the LTIP is limited to 10% of our issued and outstanding common units. The maximum number of common units deliverable under the LTIP automatically increases to 10% of the issued and outstanding common units immediately after each issuance of common units, unless the plan administrator determines to increase the maximum number of units deliverable by a lesser amount. When an award is forfeited, canceled, exercised, paid or otherwise terminates or expires without the delivery of units, the units subject to such award are again available for new awards under the LTIP. 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 of our general partner determined that units vested after July 1, 2016 were inadvertently counted as a reduction to the Partnershipās LTIP reserve. Accordingly, after making the adjustments as provided for in the LTIP, as of March 31, 2019 , there are approximately 3.3 million units remaining available for issuance under the LTIP. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Our cash and cash equivalents, accounts receivable, accounts payable, accrued expenses, and other current assets and liabilities (excluding derivative instruments) are carried at amounts which reasonably approximate their fair values due to their short-term nature. Commodity Derivatives The following table summarizes the estimated fair values of our commodity derivative assets and liabilities reported in our consolidated balance sheet at the dates indicated: March 31, 2019 March 31, 2018 Derivative Derivative Derivative Derivative (in thousands) Level 1 measurements $ 3,754 $ (1,349 ) $ 2,835 $ (4,406 ) Level 2 measurements 8,882 (5,119 ) 7,013 (11,503 ) 12,636 (6,468 ) 9,848 (15,909 ) Netting of counterparty contracts (1) (1,577 ) 1,577 (664 ) 664 Net cash collateral provided (held) 1,740 (208 ) (4,718 ) 3,742 Commodity derivatives $ 12,799 $ (5,099 ) $ 4,466 $ (11,503 ) (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. Our physical contracts that do not qualify as normal purchase normal sale transactions are not subject to such netting arrangements. The following table summarizes the accounts that include our commodity derivative assets and liabilities in our consolidated balance sheets at the dates indicated: March 31, 2019 2018 (in thousands) Prepaid expenses and other current assets $ 12,799 $ 4,466 Accrued expenses and other payables (4,960 ) (8,321 ) Other noncurrent liabilities (139 ) (3,182 ) Net commodity derivative asset (liability) $ 7,700 $ (7,037 ) The following table summarizes our open commodity derivative contract positions at the dates indicated. We do not account for these derivatives as hedges. Contracts Settlement Period Net Long Fair Value (in thousands) At March 31, 2019: Crude oil fixed-price (1) April 2019āDecember 2020 (1,961 ) 979 Propane fixed-price (1) April 2019āMarch 2020 198 608 Refined products fixed-price (1) April 2019āJanuary 2021 (177 ) 376 Other April 2019āMarch 2022 4,205 6,168 Net cash collateral provided 1,532 Net commodity derivative asset $ 7,700 At March 31, 2018: Cross-commodity (2) April 2018āMarch 2019 155 $ (430 ) Crude oil fixed-price (1) April 2018āDecember 2019 (1,376 ) $ (8,960 ) Crude oil index (1) April 2018āApril 2018 (10 ) $ (6 ) Propane fixed-price (1) April 2018āFebruary 2019 14 1,849 Refined products fixed-price (1) April 2018āJanuary 2020 (229 ) 215 Refined products index (1) April 2018āApril 2018 (4 ) (17 ) Other April 2018āMarch 2022 1,288 (6,061 ) Net cash collateral held (976 ) Net commodity derivative liability $ (7,037 ) (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 tables above do not include commodity derivative contract positions related to Mid-Con, Gas Blending and TPSL, as these amounts have been classified as current and noncurrent assets and liabilities held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the tables above do not include commodity derivative contract positions related to our former Retail Propane segment, as these amounts have been classified as current assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). The following table summarizes the net gains (losses) recorded from our commodity derivatives to revenues and cost of sales in our consolidated statements of operations for the periods indicated (in thousands): Year Ended March 31, 2019 $ 10,817 2018 $ (41,263 ) 2017 $ (15,376 ) Amounts in the table above do not include net gains (losses) from our commodity derivatives related to Mid-Con, Gas Blending, TPSL and our former Retail Propane segment, as these amounts have been classified as discontinued operations within our consolidated statements of operations for all periods presented (see Note 1 and Note 17 ). Credit Risk We have credit policies that we believe minimize our overall credit risk, including an evaluation of potential counterpartiesā 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 March 31, 2019 , our primary counterparties were retailers, resellers, energy marketers, producers, refiners, and dealers. This concentration of counterparties may impact our overall exposure to credit risk, either positively or negatively, as the counterparties may be similarly affected by changes in economic, regulatory or other conditions. If a counterparty does not perform on a contract, we may not realize amounts that have been recorded in our consolidated balance sheets and recognized in our net income. Interest Rate Risk The Revolving Credit Facility is variable-rate debt with interest rates that are generally indexed to bank prime or LIBOR interest rates. At March 31, 2019 , we had $1.2 billion of outstanding borrowings under the Revolving Credit Facility at a weighted average interest rate of 4.39% . Fair Value of Fixed-Rate Notes The following table provides fair values estimates of our fixed-rate notes at March 31, 2019 (in thousands): Senior Unsecured Notes: 2023 Notes $ 626,621 2025 Notes $ 375,126 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 | 12 Months Ended |
Mar. 31, 2019 | |
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 āCorporate and Otherā category in the table below includes certain corporate expenses that are not allocated to the reportable segments. Year Ended March 31, 2019 2018 (1) 2017 (1) (in thousands) Revenues: Crude Oil Logistics: Topic 606 revenues Crude oil sales $ 3,011,355 $ 2,151,203 $ 1,603,667 Crude oil transportation and other 148,738 122,786 70,027 Non-Topic 606 revenues 12,598 ā ā Elimination of intersegment sales (36,056 ) (13,914 ) (6,810 ) Total Crude Oil Logistics revenues 3,136,635 2,260,075 1,666,884 Water Solutions: Topic 606 revenues Disposal service fees 217,545 149,114 110,049 Sale of recovered hydrocarbons 72,678 58,948 31,103 Freshwater revenues 2,404 ā ā Other service revenues 9,017 21,077 18,449 Non-Topic 606 revenues 42 ā ā Total Water Solutions revenues 301,686 229,139 159,601 Liquids: Topic 606 revenues Propane sales 1,169,117 1,203,486 807,172 Butane sales 628,063 562,066 391,265 Other product sales 592,889 432,570 308,031 Service revenues 26,655 22,548 32,648 Non-Topic 606 revenues 21,608 ā ā Elimination of intersegment sales (23,291 ) (4,685 ) (1,944 ) Total Liquids revenues 2,415,041 2,215,985 1,537,172 Refined Products and Renewables: Topic 606 revenues Refined products sales 2,535,243 1,874,260 1,405,001 Renewables sales ā 373,669 447,232 Service fees and other revenues ā (87 ) ā Non-Topic 606 revenues 299,190 ā ā Elimination of intersegment sales ā (268 ) (469 ) Total Refined Products and Renewables revenues 2,834,433 2,247,574 1,851,764 Corporate and Other Non-Topic 606 revenues 1,362 1,174 844 Total Corporate and Other revenues 1,362 1,174 844 Total revenues $ 8,689,157 $ 6,953,947 $ 5,216,265 (1) We adopted ASC 606 as of April 1, 2018. Revenue reported in fiscal years 2018 and 2017 has not been changed from its previous presentation. The following table summarizes depreciation and amortization expense and operating income (loss) by segment for the periods indicated. Year Ended March 31, 2019 2018 2017 (in thousands) Depreciation and Amortization: Crude Oil Logistics $ 74,165 $ 80,387 $ 54,144 Water Solutions 108,162 98,623 101,758 Liquids 25,997 24,937 19,163 Refined Products and Renewables 631 672 936 Corporate and Other 3,018 3,779 3,612 Total depreciation and amortization (1) $ 211,973 $ 208,398 $ 179,613 Operating Income (Loss): Crude Oil Logistics $ (7,379 ) $ 122,904 $ (17,475 ) Water Solutions 210,525 (24,231 ) 44,587 Liquids (2,910 ) (93,113 ) 43,252 Refined Products and Renewables 12,198 261,249 243,090 Corporate and Other (85,706 ) (79,474 ) (86,985 ) Total operating income (loss) $ 126,728 $ 187,335 $ 226,469 (1) Amounts do not include amortization expense recorded within interest expense and cost of sales (see Note 7 and Note 8). 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. This information below does not include goodwill by segment. Year Ended March 31, 2019 2018 2017 (in thousands) Crude Oil Logistics $ 28,039 $ 36,762 $ 168,053 Water Solutions 567,637 102,261 109,008 Liquids 72,717 25,023 66,864 Corporate and Other 1,819 1,472 2,825 Total $ 670,212 $ 165,518 $ 346,750 The following tables summarize long-lived assets (consisting of property, plant and equipment, intangible assets, and goodwill) and total assets by segment at the dates indicated: March 31, 2019 2018 (in thousands) Long-lived assets, net: Crude Oil Logistics $ 1,584,636 $ 1,638,558 Water Solutions 1,600,836 1,256,143 Liquids (1) 498,767 501,302 Refined Products and Renewables 29,477 30,384 Corporate and Other 26,569 31,516 Total $ 3,740,285 $ 3,457,903 (1) Includes $0.5 million and $0.6 million of non-US long-lived assets at March 31, 2019 and 2018 , respectively. March 31, 2019 2018 (in thousands) Total assets: Crude Oil Logistics $ 2,237,612 $ 2,285,813 Water Solutions 1,668,292 1,323,171 Liquids (1) 721,008 717,690 Refined Products and Renewables 383,026 341,495 Corporate and Other 77,019 102,211 Assets held for sale 815,536 1,380,742 Total $ 5,902,493 $ 6,151,122 (1) Includes $12.0 million and $27.5 million of non-US total assets at March 31, 2019 and 2018 , respectively. All of the tables above do not include amounts related to Mid-Con, Gas Blending, TPSL and our former Retail Propane segment, as these amounts have been classified as discontinued operations within our consolidated statements of operations for all periods presented and as held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 17 ). |
Transactions with Affiliates
Transactions with Affiliates | 12 Months Ended |
Mar. 31, 2019 | |
Related Party Transactions [Abstract] | |
Transactions with Affiliates | Transactions with Affiliates A member of the board of directors of our general partner is an executive officer of WPX Energy, Inc. (āWPXā). We purchase crude oil from and sell crude oil to WPX (certain of the purchases and sales that were entered into in contemplation of each other are recorded on a net basis within revenues in our consolidated statement of operations). We also treat and dispose of wastewater and solids received from WPX. SemGroup Corporation (āSemGroupā) holds ownership interests in our general partner. We sell product to and purchase product from SemGroup, and these transactions are included within revenues and cost of sales, respectively, in our consolidated statements of operations . We also lease crude oil storage from SemGroup. We purchased ethanol from E Energy Adams, LLC, in which we previously held an ownership interest as an equity method investee. 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 consolidated statements of operations. The following table summarizes these related party transactions for the periods indicated: Year Ended March 31, 2019 2018 2017 (in thousands) Sales to WPX $ 28,026 $ ā $ ā Purchases from WPX (1) $ 329,525 $ ā $ ā Sales to SemGroup $ 1,114 $ 606 $ 3,866 Purchases from SemGroup $ 4,395 $ 5,034 $ 12,254 Sales to entities affiliated with management $ 21,385 $ 268 $ 290 Purchases from entities affiliated with management $ 4,382 $ 3,870 $ 15,209 Sales to equity method investees $ ā $ 294 $ 692 Purchases from equity method investees $ ā $ 66,820 $ 121,336 (1) Amount primarily relates to purchases of crude oil under the definitive agreement we signed with WPX, as discussed further below. Accounts receivable from affiliates consist of the following at the dates indicated: March 31, 2019 2018 (in thousands) Receivables from NGL Energy Holdings LLC $ 7,277 $ 4,693 Receivables from WPX 5,185 ā Receivables from SemGroup 71 49 Receivables from entities affiliated with management 334 24 Receivables from equity method investees ā 6 Total $ 12,867 $ 4,772 Accounts payable to affiliates consist of the following at the dates indicated: March 31, 2019 2018 (in thousands) Payables to WPX $ 27,844 $ ā Payables to entities affiliated with management 625 1,246 Payables to equity method investees ā 8 Total $ 28,469 $ 1,254 Other Related Party Transactions Victory Propane 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 (gain) on disposal or impairment of assets, net in our 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. At March 31, 2018, we had a loan receivable from Victory Propane, an equity method investee at the time (see Note 2 ), of $1.2 million . During the three months ended December 31, 2017 we completed a transaction with Victory Propane, an equity method investee at the time (See Note 2 ), to purchase Victory Propaneās Michigan assets. We paid Victory Propane $6.4 million in cash and received current assets, property, plant and equipment and customers. The allocation of the consideration was as follows (in thousands): Current assets $ 276 Property, plant and equipment 1,366 Intangible assets (customer relationships) 4,782 Fair value of net assets acquired $ 6,424 Victory Propane recognized a gain on this transaction. As all intra-entity profits and losses are eliminated between an investor and investee until realized, we eliminated our proportionate share of the gain from this transaction on our books. As a result, our underlying equity in the net assets of Victory Propane exceeded our investment (see Note 2 ), and this difference was amortized as income over the remaining life of the noncurrent assets acquired until they were sold on August 14, 2018. As the sale of virtually all of our remaining Retail Propane segment to Superior (see Note 1 ) included Victory Propaneās Michigan assets, 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 . Agreement with 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 previously included within other noncurrent assets in our consolidated balance sheet (see Note 2 ) and recorded a loss within loss (gain) on disposal or impairment of assets, net . 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 totaled $50.3 million at June 30, 2018 (as discussed further in Note 9 ). As consideration for this transaction, we paid WPX a net $35.3 million , which was recorded as a loss within loss (gain) on disposal or impairment of assets, net . Repurchase of Warrants On April 26, 2018 and June 23, 2017, we repurchased outstanding warrants, as discussed further in Note 10 , from funds managed by Oaktree, who were represented on the board of directors of our general partner (see Note 19). Grassland We previously had a loan receivable from Grassland Water Solutions, LLC (āGrasslandā) and during the three months ended June 30, 2016, we received loan payments of $0.7 million from Grassland in accordance with the loan agreement. On June 3, 2016, we acquired the remaining 65% ownership interest in Grassland. Prior to the completion of this transaction, we accounted for our previously held 35% ownership interest in Grassland using the equity method of accounting. As we owned a controlling interest in Grassland, we revalued our previously held 35% ownership interest to fair value of $0.8 million and recorded a loss of $14.9 million . As the amount paid (cash plus the fair value of our previously held ownership interest) was less than the fair value of the assets acquired and liabilities assumed, we recorded a bargain purchase gain of $0.6 million . Once we acquired the remaining ownership interest in Grassland, the loan receivable was eliminated as Grassland was consolidated in our consolidated financial statements. As a result of the acquisition, we incurred an impairment charge of $1.7 million to write down the loan receivable to its fair value, which was reported within loss (gain) on disposal or impairment of assets, net in our consolidated statement of operations. On November 29, 2016, we sold Grassland and received proceeds of $22.0 million and recorded a loss on disposal of $2.3 million during the three months ended December 31, 2016. This loss is reported within loss (gain) on disposal or impairment of assets, net in our consolidated statement of operations. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Mar. 31, 2019 | |
Defined Contribution Plan [Abstract] | |
Employee Benefit Plan | Employee Benefit Plan We have established a defined contribution 401(k) plan to assist our eligible employees in saving for retirement on a tax-deferred basis. The 401(k) plan permits all eligible employees to make voluntary pre-tax contributions to the plan, subject to applicable tax limitations. For every dollar that employees contribute up to 1% of their eligible compensation (as defined in the plan), we contribute one dollar, plus 50 cents for every dollar employees contribute between 1% and 6% of their eligible compensation (as defined in the plan). Our matching contributions prior to January 1, 2015 vest over five years and, effective January 1, 2015, our matching contributions vest over two years. Expenses under the plan for the years ended March 31, 2019 , 2018 and 2017 were $1.9 million , $1.7 million and $1.5 million , respectively. Expenses for matching contributions related to Mid-Con, Gas Blending, TPSL and our former Retail Propane segment have been classified as discontinued operations within our consolidated statements of operations for all periods presented (see Note 1 and Note 17 ). |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 12 Months Ended |
Mar. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer | Revenue from Contracts with Customers Impact of Adoption We adopted ASC 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 sold our general partner interest in TransMontaigne Partners L.P. (āTLPā) and deferred a portion of the gain related to the sale 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 consolidated balance sheet. During the years ended March 31, 2018 and 2017, we recognized $30.1 million and $30.1 million , respectively, of the deferred gain in our consolidated statements of operations. 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 ASC 606, 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 consolidated balance sheet at March 31, 2019 and our consolidated statements of operations for the year ended March 31, 2019 : Consolidated Balance Sheet March 31, 2019 As Reported Balances Without Adoption of ASC 606 Effect of Change (in thousands) Accrued expenses and other liabilities $ 107,759 $ 137,872 $ (30,113 ) Other noncurrent liabilities $ 63,542 $ 142,623 $ (79,081 ) Equity: General partner $ (50,603 ) $ (50,712 ) $ 109 Limited partners $ 2,067,197 $ 1,958,113 $ 109,084 Consolidated Statement of Operations March 31, 2019 As Reported Balances Without Adoption of ASC 606 Effect of Change (in thousands) Loss on disposal or impairment of assets, net $ 34,296 $ 4,183 $ 30,113 Operating income $ 126,728 $ 156,841 $ (30,113 ) Net income $ 339,395 $ 369,508 $ (30,113 ) 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 contractās 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 ASC 606 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 March 31, 2019 . The majority of our revenue agreements are within scope under ASC 606 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. Revenue from contracts accounted for as derivatives under ASC 815 within our Refined and Renewables segment includes $4.2 million of net gains related to changes in the mark-to-market value of these arrangements recorded during the year ended March 31, 2019 . 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 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. ā¢ 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). ā¢ Tiered pricing. For contracts with tiered pricing provisions, the period in which the tiers are earned and settled (i.e. the āreset periodā) 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. ā¢ 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 āreset periodā) 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 March 31, 2019 (in thousands): Fiscal Year Ending March 31, 2020 $ 167,061 2021 128,572 2022 119,016 2023 113,861 2024 99,430 Thereafter 242,032 Total $ 869,972 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 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 consolidated balance sheets. Accounts receivable from contracts with customers are presented within accounts receivable-trade and accounts receivable-affiliates in our 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 consolidated balance sheets. Our deferred revenue primarily relates to: ā¢ Prepayments. Some revenue contracts contain prepayment provisions within our Liquids 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. ā¢ Multi-period contract in which fee escalates each subsequent year of the contract. Revenue from these contracts is 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. ā¢ 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. ā¢ 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. The following tables summarizes the balances of our contract assets and liabilities at the dates indicated (in thousands): Balance at April 1, 2018 March 31, 2019 Accounts receivable from contracts with customers $ 542,593 $ 613,827 Contract liabilities balance at April 1, 2018 $ 7,889 Payment received and deferred 77,981 Payment recognized in revenue (77,409 ) Contract liabilities balance at March 31, 2019 $ 8,461 Amounts in the tables above do not include contract assets and liabilities related to TPSL, as these amounts have been classified as current assets and current liabilities held for sale within our March 31, 2019 consolidated balance sheet (see Note 1 and Note 17 |
Other Matters
Other Matters | 12 Months Ended |
Mar. 31, 2019 | |
Other Matters | |
Other Matters | Other Matters Sale of South Pecos Water Disposal Business On February 28, 2019, we completed the sale of our South Pecos water disposal business to a subsidiary of WaterBridge Resources LLC for $232.2 million in net cash proceeds and recorded a gain on disposal of $107.9 million during the year ended March 31, 2019 . This gain is reported within loss (gain) on disposal or impairment of assets, net in our consolidated statement of operations. These operations include: (i) nine saltwater disposal facilities, (ii) all disposal agreements, commercial, surface and other contracts related to those facilities, (iii) pipelines connected to the facilities and (iv) several disposal permits. All of the assets sold in this transaction are located near the town of Pecos, Texas in southern Reeves and Ward counties. WaterBridge Resources LLC also has the option to acquire additional land and permits once the permitting process has been completed. As this sale transaction did not represent a strategic shift that will have a major effect on our operations or financial results, operations related to this portion of our Water Solutions segment have not been classified as discontinued operations. Sale of Bakken Saltwater Disposal Business On November 30, 2018, we completed the sale of NGL Water Solutions Bakken, LLC to an affiliate of Tallgrass Energy, LP for $85.0 million in net cash proceeds and recorded a gain on disposal of $33.4 million during the year ended March 31, 2019 within loss (gain) on disposal or impairment of assets, net in our consolidated statement of operations. These operations include five saltwater disposal wells located in McKenzie and Dunn Counties, North Dakota. As this sale transaction did not represent a strategic shift that will have a major effect on our operations or financial results, operations related to this portion of our Water Solutions segment have not been classified as discontinued operations. Sawtooth Joint Venture On March 30, 2018, we completed the transaction to form a joint venture with Magnum Liquids, LLC, a portfolio company of Haddington Ventures LLC, along with Magnum Development, LLC and other Haddington-sponsored investment entities (collectively āMagnumā) t o focus on the storage of natural gas liquids and refined products by combining our Sawtooth salt dome storage facility with Magnumās refined products rights and adjacent leasehold. Magnum acquired an approximately 28.5% interest in Sawtooth from us, in exchange for consideration consisting of a cash payment of approximately $37.6 million (excluding working capital) and the contribution of certain refined products rights and adjacent leasehold , which we valued at $21.6 million and recorded within intangible assets in our consolidated balance sheet. The disposition of this 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. We own approximately 71.5% of the joint venture; and within the next two years, Magnum has options to acquire our remaining interest for an additional $182.4 million . Sale of Interest in Glass Mountain Pipeline, LLC (āGlass Mountainā) On December 22, 2017, we sold our previously held 50% interest in Glass Mountain for net proceeds of $292.1 million and recorded a gain on disposal of $108.6 million during the three months ended December 31, 2017 within loss (gain) on disposal or impairment of assets, net in our consolidated statement of operations. As this sale transaction did not represent a strategic shift that will have a major effect on our operations or financial results, operations related to this portion of our Crude Oil Logistics segment have not been classified as discontinued operations. Termination of a Storage Sublease Agreement During the year ended March 31, 2017, we agreed to terminate a storage sublease agreement that was scheduled to commence in January 2017 and had a term of five years. For terminating this agreement, the counterparty agreed to pay us a specific amount in five equal payments which began in February 2017 and in January of the next four years and removed any future obligations of the Partnership. As a result, we discounted the future payments and recorded a gain of $16.2 million to other (expense) income, net in our consolidated statement of operations during the year ended March 31, 2017. Termination of Development Agreement On June 3, 2016, we entered into a purchase and sale agreement with the counterparty to the development agreement in our Water Solutions segment. Total cash consideration paid under the agreement was $49.6 million and in return we received the following: ā¢ Termination of the development agreement (see Note 7 ); ā¢ Additional interest in the water pipeline company we acquired in January 2016; ā¢ Release of contingent consideration liabilities attributed to certain of our water treatment and disposal facilities; ā¢ Certain parcels of land and permits to develop saltwater disposal wells and other parcels of land containing water wells and equipment; and ā¢ A two -year non-compete agreement with the counterparty. We accounted for the transaction as an acquisition of assets. We allocated $1.2 million of the total consideration to property, plant and equipment, $3.3 million to intangible assets, $2.8 million to noncontrolling interest, $25.5 million to the release of contingent consideration liabilities and $16.9 million to the termination of the development agreement. We recorded a $21.3 million gain on the release of $46.8 million of contingent consideration liabilities, which was recorded within (loss) gain on early extinguishment of liabilities, net in our consolidated statement of operations during the year ended March 31, 2017. For the termination of the development agreement, we recorded a loss of $22.7 million , which included the carrying value of the development agreement asset that was written off (see Note 7 ). This loss was recorded within loss (gain) on disposal or impairment of assets, net in our consolidated statement of operations during the year ended March 31, 2017. Sale of TLP Common Units On April 1, 2016, we sold all of the TLP common units we owned to ArcLight for approximately $112.4 million in cash and recorded a gain on disposal of $104.1 million during the year ended March 31, 2017. This gain is reported within loss (gain) on disposal or impairment of assets, net in our consolidated statement of operations. |
Assets, Liabilities and Redeema
Assets, Liabilities and Redeemable Noncontrolling Interest Held for Sale and Discontinued Operations | 12 Months Ended |
Mar. 31, 2019 | |
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 , we met the criteria for classifying certain assets and liabilities of the Mid-Con and Gas Blending businesses as held for sale and the operations as discontinued. On January 3, 2020, we completed the sale of Mid-Con to a third-party. See Note 1 for a further discussion. As discussed in Note 1 , we met the criteria for classifying the assets and liabilities of TPSL as held for sale and the operations as discontinued. On September 30, 2019, we completed the sale of TPSL and associated assets to Trajectory for total consideration of $233.8 million and recorded a loss on disposal of $181.2 million during the nine months ended December 31, 2019. See Note 1 and Note 19 for a further discussion. 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 March 30, 2018, we sold a portion of our Retail Propane segment to DCC for net proceeds of $212.4 million in cash, and recorded a gain on disposal of $89.3 million during the year ended March 31, 2018. On July 10, 2018, we completed the sale of virtually all of our remaining Retail Propane segment to Superior for net proceeds of $889.8 million in cash, and recorded a gain on disposal of $408.9 million during the year ended March 31, 2019. 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 the dates indicated: March 31, 2019 2018 (in thousands) Current Assets Held for Sale Cash and cash equivalents $ ā $ 4,113 Accounts receivable-trade, net 164,716 252,136 Inventories 327,015 402,904 Prepaid expenses and other current assets 89,254 49,518 Total current assets held for sale 580,985 708,671 Noncurrent Assets Held for Sale Property, plant and equipment, net 15,553 207,661 Goodwill 35,405 142,028 Intangible assets, net 137,446 279,395 Other noncurrent assets (1) 46,147 42,987 Total noncurrent assets held for sale 234,551 672,071 Total assets held for sale $ 815,536 $ 1,380,742 Current Liabilities Held for Sale Accounts payable-trade $ 85,602 $ 79,432 Accrued expenses and other payables 140,691 92,845 Advance payments received from customers 460 13,327 Current maturities of long-term debt ā 2,550 Total current liabilities held for sale 226,753 188,154 Noncurrent Liabilities Held for Sale Long-term debt, net ā 2,888 Other noncurrent liabilities 33 190 Total noncurrent liabilities held for sale 33 3,078 Total liabilities held for sale 226,786 191,232 Redeemable Noncontrolling Interest Held for Sale Redeemable noncontrolling interest ā 9,927 Total liabilities and redeemable noncontrolling interest held for sale $ 226,786 $ 201,159 (1) Primarily comprised of tank bottoms, which are product volumes required for the operation of storage tanks, that are recorded at historical cost. We recover tank bottoms when the storage tanks are removed from service. At March 31, 2019 and 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). The following table summarizes the results of operations from discontinued operations for the periods indicated: Year Ended March 31, 2019 2018 2017 (in thousands) Revenues $ 15,398,608 $ 10,474,860 $ 7,904,143 Cost of sales 15,338,614 10,418,447 7,681,429 Operating expenses 37,348 137,780 134,879 General and administrative expense 2,716 11,471 15,727 Depreciation and amortization 9,593 44,314 43,592 Gain on disposal or impairment of assets, net (1) (407,608 ) (88,194 ) (196 ) Operating income (loss) from discontinued operations 417,945 (48,958 ) 28,712 Equity in earnings (loss) of unconsolidated entities 1,183 425 (746 ) Interest expense (126 ) (421 ) (877 ) Other income, net 837 1,930 1,244 Income (loss) from discontinued operations before taxes (2) 419,839 (47,024 ) 28,333 Income tax expense (989 ) (104 ) (6 ) Income (loss) from discontinued operations, net of tax $ 418,850 $ (47,128 ) $ 28,327 (1) Amount for the year ended March 31, 2019 includes a gain of $408.9 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) Amounts include income (loss) attributable to redeemable noncontrolling interests. Loss attributable to redeemable noncontrolling interest was $0.4 million for the year ended March 31, 2019 and income attributable to redeemable noncontrolling interest was $1.0 million for the year ended March 31, 2018 . Continuing Involvement As of March 31, 2019 , we have commitments to sell up to 7.4 million gallons of propane, valued at $5.7 million (based on the contract price) to Superior and DCC, the purchasers of our former Retail Propane segment, through March 2020. During the year ended March 31, 2019 , we received a combined $84.2 million from Superior and DCC for propane sold to them during the period. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Mar. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | Quarterly Financial Data (Unaudited) The following tables summarize our unaudited quarterly financial data. The computation of net income (loss) per common unit is done separately by quarter and year. The total of net income (loss) per common unit of the individual quarters may not equal net income (loss) per common unit for the year, due primarily to the income allocation between the general partner and limited partners and variations in the weighted average units outstanding used in computing such amounts. Our former Retail Propane segmentās business (included within discontinued operations, see Note 17 ) is seasonal due to weather conditions in our service areas. Its results are affected by winter heating season requirements, which generally results in net income during the period from October through March of each year and either net losses or lower net income during the period from April through September of each year. Our Liquids segment is also subject to seasonal fluctuations, as demand for propane and butane is typically higher during the winter months. Our operating revenues from our other segments are less weather sensitive. Additionally, the acquisitions described in Note 4 impact the comparability of the quarterly information within the year, and year to year. Quarter Ended Year Ended June 30, 2018 September 30, 2018 December 31, 2018 March 31, 2019 March 31, 2019 (in thousands, except unit and per unit amounts) Total revenues $ 2,054,952 $ 2,215,682 $ 2,295,369 $ 2,123,154 $ 8,689,157 Total cost of sales $ 1,946,565 $ 2,051,448 $ 2,048,659 $ 1,936,389 $ 7,983,061 (Loss) income from continuing operations $ (202,799 ) $ (31,725 ) $ 97,202 $ 57,867 $ (79,455 ) Net (loss) income $ (169,289 ) $ 354,939 $ 110,528 $ 43,217 $ 339,395 Net (loss) income attributable to NGL Energy Partners LP $ (168,546 ) $ 355,505 $ 110,835 $ 62,253 $ 360,047 Basic (loss) income per common unit (Loss) income from continuing operations $ (1.83 ) $ (0.45 ) $ 0.55 $ 0.31 $ (1.39 ) Net (loss) income $ (1.55 ) $ 2.70 $ 0.65 $ 0.20 $ 2.01 Diluted (loss) income per common unit (Loss) income from continuing operations $ (1.83 ) $ (0.45 ) $ 0.54 $ 0.31 $ (1.39 ) Net (loss) income $ (1.55 ) $ 2.70 $ 0.64 $ 0.19 $ 2.01 Basic weighted average common units outstanding 121,544,421 122,380,197 123,892,680 124,262,014 123,017,064 Diluted weighted average common units outstanding 121,544,421 122,380,197 125,959,751 126,926,589 123,017,064 Quarter Ended Year Ended June 30, 2017 September 30, 2017 December 31, 2017 March 31, 2018 March 31, 2018 (in thousands, except unit and per unit amounts) Total revenues $ 1,361,513 $ 1,452,072 $ 1,996,370 $ 2,143,992 $ 6,953,947 Total cost of sales $ 1,216,591 $ 1,279,871 $ 1,807,132 $ 1,959,967 $ 6,263,561 (Loss) income from continuing operations $ (13,004 ) $ (109,381 ) $ 105,035 $ (5,127 ) $ (22,477 ) Net (loss) income $ (63,707 ) $ (173,579 ) $ 56,769 $ 110,912 $ (69,605 ) Net (loss) income attributable to NGL Energy Partners LP $ (63,362 ) $ (173,371 ) $ 56,256 $ 109,602 $ (70,875 ) Basic (loss) income per common unit (Loss) income from continuing operations $ (0.19 ) $ (1.03 ) $ 0.73 $ (0.19 ) $ (0.68 ) Net (loss) income $ (0.61 ) $ (1.56 ) $ 0.33 $ 0.76 $ (1.08 ) Diluted (loss) income per common unit (Loss) income from continuing operations $ (0.19 ) $ (1.03 ) $ 0.71 $ (0.19 ) $ (0.68 ) Net (loss) income $ (0.61 ) $ (1.56 ) $ 0.32 $ 0.76 $ (1.08 ) Basic weighted average common units outstanding 120,535,909 121,314,636 120,844,008 121,271,959 120,991,340 Diluted weighted average common units outstanding 120,535,909 121,314,636 124,161,966 121,271,959 120,991,340 The following summarizes significant items recognized during the years ended March 31, 2019 and 2018 : Year Ended March 31, 2019 ā¢ During the fourth quarter of fiscal year 2019, we recorded a goodwill impairment charge related to Sawtooth (see Note 6 ); ā¢ On February 28, 2019, we sold our South Pecos water disposal business and recorded a gain (see Note 16 ); ā¢ On November 30, 2018, we sold our Bakken saltwater disposal business and recorded a gain (see Note 16 ); ā¢ On July 10, 2018, we sold virtually all of our remaining Retail Propane segment and recorded a gain (see Note 17 ); ā¢ On May 3, 2018, we sold our previously held interest in E Energy Adams, LLC and recorded a gain (see Note 2 ); and ā¢ During fiscal year 2019, we repurchased a portion of our 2019 Notes and 2023 Notes and redeemed the outstanding 2019 Notes and 2021 Notes and recorded a loss on the early extinguishment of these notes (see Note 8 ). Year Ended March 31, 2018 ā¢ On March 30, 2018, we sold a portion of our Retail Propane segment to DCC and recorded a gain (see Note 17 ); ā¢ On March 30, 2018, we closed the joint venture related to Sawtooth and sold a portion of our interest in Sawtooth (see Note 16 ); ā¢ On December 22, 2017, we sold our previously held interest in Glass Mountain (see Note 16 ); ā¢ During the second quarter of fiscal year 2018, we recorded a goodwill impairment charge related to Sawtooth (see Note 6 ); ā¢ During fiscal year 2018, we repurchased a portion of our 2019 Notes, 2023 Notes and 2025 Notes and recorded a net gain on the early extinguishment of these notes (see Note 8 ); and ā¢ During the first and third quarters of fiscal year 2018, we repurchased a portion of and then all of the remaining outstanding Senior Secured Notes and recorded a loss on the early extinguishment of these notes (see Note 8 ). |
Subsequent Events
Subsequent Events | 12 Months Ended |
Mar. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Issuance of Class C Preferred Units On April 2, 2019, we issued the Class C Preferred Units. See Note 10 for a further discussion. Redemption of Class A Preferred Units On April 5, 2019, we made a partial redemption of the Class A Preferred Units and on May 11, 2019, we redeemed the remaining outstanding Class A Preferred Units. See Note 10 for a further discussion. In connection with the redemption, Jared Parker resigned from the board of directors of our general partner. Exercise of Warrants On April 5, 2019, Oaktree exercised all of its remaining warrants to purchase common units . See Note 10 for a further discussion. Issuance of 2026 Notes On April 9, 2019, we issued the 2026 Notes. See Note 8 for a further discussion. Acquisitions On May 14, 2019, we entered into a definitive agreement with Mesquite Disposals Unlimited, LLC (āMesquiteā) to acquire all of its assets for approximately $892.5 million . Mesquite SWD Inc. will remain the operator of the Mesquite assets led by Mesquiteās current management team. The assets consist of a fully interconnected produced water pipeline transportation and disposal system in Eddy and Lea Counties, New Mexico, and Loving County, Texas. At closing, the Mesquite system is expected to have 35 saltwater disposal wells in total. The transaction is subject to certain regulatory and other customary closing conditions and is expected to close in July 2019. On April 10, 2019, we acquired one saltwater disposal facility (including three saltwater disposal wells) for total consideration of approximately $53.0 million . On April 3, 2019, we acquired land and two saltwater disposal wells for total consideration of approximately $13.0 million . Dispositions On January 3, 2020, we completed the sale of our Mid-Con business. The business was sold to a third-party whom purchased the inventory and open derivative positions and assumed the Partnershipās obligations under certain system storage agreements. The Partnership retained all of the outstanding accounts receivable and accounts payable balances associated with this business that related to transactions prior to the closing date. To facilitate the assignment of the system storage agreements, the Partnership paid $6.3 million . See Note 1 and Note 17 for a further discussion of the transaction. On January 31, 2020, we paid Trajectory $41.7 million , which includes interest charges through the date of payment, related to the final working capital adjustment for the sale of TPSL. See Note 1 and Note 17 for a further discussion of the transaction. |
Consolidating Guarantor and Non
Consolidating Guarantor and Non-Guarantor Financial Information | 12 Months Ended |
Mar. 31, 2019 | |
Consolidating Guarantor and Non-Guarantor Financial Information [Abstract] | |
Consolidating Guarantor and Non-Guarantor Financial Information | Consolidating Guarantor and Non-Guarantor Financial Information Certain of our wholly owned subsidiaries have, jointly and severally, fully and unconditionally guaranteed the Senior Unsecured Notes (see Note 8 ). Pursuant to Rule 3-10 of Regulation S-X, we have presented in columnar format the consolidating financial information for NGL Energy Partners LP (Parent), NGL Energy Finance Corp., the guarantor subsidiaries on a combined basis, and the non-guarantor subsidiaries on a combined basis in the tables below. NGL Energy Partners LP and NGL Energy Finance Corp. are co-issuers of the Senior 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 consolidating financial information is presented on a legal entity basis, (ii) investments in consolidated subsidiaries are accounted for as equity method investments, and (iii) contributions, distributions, and advances to (from) consolidated entities are reported on a net basis within net changes in advances with consolidated entities in the consolidating statement of cash flow tables below. As discussed further in Note 1 and Note 17 , certain assets and liabilities related to Mid-Con and Gas Blending and the assets and liabilities related to TPSL have been classified as held for sale within our March 31, 2019 and 2018 consolidated balance sheets. In addition, the assets and liabilities related to our former Retail Propane segment have been classified as held for sale within our March 31, 2018 consolidated balance sheet. The results of operations and cash flows related to Mid-Con, Gas Blending, TPSL and our former 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 consolidated statements of operations and consolidated statements of cash flows. Consolidating Balance Sheet (in Thousands) March 31, 2019 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 12,798 $ ā $ 3,728 $ 2,046 $ ā $ 18,572 Accounts receivable-trade, net of allowance for doubtful accounts ā ā 996,192 2,011 ā 998,203 Accounts receivable-affiliates ā ā 12,867 ā ā 12,867 Inventories ā ā 135,094 1,034 ā 136,128 Prepaid expenses and other current assets ā ā 65,443 475 ā 65,918 Assets held for sale ā ā 580,985 ā ā 580,985 Total current assets 12,798 ā 1,794,309 5,566 ā 1,812,673 PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation ā ā 1,620,084 208,856 ā 1,828,940 GOODWILL ā ā 1,105,281 5,175 ā 1,110,456 INTANGIBLE ASSETS, net of accumulated amortization ā ā 725,542 75,347 ā 800,889 INVESTMENTS IN UNCONSOLIDATED ENTITIES ā ā 1,127 ā ā 1,127 NET INTERCOMPANY RECEIVABLES (PAYABLES) 862,186 ā (808,610 ) (53,576 ) ā ā INVESTMENTS IN CONSOLIDATED SUBSIDIARIES 2,503,848 ā 170,690 ā (2,674,538 ) ā OTHER NONCURRENT ASSETS ā ā 113,857 ā ā 113,857 ASSETS HELD FOR SALE ā ā 234,551 ā ā 234,551 Total assets $ 3,378,832 $ ā $ 4,956,831 $ 241,368 $ (2,674,538 ) $ 5,902,493 LIABILITIES AND EQUITY CURRENT LIABILITIES: Accounts payable-trade $ ā $ ā $ 872,122 $ 6,941 $ ā $ 879,063 Accounts payable-affiliates 1 ā 28,468 ā ā 28,469 Accrued expenses and other payables 25,497 ā 80,765 1,497 ā 107,759 Advance payments received from customers ā ā 7,550 911 ā 8,461 Current maturities of long-term debt ā ā 648 ā ā 648 Liabilities held for sale ā ā 226,753 ā ā 226,753 Total current liabilities 25,498 ā 1,216,306 9,349 ā 1,251,153 LONG-TERM DEBT, net of debt issuance costs and current maturities 984,450 ā 1,175,683 ā ā 2,160,133 OTHER NONCURRENT LIABILITIES ā ā 60,961 2,581 ā 63,542 NONCURRENT LIABILITIES HELD FOR SALE ā ā 33 ā ā 33 CLASS A 10.75% CONVERTIBLE PREFERRED UNITS 149,814 ā ā ā ā 149,814 EQUITY: Partnersā equity 2,219,070 ā 2,503,848 229,693 (2,733,286 ) 2,219,325 Accumulated other comprehensive loss ā ā ā (255 ) ā (255 ) Noncontrolling interests ā ā ā ā 58,748 58,748 Total equity 2,219,070 ā 2,503,848 229,438 (2,674,538 ) 2,277,818 Total liabilities and equity $ 3,378,832 $ ā $ 4,956,831 $ 241,368 $ (2,674,538 ) $ 5,902,493 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 $ ā $ 3,329 $ 1,850 $ ā $ 22,094 Accounts receivable-trade, net of allowance for doubtful accounts ā ā 815,404 5,148 ā 820,552 Accounts receivable-affiliates ā ā 4,772 ā ā 4,772 Inventories ā ā 161,324 325 ā 161,649 Prepaid expenses and other current assets ā ā 81,589 431 ā 82,020 Assets held for sale ā ā 681,867 26,804 ā 708,671 Total current assets 16,915 ā 1,748,285 34,558 ā 1,799,758 PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation ā ā 1,365,174 147,112 ā 1,512,286 GOODWILL ā ā 1,093,270 77,260 ā 1,170,530 INTANGIBLE ASSETS, net of accumulated amortization ā ā 691,382 83,705 ā 775,087 INVESTMENTS IN UNCONSOLIDATED ENTITIES ā ā 17,236 ā ā 17,236 NET INTERCOMPANY RECEIVABLES (PAYABLES) 2,110,940 ā (2,121,741 ) 10,801 ā ā INVESTMENTS IN CONSOLIDATED SUBSIDIARIES 1,703,327 ā 244,109 ā (1,947,436 ) ā LOAN RECEIVABLE-AFFILIATE ā ā 1,200 ā ā 1,200 OTHER NONCURRENT ASSETS ā ā 202,954 ā ā 202,954 ASSETS HELD FOR SALE ā ā 672,071 ā ā 672,071 Total assets $ 3,831,182 $ ā $ 3,913,940 $ 353,436 $ (1,947,436 ) $ 6,151,122 LIABILITIES AND EQUITY CURRENT LIABILITIES: Accounts payable-trade $ ā $ ā $ 778,965 $ 2,232 $ ā $ 781,197 Accounts payable-affiliates 1 ā 1,253 ā ā 1,254 Accrued expenses and other payables 41,104 ā 94,853 1,285 ā 137,242 Advance payments received from customers ā ā 4,022 3,867 ā 7,889 Current maturities of long-term debt ā ā 646 ā ā 646 Liabilities held for sale ā ā 175,640 12,514 ā 188,154 Total current liabilities 41,105 ā 1,055,379 19,898 ā 1,116,382 LONG-TERM DEBT, net of debt issuance costs and current maturities 1,704,909 ā 974,831 ā ā 2,679,740 OTHER NONCURRENT LIABILITIES ā ā 167,398 5,926 ā 173,324 NONCURRENT LIABILITIES HELD FOR SALE ā ā 3,078 ā ā 3,078 CLASS A 10.75% CONVERTIBLE PREFERRED UNITS 82,576 ā ā ā ā 82,576 REDEEMABLE NONCONTROLLING INTEREST HELD FOR SALE ā ā 9,927 ā ā 9,927 EQUITY: Partnersā equity 2,002,592 ā 1,704,896 327,858 (2,030,939 ) 2,004,407 Accumulated other comprehensive loss ā ā (1,569 ) (246 ) ā (1,815 ) Noncontrolling interests ā ā ā ā 83,503 83,503 Total equity 2,002,592 ā 1,703,327 327,612 (1,947,436 ) 2,086,095 Total liabilities and equity $ 3,831,182 $ ā $ 3,913,940 $ 353,436 $ (1,947,436 ) $ 6,151,122 Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2019 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ ā $ ā $ 8,665,597 $ 27,542 $ (3,982 ) $ 8,689,157 COST OF SALES ā ā 7,986,019 1,024 (3,982 ) 7,983,061 OPERATING COSTS AND EXPENSES: Operating ā ā 217,597 13,468 ā 231,065 General and administrative ā ā 106,595 812 ā 107,407 Depreciation and amortization ā ā 201,513 10,460 ā 211,973 (Gain) loss on disposal or impairment of assets, net ā ā (31,924 ) 66,220 ā 34,296 Revaluation of liabilities ā ā (5,373 ) ā ā (5,373 ) Operating Income (Loss) ā ā 191,170 (64,442 ) ā 126,728 OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities ā ā 2,533 ā ā 2,533 Interest expense (104,716 ) ā (60,008 ) (46 ) 45 (164,725 ) Loss on early extinguishment of liabilities, net (12,340 ) ā ā ā ā (12,340 ) Other expense, net ā ā (30,187 ) ā (231 ) (30,418 ) (Loss) Income From Continuing Operations Before Income Taxes (117,056 ) ā 103,508 (64,488 ) (186 ) (78,222 ) INCOME TAX EXPENSE ā ā (1,233 ) ā ā (1,233 ) EQUITY IN NET INCOME (LOSS) FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES 477,103 ā (44,865 ) ā (432,238 ) ā Income (Loss) From Continuing Operations 360,047 ā 57,410 (64,488 ) (432,424 ) (79,455 ) Income (Loss) From Discontinued Operations, Net of Tax ā ā 419,693 (1,029 ) 186 418,850 Net Income (Loss) 360,047 ā 477,103 (65,517 ) (432,238 ) 339,395 LESS: NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS 20,206 20,206 LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS 446 446 NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNER LP $ 360,047 $ ā $ 477,103 $ (65,517 ) $ (411,586 ) $ 360,047 Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ ā $ ā $ 6,935,485 $ 19,954 $ (1,492 ) $ 6,953,947 COST OF SALES ā ā 6,263,562 1,491 (1,492 ) 6,263,561 OPERATING COSTS AND EXPENSES: Operating ā ā 186,056 7,020 ā 193,076 General and administrative ā ā 97,402 577 ā 97,979 Depreciation and amortization ā ā 197,497 10,901 ā 208,398 (Gain) loss on disposal or impairment of assets, net ā ā (133,993 ) 116,875 ā (17,118 ) Revaluation of liabilities ā ā 20,124 592 ā 20,716 Operating Income (Loss) ā ā 304,837 (117,502 ) ā 187,335 OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities ā ā 7,539 ā ā 7,539 Interest expense (142,159 ) ā (56,989 ) (46 ) 45 (199,149 ) Loss on early extinguishment of liabilities, net (23,201 ) ā ā ā ā (23,201 ) Other income, net ā ā 7,152 19 (819 ) 6,352 (Loss) Income From Continuing Operations Before Income Taxes (165,360 ) ā 262,539 (117,529 ) (774 ) (21,124 ) INCOME TAX EXPENSE ā ā (1,353 ) ā ā (1,353 ) EQUITY IN NET INCOME (LOSS) FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES 94,485 ā (116,224 ) ā 21,739 ā (Loss) Income From Continuing Operations (70,875 ) ā 144,962 (117,529 ) 20,965 (22,477 ) (Loss) Income From Discontinued Operations, Net of Tax ā ā (50,477 ) 2,575 774 (47,128 ) Net (Loss) Income (70,875 ) ā 94,485 (114,954 ) 21,739 (69,605 ) LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (240 ) (240 ) LESS: NET INCOME ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS (1,030 ) (1,030 ) NET (LOSS) INCOME ATTRIBUTABLE TO NGL ENERGY PARTNER LP $ (70,875 ) $ ā $ 94,485 $ (114,954 ) $ 20,469 $ (70,875 ) Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ ā $ ā $ 5,197,416 $ 19,639 $ (790 ) $ 5,216,265 COST OF SALES ā ā 4,738,820 533 (790 ) 4,738,563 OPERATING COSTS AND EXPENSES: Operating ā ā 166,519 6,527 ā 173,046 General and administrative ā ā 100,436 403 ā 100,839 Depreciation and amortization ā ā 172,172 7,441 ā 179,613 Gain on disposal or impairment of assets, net ā ā (208,982 ) ā ā (208,982 ) Revaluation of liabilities ā ā 6,305 412 ā 6,717 Operating Income ā ā 222,146 4,323 ā 226,469 OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities ā ā 3,830 ā ā 3,830 Revaluation of investments ā ā (14,365 ) ā ā (14,365 ) Interest expense (91,259 ) ā (58,214 ) (174 ) 46 (149,601 ) Gain on early extinguishment of liabilities, net 8,507 ā 16,220 ā ā 24,727 Other income, net ā ā 27,013 ā (593 ) 26,420 (Loss) Income From Continuing Operations Before Income Taxes (82,752 ) ā 196,630 4,149 (547 ) 117,480 INCOME TAX EXPENSE ā ā (1,933 ) ā ā (1,933 ) EQUITY IN NET INCOME (LOSS) FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES 219,794 ā (1,336 ) ā (218,458 ) ā Income From Continuing Operations 137,042 ā 193,361 4,149 (219,005 ) 115,547 Income From Discontinued Operations, Net of Tax ā ā 26,433 1,347 547 28,327 Net Income 137,042 ā 219,794 5,496 (218,458 ) 143,874 LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (6,832 ) (6,832 ) NET INCOME ATTRIBUTABLE TO NGL ENERGY PARTNER LP $ 137,042 $ ā $ 219,794 $ 5,496 $ (225,290 ) $ 137,042 Consolidating Statements of Comprehensive Income (Loss) (in Thousands) Year Ended March 31, 2019 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net income (loss) $ 360,047 $ ā $ 477,103 $ (65,517 ) $ (432,238 ) $ 339,395 Other comprehensive (los s) income ā ā (18 ) 9 ā (9 ) Comprehensive income (loss) $ 360,047 $ ā $ 477,085 $ (65,508 ) $ (432,238 ) $ 339,386 Year Ended March 31, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net (loss) income $ (70,875 ) $ ā $ 94,485 $ (114,954 ) $ 21,739 $ (69,605 ) Other comprehensive income (loss) ā ā 58 (45 ) ā 13 Comprehensive (loss) income $ (70,875 ) $ ā $ 94,543 $ (114,999 ) $ 21,739 $ (69,592 ) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net income $ 137,042 $ ā $ 219,794 $ 5,496 $ (218,458 ) $ 143,874 Other comprehensive loss ā ā (1,626 ) (45 ) ā (1,671 ) Comprehensive income $ 137,042 $ ā $ 218,168 $ 5,451 $ (218,458 ) $ 142,203 Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2019 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Adjustments Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities-continuing operations $ (116,033 ) $ ā $ 295,293 $ (27,551 ) $ (186 ) $ 151,523 Net cash provided by operating activities-discontinued operations ā ā 182,506 3,221 ā 185,727 Net cash (used in) provided by operating activities (116,033 ) ā 477,799 (24,330 ) (186 ) 337,250 INVESTING ACTIVITIES: Capital expenditures ā ā (414,522 ) (41,064 ) ā (455,586 ) Acquisitions, net of cash acquired ā ā (296,687 ) (3,927 ) ā (300,614 ) Net settlements of commodity derivatives ā ā (10,173 ) ā ā (10,173 ) Proceeds from sales of assets ā ā 16,177 ā ā 16,177 Proceeds from divestitures of businesses and investments, net ā ā 335,809 ā ā 335,809 Investments in unconsolidated entities ā ā (389 ) ā ā (389 ) Distributions of capital from unconsolidated entities ā ā 1,440 ā ā 1,440 Repayments on loan for natural gas liquids facility ā ā 10,336 ā ā 10,336 Loan to affiliate ā ā (1,515 ) ā ā (1,515 ) Net cash used in investing activities-continuing operations ā ā (359,524 ) (44,991 ) ā (404,515 ) Net cash provided by investing activities-discontinued operations ā ā 851,006 6,982 ā 857,988 Net cash provided by (used in) investing activities ā ā 491,482 (38,009 ) ā 453,473 FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities ā ā 4,098,500 ā ā 4,098,500 Payments on revolving credit facilities ā ā (3,897,000 ) ā ā (3,897,000 ) Repayment and repurchase of senior secured and senior unsecured notes (737,058 ) ā ā ā ā (737,058 ) Payments on other long-term debt ā ā (653 ) ā ā (653 ) Debt issuance costs (30 ) ā (1,353 ) ā ā (1,383 ) Contributions from noncontrolling interest owners, net ā ā ā 169 ā 169 Distributions to general and common unit partners and preferred unitholders (236,633 ) ā ā ā ā (236,633 ) Repurchase of warrants (14,988 ) ā ā ā ā (14,988 ) Common unit repurchases and cancellations (297 ) ā ā ā ā (297 ) Payments for settlement and early extinguishment of liabilities ā ā (4,577 ) ā ā (4,577 ) Net changes in advances with consolidated entities 1,100,922 ā (1,163,504 ) 62,396 186 ā Net cash provided by (used in) financing activities-continuing operations 111,916 ā (968,587 ) 62,565 186 (793,920 ) Net cash used in financing activities-discontinued operations ā ā (295 ) (30 ) ā (325 ) Net cash provided by (used in) financing activities 111,916 ā (968,882 ) 62,535 186 (794,245 ) Net (decrease) increase in cash and cash equivalents (4,117 ) ā 399 196 ā (3,522 ) Cash and cash equivalents, beginning of period 16,915 ā 3,329 1,850 ā 22,094 Cash and cash equivalents, end of period $ 12,798 $ ā $ 3,728 $ 2,046 $ ā $ 18,572 Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Adjustments Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities-continuing operations $ (141,967 ) $ ā $ 433,678 $ 9,411 $ (774 ) $ 300,348 Net cash (used in) provided by operating activities-discontinued operations ā ā (165,862 ) 3,481 ā (162,381 ) Net cash (used in) provided by operating activities (141,967 ) ā 267,816 12,892 (774 ) 137,967 INVESTING ACTIVITIES: Capital expenditures ā ā (130,760 ) (3,001 ) ā (133,761 ) Acquisitions, net of cash acquired ā ā 3,100 (22,997 ) ā (19,897 ) Net settlements of commodity derivatives ā ā (39,113 ) ā ā (39,113 ) Proceeds from sales of assets ā ā 33,844 ā ā 33,844 Proceeds from divestitures of businesses and investments, net ā ā 292,112 37,668 ā 329,780 Transaction with Victory Propane (Note 13) ā ā (6,424 ) ā ā (6,424 ) Investments in unconsolidated entities ā ā (21,465 ) ā ā (21,465 ) Distributions of capital from unconsolidated entities ā ā 11,969 ā ā 11,969 Repayments on loan for natural gas liquids facility ā ā 10,052 ā ā 10,052 Loan to affiliate ā ā (2,510 ) ā ā (2,510 ) Repayments on loan to affiliate ā ā 4,160 ā ā 4,160 Net cash provided by investing activities-continuing operations ā ā 154,965 11,670 ā 166,635 Net cash provided by (used in) investing activities-discontinued operations ā ā 104,666 (719 ) ā 103,947 Net cash provided by investing activities ā ā 259,631 10,951 ā 270,582 FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities ā ā 2,434,500 ā ā 2,434,500 Payments on revolving credit facilities ā ā (2,279,500 ) ā ā (2,279,500 ) Repayment and repurchase of senior secured and senior unsecured notes (486,699 ) ā ā ā ā (486,699 ) Payments on other long-term debt ā ā (877 ) ā ā (877 ) Debt issuance costs (692 ) ā (2,008 ) ā ā (2,700 ) Contributions from noncontrolling interest owners, net ā ā ā 23 ā 23 Distributions to general and common unit partners and preferred unitholders (225,067 ) ā ā ā ā (225,067 ) Distributions to noncontrolling interest owners ā ā ā (3,082 ) ā (3,082 ) Proceeds from sale of preferred units, net of offering costs 202,731 ā ā ā ā 202,731 Repurchase of warrants (10,549 ) ā ā ā ā (10,549 ) Common unit repurchases and cancellations (15,817 ) ā ā ā ā (15,817 ) Payments for settlement and early extinguishment of liabilities ā ā (3,408 ) ā ā (3,408 ) Net changes in advances with consolidated entities 688,718 ā (669,452 ) (20,040 ) 774 ā Net cash provided by (used in) financing activities-continuing operations 152,625 ā (520,745 ) (23,099 ) 774 (390,445 ) Net cash used in financing activities-discontinued operations ā ā (3,446 ) (390 ) ā (3,836 ) Net cash provided by (used in) financing activities 152,625 ā (524,191 ) (23,489 ) 774 (394,281 ) Net increase in cash and cash equivalents 10,658 ā 3,256 354 ā 14,268 Cash and cash equivalents, beginning of period 6,257 ā 73 1,496 ā 7,826 Cash and cash equivalents, end of period $ 16,915 $ ā $ 3,329 $ 1,850 $ ā $ 22,094 Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Adjustments Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities-continuing operations $ (749,250 ) $ ā $ 750,978 $ 16,675 $ (547 ) $ 17,856 Net cash (used in) provided by operating activities-discontinued operations ā ā (47,923 ) 5,029 ā (42,894 ) Net cash (used in) provided by operating activities (749,250 ) ā 703,055 21,704 (547 ) (25,038 ) INVESTING ACTIVITIES: Capital expenditures ā ā (296,395 ) (6,367 ) ā (302,762 ) Acquisitions, net of cash acquired ā ā (41,928 ) ā ā (41,928 ) Net settlements of commodity derivatives ā ā 9,648 ā ā 9,648 Proceeds from sales of assets ā ā 28,232 ā ā 28,232 Proceeds from divestitures of businesses and investments, net ā ā 112,370 22,000 ā 134,370 Investments in unconsolidated entities ā ā (2,105 ) ā ā (2,105 ) Distributions of capital from unconsolidated entities ā ā 9,692 ā ā 9,692 Repayments on loan for natural gas liquids facility ā ā 8,916 ā ā 8,916 Loan to affiliate ā ā (3,200 ) ā ā (3,200 ) Repayments on loan to affiliate ā ā 655 ā ā 655 Payment to terminate development agreement ā ā (16,875 ) ā ā (16,875 ) Net cash (used in) provided by investing activities-continuing operations ā ā (190,990 ) 15,633 ā (175,357 ) Net cash used in investing activities-discontinued operations ā ā (175,371 ) (12,398 ) ā (187,769 ) Net cash (used in) provided by investing activities ā ā (366,361 ) 3,235 ā (363,126 ) FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities ā ā 1,700,000 ā ā 1,700,000 Payments on revolving credit facilities ā ā (2,733,500 ) ā ā (2,733,500 ) Issuance of senior unsecured notes 1,200,000 ā ā ā ā 1,200,000 Repayment and repurchase of senior secured and senior unsecured notes (21,193 ) ā ā ā ā (21,193 ) Payments on other long-term debt ā ā (46,153 ) ā ā (46,153 ) Debt issuance costs (21,868 ) ā (11,690 ) ā ā (33,558 ) Contributions from general partner 49 ā ā ā ā 49 Contributions from noncontrolling interest owners, net ā ā ā 672 ā 672 Distributions to general and common unit partners and preferred unitholders (181,581 ) ā ā ā ā (181,581 ) Distributions to noncontrolling interest owners ā ā ā (3,292 ) ā (3,292 ) Proceeds from sale of preferred units, net of offering costs 234,975 ā ā ā ā 234,975 Proceeds from sale of common units, net of offering costs 287,136 ā ā ā ā 287,136 Payments for settlement and early extinguishment of liabilities ā ā (28,468 ) ā ā (28,468 ) Net changes in advances with consolidated entities (767,760 ) ā 788,334 (21,121 ) 547 ā Net cash provided by (used in) financing activities-continuing operations 729,758 ā (331,477 ) (23,741 ) 547 375,087 Net cash used in financing activities-discontinued operations ā ā (3,443 ) (190 ) ā (3,633 ) Net cash provided by (used in) financing activities 729,758 ā (334,920 ) (23,931 ) 547 371,454 Net (decrease) increase in cash and cash equivalents (19,492 ) ā 1,774 1,008 ā (16,710 ) Cash and cash equivalents, beginning of period 25,749 ā (1,701 ) 488 ā 24,536 Cash and cash equivalents, end of period $ 6,257 $ ā $ 73 $ 1,496 $ ā $ 7,826 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Our consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States (āGAAPā). The accompanying consolidated financial statements include our accounts and those of our controlled subsidiaries. Intercompany transactions and account balances have been eliminated in consolidation. Investments we 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 consolidated financial statements. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amount of assets and liabilities reported at the date of the consolidated financial statements and the amount of revenues and expenses reported during the periods presented. Critical estimates we make in the preparation of our consolidated financial statements include, among others, determining the fair value of assets and liabilities acquired in acquisitions, 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: ā¢ Level 1: Quoted prices in active markets for identical assets and liabilities that we have the ability to access at the measurement date. ā¢ 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. ā¢ Level 3: Unobservable inputs for the asset or liability including situations where there is little, if any, market activity for the asset or liability. The fair value hierarchy gives the highest priority to quoted prices in active markets (Level 1) and the lowest priority to unobservable inputs (Level 3). In some cases, the inputs used to measure fair value might fall into different levels of the fair value hierarchy. The lowest level input that is significant to a fair value measurement determines the applicable level in the fair value hierarchy. Assessing the significance of a particular input to a fair value measurement requires judgment, considering factors specific to the asset or liability. |
Derivative Financial Instruments | Derivative Financial Instruments We record all derivative financial instrument contracts at fair value in our consolidated balance sheets except for certain physical contracts that qualify for the normal purchase and normal sale election . Under this accounting policy election, we do not record the physical 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 physical contracts that do not qualify as normal purchases and normal sales and settlements (whether cash transactions or non-cash mark-to-market adjustments) are reported either within revenue (for sales contracts) or cost of sales (for purchase contracts) in our consolidated statements of operations, regardless of whether the contract is physically or financially settled. We utilize various commodity derivative financial instrument contracts to attempt to reduce our exposure to price fluctuations. We do not enter into such contracts for trading purposes. Changes in assets and liabilities from commodity derivative financial instruments result primarily from changes in market prices, newly originated transactions, and the timing of settlements and are reported within cost of sales on the consolidated statements of operations, along with related 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. |
Cost of Sales | Cost of Sales We include all costs we incur to acquire products, including the costs of purchasing, terminaling, and transporting inventory, prior to delivery to our customers, in cost of sales. Cost of sales excludes depreciation of our property, plant and equipment. |
Depreciation and Amortization | Depreciation and Amortization Depreciation and amortization in our consolidated statements of operations includes all depreciation of our property, plant and equipment and amortization of intangible assets other than debt issuance costs, for which the amortization is recorded to interest expense, and certain contract-based intangible assets, for which the amortization is recorded to cost of sales. |
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 partnerās basis in the Partnership. We have certain taxable corporate subsidiaries in the United States and Canada, and our operations in Texas are subject to a state franchise tax that is calculated based on revenues net of cost of sales. Our fiscal years 2015 to 2018 generally remain subject to examination by federal, state, and Canadian tax authorities. We utilize the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply in the years in which these temporary differences are expected to be recovered or settled. Changes in tax rates are recognized in income in the period that includes the enactment date. A publicly traded partnership is required to generate at least 90% of its gross income (as defined for federal income tax purposes) from certain qualifying sources. Income generated by our taxable corporate subsidiaries is excluded from this qualifying income calculation. Although we routinely generate income outside of our corporate subsidiaries that is non-qualifying, we believe that at least 90% of our gross income has been qualifying income for each of the calendar years since our IPO. During the year ended March 31, 2019 , we recognized a deferred tax liability of $16.3 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 benefit recorded for the year ended March 31, 2019 is $1.5 million with an effective tax rate of 31% . The deferred tax liability is $14.8 million at March 31, 2019 and is included within other noncurrent liabilities in our consolidated balance sheet. We evaluate uncertain tax positions for recognition and measurement in the consolidated financial statements. To recognize a tax position, we determine whether it is more likely than not that the tax position will be sustained upon examination, including resolution of any related appeals or litigation, based on the technical merits of the position. A tax position that meets the more likely than not threshold is measured to determine the amount of benefit to be recognized in the consolidated financial statements. We had no material uncertain tax positions that required recognition in our consolidated financial statements at March 31, 2019 or 2018 . |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash on hand, demand and time deposits, and funds invested in highly liquid instruments with maturities of three months or less at the date of purchase. At times, certain account balances may exceed federally insured limits. |
Accounts Receivable and Concentration of Credit Risk | Accounts Receivable and Concentration of Credit Risk We operate in the United States and Canada. We grant unsecured credit to customers under normal industry standards and terms, and have established policies and procedures that allow for an evaluation of each customerās creditworthiness as well as general economic conditions. The allowance for doubtful accounts is based on our assessment of the collectibility of customer accounts, which assessment considers the overall creditworthiness of customers and any specific disputes. Accounts receivable are considered past due or delinquent based on contractual terms. We write off accounts receivable against the allowance for doubtful accounts when collection efforts have been exhausted. We execute netting agreements with certain customers to mitigate our credit risk. Receivables and payables are reflected at a net balance to the extent a netting agreement is in place and we intend to settle on a net basis. |
Inventories | Inventories 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 consolidated balance sheets; instead, our ownership interests are reported within investments in unconsolidated entities on our consolidated balance sheets. Under the equity method, the investment is recorded at acquisition cost, increased by our proportionate share of any earnings and additional capital contributions and decreased by our proportionate share of any losses, distributions paid, and amortization of any excess investment. Excess investment is the amount by which our total investment exceeds our proportionate share of the net assets of the investee. We consider distributions received from unconsolidated entities which do not exceed cumulative equity in earnings subsequent to the date of investment to be a return on investment and are classified as operating activities in our consolidated statements of cash flows. We consider distributions received from unconsolidated entities in excess of cumulative equity in earnings subsequent to the date of investment to be a return of investment and are classified as investing activities in our consolidated statements of cash flows. |
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 |
Property, Plant and Equipment | Property, Plant and Equipment We record property, plant and equipment at cost, less accumulated depreciation. Acquisitions and improvements are capitalized, and maintenance and repairs are expensed as incurred. As we dispose of assets, we remove the cost and related accumulated depreciation from the accounts, and any resulting gain or loss is included within loss (gain) on disposal or impairment of assets, net . We compute depreciation expense of our property, plant and equipment using the straight-line method over the estimated useful lives of the assets (see Note 5 ). |
Intangible Assets | Intangible Assets Our intangible assets include contracts and arrangements acquired in business combinations, including customer relationships, customer commitments, pipeline capacity rights, rights-of-way and easements, water rights, executory contracts and other agreements, covenants not to compete, and trade names. In addition, we capitalize certain debt issuance costs associated with the revolving credit facilities. We amortize the majority of our intangible assets on a straight-line basis over the estimated useful lives of the assets (see Note 7 ). We amortize debt issuance costs over the terms of the related debt using a method that approximates the effective interest method. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets We evaluate the carrying value of our long-lived assets (property, plant and equipment and amortizable intangible assets) for potential impairment when events and circumstances warrant such a review. A long-lived asset group is considered impaired when the anticipated undiscounted future cash flows from the use and eventual disposition of the asset group is less than its carrying value. In that event, we recognize a loss equal to the amount by which the carrying value exceeds the fair value of the asset group. When we cease to use an acquired trade name, we test the trade name for impairment using the relief from royalty method and we begin amortizing the trade name over its estimated useful life as a defensive asset. See Note 5 and Note 7 for a further discussion of long-lived asset impairments recognized in the consolidated statements of operations. We evaluate our equity method investments for impairment when we believe the current fair value may be less than the carrying amount and record an impairment if we believe the decline in value is other than temporary. |
Goodwill | Goodwill Goodwill represents the excess of the consideration paid for the acquired businesses over the fair value of the individual assets acquired, net of liabilities assumed. Business combinations are accounted for using the āacquisition methodā (see Note 4 ). We expect that all of our goodwill at March 31, 2019 is deductible for federal income tax purposes. Goodwill and indefinite-lived intangible assets are not amortized, but instead are evaluated for impairment at least annually. We perform our annual assessment of impairment during the fourth quarter of our fiscal year, and more frequently if circumstances warrant. To perform this assessment, we first consider qualitative factors to determine whether it is more likely than not that the fair value of each reporting unit exceeds its carrying amount. If we conclude that it is more likely than not that the fair value of a reporting unit does not exceed its carrying amount, we calculate the fair value for the reporting unit and compare the amount to its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered impaired. If the carrying amount of a reporting unit exceeds its fair value, goodwill is considered to be impaired and the goodwill balance is reduced by the difference between the fair value and carrying amount of the reporting unit. Estimates and assumptions used to perform the impairment evaluation are inherently uncertain and can significantly affect the outcome of the analysis. The estimates and assumptions we used in the annual goodwill impairment assessment included market participant considerations and future forecasted operating results. Changes in operating results and other assumptions could materially affect these estimates. See Note 6 for a further discussion and analysis of our goodwill impairment assessment. |
Product Exchanges | Product Exchanges Quantities of products receivable or returnable under exchange agreements are reported within prepaid expenses and other current assets and within accrued expenses and other payables in our consolidated balance sheets. We estimate the value of product exchange assets and liabilities based on the weighted-average cost basis of the inventory we have delivered or will deliver on the exchange, plus or minus location differentials. Product exchanges related to TPSL have been classified as current assets and current liabilities held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, product exchanges related to our former Retail Propane segment have been classified as current assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). |
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 holderās proportionate share of the subsidiariesā earnings or losses each period and any distributions that are paid. Noncontrolling interests are reported as a component of equity, unless the noncontrolling interest is considered redeemable, in which case the noncontrolling interest is recorded between liabilities and equity (mezzanine or temporary equity) in our consolidated balance sheet. 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 classified as held for sale in our March 31, 2018 consolidated balance sheet (see Note 17 |
Acquisitions | Acquisitions To determine if a transaction should be accounted for as a business combination or an acquisition of assets, we first calculate the relative fair values of the assets acquired. If substantially all of the relative fair value is concentrated in a single asset or group of similar assets, or if not but the transaction does not include a significant process (does not meet the definition of a business), we record the transaction as an acquisition of assets. For acquisitions of assets, the purchase price is allocated based on the relative fair values. For an acquisition of assets, goodwill is not recorded. All other transactions are recorded as business combinations. We record the assets acquired and liabilities assumed in a business combination at their acquisition date fair values. For a business combination, the excess of the purchase price over the net fair value of acquired assets and assumed liabilities is recorded as goodwill, which is not amortized but instead is evaluated for impairment at least annually (as described above). 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 (āFASBā) issued Accounting Standards Update (āASUā) No. 2016-13, āFinancial Instruments-Credit Losses.ā 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 ASC 842, āLeases.ā This will replace previous lease accounting guidance in GAAP. The new guidance requires the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases. It also retains a distinction between finance leases and operating leases. This guidance is effective for the Partnership beginning April 1, 2019. We evaluated 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 ASC 842. Based on our current population of leases, we expect the impact of ASC 842 to increase our assets and liabilities by between $533 million and $563 million due to the recognition of right-of-use assets and lease liabilities. We elected 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 ASC 606, āRevenue from Contracts with Customers,ā using a modified retrospective approach of adoption. ASC 606 supersedes previous revenue recognition requirements in Topic 605, āRevenue Recognition,ā 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, ASC 606 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 ASC 606 on our consolidated financial statements and our revenue recognition policies. On April 1, 2018, we adopted ASU No. 2016-01, āRecognition and Measurement of Financial Assets and Financial Liabilities.ā 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 partnersā equity. |
Equity (Policies)
Equity (Policies) | 12 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Forfeitures | On April 1, 2017, we made an accounting policy election to account for actual forfeitures, rather than estimate forfeitures each period (as previously required). As a result, the cumulative effect adjustment, which represents the differential between the amount of compensation expense previously recorded and the amount that would have been recorded without assuming forfeitures, had no impact on our consolidated financial statements. |
Service Awards | Service Awards are valued at the average of the high/low sales 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. |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Policies) | 12 Months Ended |
Mar. 31, 2019 | |
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 contractās 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 ASC 606 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 March 31, 2019 . The majority of our revenue agreements are within scope under ASC 606 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. Revenue from contracts accounted for as derivatives under ASC 815 within our Refined and Renewables segment includes $4.2 million of net gains related to changes in the mark-to-market value of these arrangements recorded during the year ended March 31, 2019 . 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 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. ā¢ 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). ā¢ Tiered pricing. For contracts with tiered pricing provisions, the period in which the tiers are earned and settled (i.e. the āreset periodā) 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. ā¢ 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 āreset periodā) 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 |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of accounts receivable | Our accounts receivable consist of the following at the dates indicated: March 31, 2019 March 31, 2018 Segment Gross Allowance for Net Gross Allowance for Net (in thousands) Crude Oil Logistics $ 514,243 $ (15 ) $ 514,228 $ 404,865 $ ā $ 404,865 Water Solutions 57,526 (3,157 ) 54,369 59,958 (2,952 ) 57,006 Liquids 134,050 (177 ) 133,873 131,006 (20 ) 130,986 Refined Products and Renewables 295,984 (667 ) 295,317 228,574 (879 ) 227,695 Corporate and Other 416 ā 416 ā ā ā Total $ 1,002,219 $ (4,016 ) $ 998,203 $ 824,403 $ (3,851 ) $ 820,552 |
Schedule of changes in the allowance for doubtful accounts | Changes in the allowance for doubtful accounts are as follows for the periods indicated: Year Ended March 31, 2019 2018 2017 (in thousands) Allowance for doubtful accounts, beginning of period $ (3,851 ) $ (3,604 ) $ (5,340 ) Provision for doubtful accounts (381 ) (584 ) 739 Write off of uncollectible accounts 216 337 997 Allowance for doubtful accounts, end of period $ (4,016 ) $ (3,851 ) $ (3,604 ) Amounts in the tables above do not include accounts receivable or allowance for doubtful accounts related to TPSL, as these amounts have been classified as current assets held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the tables above do not include accounts receivable or allowance for doubtful accounts related to our former Retail Propane segment, as these amounts have been classified as current assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). |
Schedule of inventories | Inventories consist of the following at the dates indicated: March 31, 2019 2018 (in thousands) Crude oil $ 51,359 $ 77,351 Natural gas liquids: Propane 33,478 38,910 Butane 15,294 12,613 Other 7,482 6,515 Refined products and renewables: Diesel 9,186 12,752 Ethanol 14,650 5,542 Biodiesel 4,679 7,966 Total $ 136,128 $ 161,649 Amounts in the table above do not include inventory related to Mid-Con, Gas Blending and TPSL, as these amounts have been classified as current assets held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the table above do not include inventory related to our former Retail Propane segment, as these amounts have been classified as current assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). |
Schedule of investments in unconsolidated entities | Our investments in unconsolidated entities consist of the following at the dates indicated: Ownership Date Acquired March 31, Entity Segment Interest (1) or Formed 2019 2018 (in thousands) Water services company (2) Water Solutions 50% August 2018 $ 920 $ ā Natural gas liquids terminal company (3) Liquids 50% March 2019 207 ā Water treatment and disposal facility (4) Water Solutions ā% August 2015 ā 2,094 E Energy Adams, LLC (5) Refined Products and Renewables ā% December 2013 ā 15,142 Victory Propane (6) Corporate and Other ā% April 2015 ā ā Total $ 1,127 $ 17,236 (1) Ownership interest percentages are at March 31, 2019 . (2) 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. (3) This is an investment in an unincorporated joint venture that we acquired as part of an acquisition in March 2019. See Note 4 for a further discussion. (4) This is an investment in an unincorporated joint venture. On February 28, 2019, we sold this investment as part of the sale of our South Pecos water disposal business. See Note 16 for a further discussion. (5) 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 year ended March 31, 2019 within loss (gain) on disposal or impairment of assets, net in our consolidated statement of operations. (6) On August 14, 2018, we sold our previously held 50% interest in Victory Propane. See Note 13 for a further discussion. Combined summarized financial information for all of our unconsolidated entities is as follows for the dates and periods indicated: Balance sheets: March 31, 2019 2018 (in thousands) Current assets $ 1,328 $ 24,431 Noncurrent assets $ 519 $ 99,164 Current liabilities $ 178 $ 16,787 Noncurrent liabilities $ ā $ 10,620 Statements of operations: March 31, 2019 2018 2017 (in thousands) Revenues $ 21,036 $ 182,820 $ 180,632 Cost of sales $ 9,919 $ 114,890 $ 114,316 Net income $ 5,506 $ 26,438 $ 19,462 At March 31, 2019 , cumulative equity earnings and cumulative distributions of our unconsolidated entities since they were acquired were $1.9 million and $3.0 million , respectively. |
Schedule of other noncurrent assets | Other noncurrent assets consist of the following at the dates indicated: March 31, 2019 2018 (in thousands) Loan receivable (1) $ 19,474 $ 29,463 Line fill (2) 33,437 34,897 Minimum shipping fees - pipeline commitments (3) 23,494 88,757 Other 37,452 49,837 Total $ 113,857 $ 202,954 (1) Represents the noncurrent portion of a loan receivable associated with our financing of the construction of a natural gas liquids facility that is utilized by a third party and the noncurrent portion of a loan receivable with Victory Propane (see Note 13). (2) Represents minimum volumes of product we are required to leave on certain third-party owned pipelines under long-term shipment commitments. At March 31, 2019 , 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) 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 and recorded a loss within loss (gain) on disposal or impairment of assets, net . Under the remaining other contract for which we have the future benefit, we currently have 13 months in which to ship the excess volumes. Amounts in the table above do not include other noncurrent assets related to TPSL, as these amounts have been classified as noncurrent assets held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the table above do not include other noncurrent assets related to our former Retail Propane segment, as these amounts have been classified as noncurrent assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). |
Schedule of accrued expenses and other payables | Accrued expenses and other payables consist of the following at the dates indicated: March 31, 2019 2018 (in thousands) Accrued compensation and benefits $ 19,312 $ 17,778 Excise and other tax liabilities 10,481 8,279 Derivative liabilities 4,960 8,321 Accrued interest 24,882 39,947 Product exchange liabilities 5,945 1,116 Gavilon legal matter settlement (Note 9) 12,500 ā Deferred gain on sale of general partner interest in TLP (1) ā 30,113 Other 29,679 31,688 Total $ 107,759 $ 137,242 (1) See Note 15 for a discussion of the accounting for the deferred gain upon adoption of ASC 606. Amounts in the table above do not include accrued expenses and other payables related to TPSL and Mid-Con and Gas Blending derivative liabilities, as these amounts have been classified as current liabilities held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the table above do not include accrued expenses and other payables related to our former Retail Propane segment, as these amounts have been classified as current liabilities held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). |
Schedule of redeemable noncontrolling interest | The following table summarizes changes in our redeemable noncontrolling interest in our consolidated balance sheets (in thousands): Balance at March 31, 2017 $ 3,072 Net income attributable to redeemable noncontrolling interest 1,030 Redeemable noncontrolling interest valuation adjustment 5,825 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 March 31, 2019 $ ā |
Income (Loss) Per Common Unit (
Income (Loss) Per Common Unit (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
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: Year Ended March 31, 2019 2018 2017 Weighted average common units outstanding during the period: Common units - Basic 123,017,064 120,991,340 108,091,486 Effect of Dilutive Securities: Performance awards ā ā 173,087 Warrants ā ā 3,586,048 Common units - Diluted 123,017,064 120,991,340 111,850,621 For the year ended March 31, 2019 , the Service Awards (as defined herein), warrants and the Class A Preferred Units (as defined herein) were considered antidilutive. Due to the termination of the Performance Award plan (see Note 10), there were no outstanding Performance Awards (as defined herein) as of March 31, 2019. For the year ended March 31, 2018, the Service Awards, Performance Awards, warrants and Class A Preferred Units were considered antidilutive. For the year ended March 31, 2017, the Service Awards and Class A Preferred Units were considered antidilutive. |
Schedule of income (loss) per common unit | Our income (loss) per common unit is as follows for the periods indicated: Year Ended March 31, 2019 2018 2017 (in thousands, except unit and per unit amounts) (Loss) income from continuing operations $ (79,455 ) $ (22,477 ) $ 115,547 Less: Continuing operations loss (income) attributable to noncontrolling interests 20,206 (240 ) (6,832 ) Net (loss) income from continuing operations attributable to NGL Energy Partners LP (59,249 ) (22,717 ) 108,715 Less: Distributions to preferred unitholders (1) (111,936 ) (59,697 ) (30,142 ) Less: Continuing operations net loss (income) allocated to general partner (2) 32 (53 ) (204 ) Less: Repurchase of warrants (3) ā (349 ) ā Net (loss) income from continuing operations allocated to common unitholders $ (171,153 ) $ (82,816 ) $ 78,369 Income (loss) from discontinued operations, net of tax $ 418,850 $ (47,128 ) $ 28,327 Less: Discontinued operations loss (income) attributable to redeemable noncontrolling interests 446 (1,030 ) ā Less: Discontinued operations (income) loss allocated to general partner (2) (419 ) 48 (28 ) Net income (loss) from discontinued operations allocated to common unitholders $ 418,877 $ (48,110 ) $ 28,299 Net income (loss) allocated to common unitholders $ 247,724 $ (130,926 ) $ 106,668 Basic income (loss) per common unit (Loss) income from continuing operations $ (1.39 ) $ (0.68 ) $ 0.73 Income (loss) from discontinued operations, net of tax $ 3.41 $ (0.40 ) $ 0.26 Net income (loss) $ 2.01 $ (1.08 ) $ 0.99 Diluted income (loss) per common unit (Loss) income from continuing operations $ (1.39 ) $ (0.68 ) $ 0.70 Income (loss) from discontinued operations, net of tax $ 3.41 $ (0.40 ) $ 0.25 Net income (loss) $ 2.01 $ (1.08 ) $ 0.95 Basic weighted average common units outstanding 123,017,064 120,991,340 108,091,486 Diluted weighted average common units outstanding 123,017,064 120,991,340 111,850,621 (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) | 12 Months Ended |
Mar. 31, 2019 | |
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 transaction close date preliminary estimates of the fair values for the assets acquired and liabilities assumed (in thousands): Property, plant and equipment $ 7,123 Goodwill 23,570 Intangible assets 64,015 Investments in unconsolidated entities 2,060 Current liabilities (276 ) Other noncurrent liabilities (19,288 ) Fair value of net assets acquired $ 77,204 Property, plant and equipment $ 36,590 Goodwill 50,619 Intangible assets 29,287 Current liabilities (10 ) Other noncurrent liabilities (410 ) Fair value of net assets acquired $ 116,076 |
Liquids 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 transaction close date preliminary estimates of the fair values for the assets acquired and liabilities assumed (in thousands): Inventories $ 15,370 Other current assets 667 Property, plant and equipment 42,413 Goodwill 20,472 Intangible assets 26,900 Investments in unconsolidated entities 204 Current liabilities (2,128 ) Other noncurrent liabilities (524 ) Fair value of net assets acquired $ 103,374 |
Refined Products 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 transaction close date preliminary estimates of the fair values for the assets acquired and liabilities assumed (in thousands): Inventories $ 327 Other current assets 85 Property, plant and equipment 9,986 Goodwill 1,328 Intangible assets 4,600 Current liabilities (4 ) Fair value of net assets acquired $ 16,322 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | Our property, plant and equipment consists of the following at the dates indicated: Estimated March 31, Description Useful Lives 2019 2018 (in years) (in thousands) Natural gas liquids terminal and storage assets 2 - 30 $ 280,106 $ 238,487 Pipeline and related facilities 30 - 40 243,799 243,616 Vehicles and railcars 3 - 25 124,948 121,159 Water treatment facilities and equipment 3 - 30 704,666 601,139 Crude oil tanks and related equipment 2 - 30 225,476 218,588 Barges and towboats 5 - 30 103,735 92,712 Information technology equipment 3 - 7 31,831 29,521 Buildings and leasehold improvements 3 - 40 143,711 147,110 Land 62,379 51,816 Tank bottoms and line fill (1) 20,071 20,118 Other 3 - 20 14,870 11,646 Construction in progress 290,805 77,596 2,246,397 1,853,508 Accumulated depreciation (417,457 ) (341,222 ) Net property, plant and equipment $ 1,828,940 $ 1,512,286 (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 TPSL, as these amounts have been classified as noncurrent assets held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the table above do not include property, plant and equipment and accumulated depreciation related to our former Retail Propane segment, as these amounts have been classified as noncurrent assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). |
Schedule of depreciation expense and capitalized interest expense | The following table summarizes depreciation expense and capitalized interest expense for the periods indicated: Year Ended March 31, 2019 2018 2017 (in thousands) Depreciation expense $ 101,515 $ 99,954 $ 89,848 Capitalized interest expense $ 482 $ 182 $ 6,887 Amounts in the table above do not include depreciation expense and capitalized interest related to TPSL and our former Retail Propane segment, as these amounts have been classified as discontinued operations within our consolidated statements of operations for all periods presented (see Note 1 and Note 17 ). |
Schedule of (gain) loss on sale of assets | We record (gains) losses from the sales of property, plant and equipment and any write-downs in value due to impairment within loss (gain) on disposal or impairment of assets, net in our consolidated statement of operations. The following table summarizes (gains) losses on the disposal or impairment of property, plant and equipment by segment for the periods indicated: Year Ended March 31, 2019 2018 2017 (in thousands) Crude Oil Logistics (1) $ 3,489 $ (3,144 ) $ 8,124 Water Solutions 3,067 8,117 7,169 Liquids 993 639 92 Corporate ā 8 (1 ) Total $ 7,549 $ 5,620 $ 15,384 (1) Amount for the year ended March 31, 2018 primarily relates to a gain related to the sale of excess pipe, partially offset by losses from the disposal of certain assets and the write-down of other assets. Amount for the year ended March 31, 2017 primarily relates to losses from the sale of certain assets, including excess pipe. |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in goodwill by segment | The following table summarizes changes in goodwill by segment for the periods indicated (in thousands): Crude Oil Water Liquids Refined Total (in thousands) Balances at March 31, 2017 $ 579,846 $ 424,270 $ 266,046 $ 17,050 $ 1,287,212 Revisions to acquisition accounting ā 195 ā ā 195 Impairment ā ā (116,877 ) ā (116,877 ) Balances at March 31, 2018 579,846 424,465 149,169 17,050 1,170,530 Acquisitions (Note 4) ā 74,189 20,472 ā 94,661 Disposals (Note 16) ā (88,515 ) ā ā (88,515 ) Impairment ā ā (66,220 ) ā (66,220 ) Balances at March 31, 2019 $ 579,846 $ 410,139 $ 103,421 $ 17,050 $ 1,110,456 Amounts in the table above do not include goodwill that was allocated to TPSL and Gas Blending, as the amounts have been classified as noncurrent assets held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of finite-lived intangible assets | Our intangible assets consist of the following at the dates indicated: March 31, 2019 March 31, 2018 Description Amortizable Lives Gross Carrying Amount Accumulated Amortization Net Gross Carrying Accumulated Net (in years) (in thousands) Amortizable: Customer relationships 3 - 30 $ 742,832 $ (369,983 ) $ 372,849 $ 718,764 $ (328,666 ) $ 390,098 Customer commitments 10 310,000 (74,917 ) 235,083 310,000 (43,917 ) 266,083 Pipeline capacity rights 30 7,799 (1,387 ) 6,412 7,799 (1,127 ) 6,672 Rights-of-way and easements 1 - 40 73,409 (4,509 ) 68,900 63,995 (3,214 ) 60,781 Water rights 14 64,868 (3,018 ) 61,850 ā ā ā Executory contracts and other agreements 3 - 30 47,230 (17,212 ) 30,018 42,919 (15,424 ) 27,495 Non-compete agreements 2 - 32 12,723 (2,570 ) 10,153 5,465 (706 ) 4,759 Debt issuance costs (1) 5 42,345 (29,521 ) 12,824 40,992 (24,593 ) 16,399 Total amortizable 1,301,206 (503,117 ) 798,089 1,189,934 (417,647 ) 772,287 Non-amortizable: Trade names 2,800 ā 2,800 2,800 ā 2,800 Total $ 1,304,006 $ (503,117 ) $ 800,889 $ 1,192,734 $ (417,647 ) $ 775,087 (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 TPSL, as these amounts have been classified as noncurrent assets held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the table above do not include intangible assets and accumulated amortization related to our former Retail Propane segment, as these amounts have been classified as noncurrent assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). |
Schedule of indefinite-lived intangible assets | Our intangible assets consist of the following at the dates indicated: March 31, 2019 March 31, 2018 Description Amortizable Lives Gross Carrying Amount Accumulated Amortization Net Gross Carrying Accumulated Net (in years) (in thousands) Amortizable: Customer relationships 3 - 30 $ 742,832 $ (369,983 ) $ 372,849 $ 718,764 $ (328,666 ) $ 390,098 Customer commitments 10 310,000 (74,917 ) 235,083 310,000 (43,917 ) 266,083 Pipeline capacity rights 30 7,799 (1,387 ) 6,412 7,799 (1,127 ) 6,672 Rights-of-way and easements 1 - 40 73,409 (4,509 ) 68,900 63,995 (3,214 ) 60,781 Water rights 14 64,868 (3,018 ) 61,850 ā ā ā Executory contracts and other agreements 3 - 30 47,230 (17,212 ) 30,018 42,919 (15,424 ) 27,495 Non-compete agreements 2 - 32 12,723 (2,570 ) 10,153 5,465 (706 ) 4,759 Debt issuance costs (1) 5 42,345 (29,521 ) 12,824 40,992 (24,593 ) 16,399 Total amortizable 1,301,206 (503,117 ) 798,089 1,189,934 (417,647 ) 772,287 Non-amortizable: Trade names 2,800 ā 2,800 2,800 ā 2,800 Total $ 1,304,006 $ (503,117 ) $ 800,889 $ 1,192,734 $ (417,647 ) $ 775,087 (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 TPSL, as these amounts have been classified as noncurrent assets held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the table above do not include intangible assets and accumulated amortization related to our former Retail Propane segment, as these amounts have been classified as noncurrent assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). |
Schedule of amortization expense | Amortization expense is as follows for the periods indicated: Year Ended March 31, Recorded In 2019 2018 2017 (in thousands) Depreciation and amortization $ 110,458 $ 108,444 $ 89,765 Cost of sales 486 966 1,994 Interest expense 4,928 4,568 4,471 Total $ 115,872 $ 113,978 $ 96,230 Amounts in the table above do not include amortization expense related to TPSL and our former Retail Propane segment, as these amounts have been classified as discontinued operations within our consolidated statements of operations for all periods presented (see Note 1 and Note 17 ). |
Schedule of expected amortization of intangible assets | Expected amortization of our intangible assets is as follows (in thousands): Year Ending March 31, 2020 $ 116,626 2021 104,512 2022 91,674 2023 83,654 2024 77,514 Thereafter 324,109 Total $ 798,089 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
Long-Term Debt | |
Schedule of long-term debt | Our long-term debt consists of the following at the dates indicated: March 31, 2019 March 31, 2018 Face Unamortized Book Face Unamortized Book (in thousands) Revolving credit facility: Expansion capital borrowings $ 275,000 $ ā $ 275,000 $ ā $ ā $ ā Working capital borrowings 896,000 ā 896,000 969,500 ā 969,500 Senior unsecured notes: 5.125% Notes due 2019 ("2019 Notes") ā ā ā 353,424 (1,653 ) 351,771 6.875% Notes due 2021 ("2021 Notes") ā ā ā 367,048 (4,499 ) 362,549 7.500% Notes due 2023 ("2023 Notes") 607,323 (6,916 ) 600,407 615,947 (8,542 ) 607,405 6.125% Notes due 2025 ("2025 Notes") 389,135 (5,092 ) 384,043 389,135 (5,951 ) 383,184 Other long-term debt 5,331 ā 5,331 5,977 ā 5,977 2,172,789 (12,008 ) 2,160,781 2,701,031 (20,645 ) 2,680,386 Less: Current maturities 648 ā 648 646 ā 646 Long-term debt $ 2,172,141 $ (12,008 ) $ 2,160,133 $ 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. Amounts in the table above do not include long-term debt related to our former Retail Propane segment, as these amounts have been classified as liabilities held for sale within our March 31, 2018 consolidated balance sheet (see Note 17 ). |
Schedule of future amortization expense of debt issuance costs | Expected amortization of debt issuance costs is as follows (in thousands): Year Ending March 31, 2020 $ 2,371 2021 2,367 2022 2,367 2023 2,367 2024 1,744 Thereafter 792 Total $ 12,008 |
Schedule of financial covenants in Credit Agreement | The following table summarizes the debt covenant levels specified in the Credit Agreement as of March 31, 2019 (as modified on February 6, 2019): Senior Secured Interest Total Leverage Period Beginning Leverage Ratio (1) Leverage Ratio (1) Coverage Ratio (2) Indebtedness Ratio (1) March 31, 2019 4.50 3.25 2.75 6.50 September 30, 2019 4.50 3.25 2.75 6.25 March 31, 2020 and thereafter 4.50 3.25 2.75 6.00 (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 | Debt Maturity Schedule The scheduled maturities of our long-term debt are as follows at March 31, 2019 : Year Ending March 31, Revolving Senior Unsecured Notes Other Long-Term Debt Total (in thousands) 2020 $ ā $ ā $ 648 $ 648 2021 ā ā 4,683 4,683 2022 1,171,000 ā ā 1,171,000 2023 ā ā ā ā 2024 ā 607,323 ā 607,323 Thereafter ā 389,135 ā 389,135 Total $ 1,171,000 $ 996,458 $ 5,331 $ 2,172,789 |
Senior secured notes | |
Long-Term Debt | |
Schedule of repurchases | The following table summarizes repurchases of Senior Secured Notes for the period indicated: Year Ended March 31, 2018 (in thousands) Senior Secured Notes Notes repurchased $ 230,500 Cash paid (excluding payments of accrued interest) $ 250,179 Loss on early extinguishment of debt (1) $ (23,971 ) (1) Loss on the early extinguishment of debt for the Senior Secured Notes during the year ended March 31, 2018 is inclusive of the write off of debt issuance costs of $4.3 million . The loss is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. |
Redemptions | Senior unsecured notes | |
Long-Term Debt | |
Schedule of repurchases | The following table summarizes redemptions of Senior Unsecured Notes for the period indicated: Year Ended March 31, 2019 (in thousands) 2019 Notes (1) Notes redeemed $ 328,005 Cash paid (excluding payments of accrued interest) $ 329,719 Loss on early extinguishment of debt $ (2,113 ) 2021 Notes (2) Notes redeemed $ 367,048 Cash paid (excluding payments of accrued interest) $ 373,358 Loss on early extinguishment of debt $ (10,130 ) (1) On March 15, 2019, we redeemed all of the remaining outstanding 2019 Notes. Loss on the early extinguishment of debt for the 2019 Notes during the year ended March 31, 2019 is inclusive of the write off of debt issuance costs of $0.4 million . The loss is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. (2) On October 16, 2018, we redeemed all of the remaining outstanding 2021 Notes. Loss on the early extinguishment of debt for the 2021 Notes during the year ended March 31, 2019 is inclusive of the write off of debt issuance costs of $3.8 million . The loss is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. |
Repurchases | Senior unsecured notes | |
Long-Term Debt | |
Schedule of repurchases | The following table summarizes repurchases of Senior Unsecured Notes for the periods indicated: Year Ended March 31, 2019 2018 2017 (in thousands) 2019 Notes Notes repurchased $ 25,419 $ 26,034 $ 9,009 Cash paid (excluding payments of accrued interest) $ 25,406 $ 26,002 $ 7,099 (Loss) gain on early extinguishment of debt (1) $ (34 ) $ (140 ) $ 1,759 2021 Notes Notes repurchased $ ā $ ā $ 21,241 Cash paid (excluding payments of accrued interest) $ ā $ ā $ 14,094 Gain on early extinguishment of debt (2) $ ā $ ā $ 6,748 2023 Notes Notes repurchased $ 8,624 $ 84,053 $ ā Cash paid (excluding payments of accrued interest) $ 8,575 $ 83,967 $ ā Loss on early extinguishment of debt (3) $ (63 ) $ (1,136 ) $ ā 2025 Notes Notes repurchased $ ā $ 110,865 $ ā Cash paid (excluding payments of accrued interest) $ ā $ 107,050 $ ā Gain on early extinguishment of debt (4) $ ā $ 2,046 $ ā (1) (Loss) gain on early extinguishment of debt for the 2019 Notes during the years ended March 31, 2019, 2018 and 2017 is inclusive of the write off of debt issuance costs of less than $0.1 million $0.2 million and $0.2 million , respectively. The (loss) gain is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. (2) Gain on early extinguishment of debt for the 2021 Notes during the year ended March 31, 2017 is inclusive of the write off of debt issuance costs of $0.4 million . The gain is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. (3) Loss on early extinguishment of debt for the 2023 Notes during the years ended March 31, 2019 and 2018 is inclusive of the write off of debt issuance costs of $0.1 million and $1.2 million , respectively. The loss is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. (4) Gain on early extinguishment of debt for the 2025 Notes during the year ended March 31, 2018 is inclusive of the write off of debt issuance costs of $1.8 million . The gain is reported within (loss) gain on early extinguishment of liabilities, net within our consolidated statement of operations. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of change in asset retirement obligation | The following table summarizes changes in our asset retirement obligation, which is reported within other noncurrent liabilities in our consolidated balance sheets (in thousands): Balance at March 31, 2017 $ 8,181 Liabilities incurred 592 Liabilities assumed in acquisitions 21 Liabilities settled (549 ) Accretion expense 888 Balance at March 31, 2018 9,133 Liabilities incurred 586 Liabilities assumed in acquisitions 438 Liabilities associated with disposed assets (1) (585 ) Liabilities settled (546 ) Accretion expense 697 Balance at March 31, 2019 $ 9,723 (1) This amount primarily relates to the sales of our Bakken and South Pecos water disposal businesses (see Note 16 ). |
Schedule of future minimum lease payments under contractual commitments | The following table summarizes future minimum lease payments under these agreements at March 31, 2019 (in thousands): Year Ending March 31, 2020 $ 78,348 2021 60,417 2022 43,259 2023 29,252 2024 18,341 Thereafter 41,845 Total $ 271,462 Amounts in the table above do not include future minimum lease payments related to Mid-Con, Gas Blending and TPSL as Mid-Con, Gas Blending and TPSL have been classified as discontinued operations in our consolidated statements of operations (see Note 1 and Note 17 ). |
Schedule of outstanding purchase commitments | At March 31, 2019 , we had the following commodity purchase commitments (in thousands): Crude Oil (1) Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Purchase Commitments: 2020 $ 60,227 1,040 $ 5,033 7,545 2021 ā ā 265 378 Total $ 60,227 1,040 $ 5,298 7,923 Index-Price Commodity Purchase Commitments: 2020 $ 1,703,112 30,363 $ 564,013 1,023,998 2021 526,420 10,227 1,199 2,152 2022 411,071 8,264 ā ā 2023 269,990 5,482 ā ā 2024 200,022 4,110 ā ā Total $ 3,110,615 58,446 $ 565,212 1,026,150 (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, whereby our counterparty is required to pay us for any volumes not delivered, we have not entered into corresponding long-term sales contracts for volumes we may not receive. |
Schedule of outstanding sales commitments | At March 31, 2019 , we had the following commodity sale commitments (in thousands): Crude Oil Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Sale Commitments: 2020 $ 63,759 1,090 $ 45,626 52,766 2021 ā ā 1,395 1,580 2022 ā ā 86 100 Total $ 63,759 1,090 $ 47,107 54,446 Index-Price Commodity Sale Commitments: 2020 $ 1,240,074 20,500 $ 594,877 778,454 2021 ā ā 1,634 2,183 Total $ 1,240,074 20,500 $ 596,511 780,637 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
Equity | |
Schedule of distributions declared | The following table summarizes distributions declared on our common units during the last three fiscal years: Date Declared Record Date Payment Date Amount Per Unit Amount Paid to Limited Partners Amount Paid to General Partner (in thousands) (in thousands) April 21, 2016 May 3, 2016 May 13, 2016 $ 0.3900 $ 40,626 $ 70 July 21, 2016 August 4, 2016 August 12, 2016 $ 0.3900 $ 41,146 $ 71 October 20, 2016 November 4, 2016 November 14, 2016 $ 0.3900 $ 41,907 $ 72 January 19, 2017 February 3, 2017 February 14, 2017 $ 0.3900 $ 42,923 $ 74 April 24, 2017 May 8, 2017 May 15, 2017 $ 0.3900 $ 46,870 $ 80 July 20, 2017 August 4, 2017 August 14, 2017 $ 0.3900 $ 47,460 $ 81 October 19, 2017 November 6, 2017 November 14, 2017 $ 0.3900 $ 47,000 $ 81 January 23, 2018 February 6, 2018 February 14, 2018 $ 0.3900 $ 47,223 $ 81 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 January 22, 2019 February 6, 2019 February 14, 2019 $ 0.3900 $ 48,373 $ 83 April 24, 2019 May 7, 2019 May 15, 2019 $ 0.3900 $ 49,127 $ 85 |
Service awards | |
Equity | |
Schedule of awards activity | The following table summarizes the Service Award activity during the years ended March 31, 2019 , 2018 and 2017 : Unvested Service Award units at March 31, 2016 2,297,132 Units granted 3,124,600 Units vested and issued (2,350,082 ) Units forfeited (363,150 ) Unvested Service Award units at March 31, 2017 2,708,500 Units granted 1,964,911 Units vested and issued (2,260,011 ) Units forfeited (134,525 ) Unvested Service Award units at March 31, 2018 2,278,875 Units granted 3,141,993 Units vested and issued (2,833,968 ) Units forfeited (278,500 ) Unvested Service Award units at March 31, 2019 2,308,400 |
Schedule of scheduled vesting of awards | The following table summarizes the scheduled vesting of our unvested Service Award units at March 31, 2019 : Year Ending March 31, Number of Units 2020 1,005,725 2021 869,425 2022 433,250 Total 2,308,400 |
Schedule of estimated equity-based expense to be recorded on the awards granted | The following table summarizes the estimated future expense we expect to record on the unvested Service Award units at March 31, 2019 (in thousands): Year Ending March 31, 2020 $ 8,168 2021 4,154 2022 1,350 Total $ 13,672 |
Performance awards | |
Equity | |
Schedule of awards activity | The following table summarizes the Performance Award activity during the years ended March 31, 2019 , 2018 and 2017 : Unvested Performance Award units at March 31, 2016 637,382 Units granted 932,309 Units forfeited (380,691 ) Unvested Performance Award units at March 31, 2017 1,189,000 Units granted 224,000 Units forfeited (496,000 ) Unvested Performance Award units at March 31, 2018 917,000 Units forfeited (445,500 ) Units canceled (471,500 ) Unvested Performance Award units at March 31, 2019 ā |
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 fiscal years: Date Declared Payment Date Amount Paid to Class A (in thousands) July 21, 2016 August 12, 2016 $ 1,795 October 20, 2016 November 14, 2016 $ 6,449 January 19, 2017 February 14, 2017 $ 6,449 April 24, 2017 May 15, 2017 $ 6,449 July 20, 2017 August 14, 2017 $ 6,449 October 19, 2017 November 14, 2017 $ 6,449 January 23, 2018 February 14, 2018 $ 6,449 April 24, 2018 May 15, 2018 $ 6,449 July 24, 2018 August 14, 2018 $ 6,449 October 23, 2018 November 14, 2018 $ 6,449 January 22, 2019 February 14, 2019 $ 6,449 April 24, 2019 May 10, 2019 $ 4,034 |
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 two fiscal years: Date Declared Record Date Payment Date Amount Paid to Class B (in thousands) September 18, 2017 September 29, 2017 October 16, 2017 $ 5,670 December 19, 2017 December 29, 2017 January 15, 2018 $ 4,725 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 December 17, 2018 December 31, 2018 January 15, 2019 $ 4,725 March 15, 2019 April 1, 2019 April 15, 2019 $ 4,725 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of estimated fair value measurements of assets and liabilities | The following table summarizes the estimated fair values of our commodity derivative assets and liabilities reported in our consolidated balance sheet at the dates indicated: March 31, 2019 March 31, 2018 Derivative Derivative Derivative Derivative (in thousands) Level 1 measurements $ 3,754 $ (1,349 ) $ 2,835 $ (4,406 ) Level 2 measurements 8,882 (5,119 ) 7,013 (11,503 ) 12,636 (6,468 ) 9,848 (15,909 ) Netting of counterparty contracts (1) (1,577 ) 1,577 (664 ) 664 Net cash collateral provided (held) 1,740 (208 ) (4,718 ) 3,742 Commodity derivatives $ 12,799 $ (5,099 ) $ 4,466 $ (11,503 ) (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. Our physical contracts that do not qualify as normal purchase normal sale transactions are not subject to such netting arrangements. |
Schedule of location of commodity derivative assets and liabilities reported in the consolidated balance sheets | The following table summarizes the accounts that include our commodity derivative assets and liabilities in our consolidated balance sheets at the dates indicated: March 31, 2019 2018 (in thousands) Prepaid expenses and other current assets $ 12,799 $ 4,466 Accrued expenses and other payables (4,960 ) (8,321 ) Other noncurrent liabilities (139 ) (3,182 ) Net commodity derivative asset (liability) $ 7,700 $ (7,037 ) |
Schedule of open commodity derivative contract positions | The following table summarizes our open commodity derivative contract positions at the dates indicated. We do not account for these derivatives as hedges. Contracts Settlement Period Net Long Fair Value (in thousands) At March 31, 2019: Crude oil fixed-price (1) April 2019āDecember 2020 (1,961 ) 979 Propane fixed-price (1) April 2019āMarch 2020 198 608 Refined products fixed-price (1) April 2019āJanuary 2021 (177 ) 376 Other April 2019āMarch 2022 4,205 6,168 Net cash collateral provided 1,532 Net commodity derivative asset $ 7,700 At March 31, 2018: Cross-commodity (2) April 2018āMarch 2019 155 $ (430 ) Crude oil fixed-price (1) April 2018āDecember 2019 (1,376 ) $ (8,960 ) Crude oil index (1) April 2018āApril 2018 (10 ) $ (6 ) Propane fixed-price (1) April 2018āFebruary 2019 14 1,849 Refined products fixed-price (1) April 2018āJanuary 2020 (229 ) 215 Refined products index (1) April 2018āApril 2018 (4 ) (17 ) Other April 2018āMarch 2022 1,288 (6,061 ) Net cash collateral held (976 ) Net commodity derivative liability $ (7,037 ) (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 tables above do not include commodity derivative contract positions related to Mid-Con, Gas Blending and TPSL, as these amounts have been classified as current and noncurrent assets and liabilities held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 1 and Note 17 ). In addition, amounts in the tables above do not include commodity derivative contract positions related to our former Retail Propane segment, as these amounts have been classified as current assets held for sale within our March 31, 2018 consolidated balance sheet (see Note 1 and Note 17 ). |
Schedule of net gains (losses) from commodity derivatives | The following table summarizes the net gains (losses) recorded from our commodity derivatives to revenues and cost of sales in our consolidated statements of operations for the periods indicated (in thousands): Year Ended March 31, 2019 $ 10,817 2018 $ (41,263 ) 2017 $ (15,376 ) Amounts in the table above do not include net gains (losses) from our commodity derivatives related to Mid-Con, Gas Blending, TPSL and our former Retail Propane segment, as these amounts have been classified as discontinued operations within our consolidated statements of operations for all periods presented (see Note 1 and Note 17 ). |
Schedule of fair value estimates of fixed-rate notes | The following table provides fair values estimates of our fixed-rate notes at March 31, 2019 (in thousands): Senior Unsecured Notes: 2023 Notes $ 626,621 2025 Notes $ 375,126 |
Segments (Tables)
Segments (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
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 āCorporate and Otherā category in the table below includes certain corporate expenses that are not allocated to the reportable segments. Year Ended March 31, 2019 2018 (1) 2017 (1) (in thousands) Revenues: Crude Oil Logistics: Topic 606 revenues Crude oil sales $ 3,011,355 $ 2,151,203 $ 1,603,667 Crude oil transportation and other 148,738 122,786 70,027 Non-Topic 606 revenues 12,598 ā ā Elimination of intersegment sales (36,056 ) (13,914 ) (6,810 ) Total Crude Oil Logistics revenues 3,136,635 2,260,075 1,666,884 Water Solutions: Topic 606 revenues Disposal service fees 217,545 149,114 110,049 Sale of recovered hydrocarbons 72,678 58,948 31,103 Freshwater revenues 2,404 ā ā Other service revenues 9,017 21,077 18,449 Non-Topic 606 revenues 42 ā ā Total Water Solutions revenues 301,686 229,139 159,601 Liquids: Topic 606 revenues Propane sales 1,169,117 1,203,486 807,172 Butane sales 628,063 562,066 391,265 Other product sales 592,889 432,570 308,031 Service revenues 26,655 22,548 32,648 Non-Topic 606 revenues 21,608 ā ā Elimination of intersegment sales (23,291 ) (4,685 ) (1,944 ) Total Liquids revenues 2,415,041 2,215,985 1,537,172 Refined Products and Renewables: Topic 606 revenues Refined products sales 2,535,243 1,874,260 1,405,001 Renewables sales ā 373,669 447,232 Service fees and other revenues ā (87 ) ā Non-Topic 606 revenues 299,190 ā ā Elimination of intersegment sales ā (268 ) (469 ) Total Refined Products and Renewables revenues 2,834,433 2,247,574 1,851,764 Corporate and Other Non-Topic 606 revenues 1,362 1,174 844 Total Corporate and Other revenues 1,362 1,174 844 Total revenues $ 8,689,157 $ 6,953,947 $ 5,216,265 (1) We adopted ASC 606 as of April 1, 2018. Revenue reported in fiscal years 2018 and 2017 has not been changed from its previous presentation. The following table summarizes depreciation and amortization expense and operating income (loss) by segment for the periods indicated. Year Ended March 31, 2019 2018 2017 (in thousands) Depreciation and Amortization: Crude Oil Logistics $ 74,165 $ 80,387 $ 54,144 Water Solutions 108,162 98,623 101,758 Liquids 25,997 24,937 19,163 Refined Products and Renewables 631 672 936 Corporate and Other 3,018 3,779 3,612 Total depreciation and amortization (1) $ 211,973 $ 208,398 $ 179,613 Operating Income (Loss): Crude Oil Logistics $ (7,379 ) $ 122,904 $ (17,475 ) Water Solutions 210,525 (24,231 ) 44,587 Liquids (2,910 ) (93,113 ) 43,252 Refined Products and Renewables 12,198 261,249 243,090 Corporate and Other (85,706 ) (79,474 ) (86,985 ) Total operating income (loss) $ 126,728 $ 187,335 $ 226,469 (1) Amounts do not include amortization expense recorded within interest expense and cost of sales (see Note 7 and Note 8). |
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. This information below does not include goodwill by segment. Year Ended March 31, 2019 2018 2017 (in thousands) Crude Oil Logistics $ 28,039 $ 36,762 $ 168,053 Water Solutions 567,637 102,261 109,008 Liquids 72,717 25,023 66,864 Corporate and Other 1,819 1,472 2,825 Total $ 670,212 $ 165,518 $ 346,750 |
Schedule of long-lived assets (consisting of property, plant and equipment, intangible assets and goodwill) and total assets by segment | The following tables summarize long-lived assets (consisting of property, plant and equipment, intangible assets, and goodwill) and total assets by segment at the dates indicated: March 31, 2019 2018 (in thousands) Long-lived assets, net: Crude Oil Logistics $ 1,584,636 $ 1,638,558 Water Solutions 1,600,836 1,256,143 Liquids (1) 498,767 501,302 Refined Products and Renewables 29,477 30,384 Corporate and Other 26,569 31,516 Total $ 3,740,285 $ 3,457,903 (1) Includes $0.5 million and $0.6 million of non-US long-lived assets at March 31, 2019 and 2018 , respectively. March 31, 2019 2018 (in thousands) Total assets: Crude Oil Logistics $ 2,237,612 $ 2,285,813 Water Solutions 1,668,292 1,323,171 Liquids (1) 721,008 717,690 Refined Products and Renewables 383,026 341,495 Corporate and Other 77,019 102,211 Assets held for sale 815,536 1,380,742 Total $ 5,902,493 $ 6,151,122 (1) Includes $12.0 million and $27.5 million of non-US total assets at March 31, 2019 and 2018 , respectively. All of the tables above do not include amounts related to Mid-Con, Gas Blending, TPSL and our former Retail Propane segment, as these amounts have been classified as discontinued operations within our consolidated statements of operations for all periods presented and as held for sale within our March 31, 2019 and 2018 consolidated balance sheets (see Note 17 ). |
Transactions with Affiliates (T
Transactions with Affiliates (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
Related Party Transactions [Abstract] | |
Summary of purchase and sales transactions of products and services | The following table summarizes these related party transactions for the periods indicated: Year Ended March 31, 2019 2018 2017 (in thousands) Sales to WPX $ 28,026 $ ā $ ā Purchases from WPX (1) $ 329,525 $ ā $ ā Sales to SemGroup $ 1,114 $ 606 $ 3,866 Purchases from SemGroup $ 4,395 $ 5,034 $ 12,254 Sales to entities affiliated with management $ 21,385 $ 268 $ 290 Purchases from entities affiliated with management $ 4,382 $ 3,870 $ 15,209 Sales to equity method investees $ ā $ 294 $ 692 Purchases from equity method investees $ ā $ 66,820 $ 121,336 (1) Amount primarily relates to purchases of crude oil under the definitive agreement we signed with WPX, as discussed further below. |
Schedule of accounts receivable from affiliates | Accounts receivable from affiliates consist of the following at the dates indicated: March 31, 2019 2018 (in thousands) Receivables from NGL Energy Holdings LLC $ 7,277 $ 4,693 Receivables from WPX 5,185 ā Receivables from SemGroup 71 49 Receivables from entities affiliated with management 334 24 Receivables from equity method investees ā 6 Total $ 12,867 $ 4,772 |
Schedule of accounts payable to affiliates | Accounts payable to affiliates consist of the following at the dates indicated: March 31, 2019 2018 (in thousands) Payables to WPX $ 27,844 $ ā Payables to entities affiliated with management 625 1,246 Payables to equity method investees ā 8 Total $ 28,469 $ 1,254 |
Schedule of capital expenditures | The allocation of the consideration was as follows (in thousands): Current assets $ 276 Property, plant and equipment 1,366 Intangible assets (customer relationships) 4,782 Fair value of net assets acquired $ 6,424 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
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 consolidated balance sheet at March 31, 2019 and our consolidated statements of operations for the year ended March 31, 2019 : Consolidated Balance Sheet March 31, 2019 As Reported Balances Without Adoption of ASC 606 Effect of Change (in thousands) Accrued expenses and other liabilities $ 107,759 $ 137,872 $ (30,113 ) Other noncurrent liabilities $ 63,542 $ 142,623 $ (79,081 ) Equity: General partner $ (50,603 ) $ (50,712 ) $ 109 Limited partners $ 2,067,197 $ 1,958,113 $ 109,084 Consolidated Statement of Operations March 31, 2019 As Reported Balances Without Adoption of ASC 606 Effect of Change (in thousands) Loss on disposal or impairment of assets, net $ 34,296 $ 4,183 $ 30,113 Operating income $ 126,728 $ 156,841 $ (30,113 ) Net income $ 339,395 $ 369,508 $ (30,113 ) |
Schedule of amount and timing of remaining performance obligation | The following table summarizes the amount and timing of revenue recognition for such contracts at March 31, 2019 (in thousands): Fiscal Year Ending March 31, 2020 $ 167,061 2021 128,572 2022 119,016 2023 113,861 2024 99,430 Thereafter 242,032 Total $ 869,972 |
Schedule of contract assets and liabilities | The following tables summarizes the balances of our contract assets and liabilities at the dates indicated (in thousands): Balance at April 1, 2018 March 31, 2019 Accounts receivable from contracts with customers $ 542,593 $ 613,827 Contract liabilities balance at April 1, 2018 $ 7,889 Payment received and deferred 77,981 Payment recognized in revenue (77,409 ) Contract liabilities balance at March 31, 2019 $ 8,461 Amounts in the tables above do not include contract assets and liabilities related to TPSL, as these amounts have been classified as current assets and current liabilities held for sale within our March 31, 2019 consolidated balance sheet (see Note 1 and Note 17 |
Assets, Liabilities and Redee_2
Assets, Liabilities and Redeemable Noncontrolling Interest Held for Sale and Discontinued Operations (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
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 the dates indicated: March 31, 2019 2018 (in thousands) Current Assets Held for Sale Cash and cash equivalents $ ā $ 4,113 Accounts receivable-trade, net 164,716 252,136 Inventories 327,015 402,904 Prepaid expenses and other current assets 89,254 49,518 Total current assets held for sale 580,985 708,671 Noncurrent Assets Held for Sale Property, plant and equipment, net 15,553 207,661 Goodwill 35,405 142,028 Intangible assets, net 137,446 279,395 Other noncurrent assets (1) 46,147 42,987 Total noncurrent assets held for sale 234,551 672,071 Total assets held for sale $ 815,536 $ 1,380,742 Current Liabilities Held for Sale Accounts payable-trade $ 85,602 $ 79,432 Accrued expenses and other payables 140,691 92,845 Advance payments received from customers 460 13,327 Current maturities of long-term debt ā 2,550 Total current liabilities held for sale 226,753 188,154 Noncurrent Liabilities Held for Sale Long-term debt, net ā 2,888 Other noncurrent liabilities 33 190 Total noncurrent liabilities held for sale 33 3,078 Total liabilities held for sale 226,786 191,232 Redeemable Noncontrolling Interest Held for Sale Redeemable noncontrolling interest ā 9,927 Total liabilities and redeemable noncontrolling interest held for sale $ 226,786 $ 201,159 (1) Primarily comprised of tank bottoms, which are product volumes required for the operation of storage tanks, that are recorded at historical cost. We recover tank bottoms when the storage tanks are removed from service. At March 31, 2019 and 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). The following table summarizes the results of operations from discontinued operations for the periods indicated: Year Ended March 31, 2019 2018 2017 (in thousands) Revenues $ 15,398,608 $ 10,474,860 $ 7,904,143 Cost of sales 15,338,614 10,418,447 7,681,429 Operating expenses 37,348 137,780 134,879 General and administrative expense 2,716 11,471 15,727 Depreciation and amortization 9,593 44,314 43,592 Gain on disposal or impairment of assets, net (1) (407,608 ) (88,194 ) (196 ) Operating income (loss) from discontinued operations 417,945 (48,958 ) 28,712 Equity in earnings (loss) of unconsolidated entities 1,183 425 (746 ) Interest expense (126 ) (421 ) (877 ) Other income, net 837 1,930 1,244 Income (loss) from discontinued operations before taxes (2) 419,839 (47,024 ) 28,333 Income tax expense (989 ) (104 ) (6 ) Income (loss) from discontinued operations, net of tax $ 418,850 $ (47,128 ) $ 28,327 (1) Amount for the year ended March 31, 2019 includes a gain of $408.9 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) Amounts include income (loss) attributable to redeemable noncontrolling interests. Loss attributable to redeemable noncontrolling interest was $0.4 million for the year ended March 31, 2019 and income attributable to redeemable noncontrolling interest was $1.0 million for the year ended March 31, 2018 . |
Quarterly Financial Data (Una_2
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of summarized unaudited quarterly financial data | The following tables summarize our unaudited quarterly financial data. The computation of net income (loss) per common unit is done separately by quarter and year. The total of net income (loss) per common unit of the individual quarters may not equal net income (loss) per common unit for the year, due primarily to the income allocation between the general partner and limited partners and variations in the weighted average units outstanding used in computing such amounts. Our former Retail Propane segmentās business (included within discontinued operations, see Note 17 ) is seasonal due to weather conditions in our service areas. Its results are affected by winter heating season requirements, which generally results in net income during the period from October through March of each year and either net losses or lower net income during the period from April through September of each year. Our Liquids segment is also subject to seasonal fluctuations, as demand for propane and butane is typically higher during the winter months. Our operating revenues from our other segments are less weather sensitive. Additionally, the acquisitions described in Note 4 impact the comparability of the quarterly information within the year, and year to year. Quarter Ended Year Ended June 30, 2018 September 30, 2018 December 31, 2018 March 31, 2019 March 31, 2019 (in thousands, except unit and per unit amounts) Total revenues $ 2,054,952 $ 2,215,682 $ 2,295,369 $ 2,123,154 $ 8,689,157 Total cost of sales $ 1,946,565 $ 2,051,448 $ 2,048,659 $ 1,936,389 $ 7,983,061 (Loss) income from continuing operations $ (202,799 ) $ (31,725 ) $ 97,202 $ 57,867 $ (79,455 ) Net (loss) income $ (169,289 ) $ 354,939 $ 110,528 $ 43,217 $ 339,395 Net (loss) income attributable to NGL Energy Partners LP $ (168,546 ) $ 355,505 $ 110,835 $ 62,253 $ 360,047 Basic (loss) income per common unit (Loss) income from continuing operations $ (1.83 ) $ (0.45 ) $ 0.55 $ 0.31 $ (1.39 ) Net (loss) income $ (1.55 ) $ 2.70 $ 0.65 $ 0.20 $ 2.01 Diluted (loss) income per common unit (Loss) income from continuing operations $ (1.83 ) $ (0.45 ) $ 0.54 $ 0.31 $ (1.39 ) Net (loss) income $ (1.55 ) $ 2.70 $ 0.64 $ 0.19 $ 2.01 Basic weighted average common units outstanding 121,544,421 122,380,197 123,892,680 124,262,014 123,017,064 Diluted weighted average common units outstanding 121,544,421 122,380,197 125,959,751 126,926,589 123,017,064 Quarter Ended Year Ended June 30, 2017 September 30, 2017 December 31, 2017 March 31, 2018 March 31, 2018 (in thousands, except unit and per unit amounts) Total revenues $ 1,361,513 $ 1,452,072 $ 1,996,370 $ 2,143,992 $ 6,953,947 Total cost of sales $ 1,216,591 $ 1,279,871 $ 1,807,132 $ 1,959,967 $ 6,263,561 (Loss) income from continuing operations $ (13,004 ) $ (109,381 ) $ 105,035 $ (5,127 ) $ (22,477 ) Net (loss) income $ (63,707 ) $ (173,579 ) $ 56,769 $ 110,912 $ (69,605 ) Net (loss) income attributable to NGL Energy Partners LP $ (63,362 ) $ (173,371 ) $ 56,256 $ 109,602 $ (70,875 ) Basic (loss) income per common unit (Loss) income from continuing operations $ (0.19 ) $ (1.03 ) $ 0.73 $ (0.19 ) $ (0.68 ) Net (loss) income $ (0.61 ) $ (1.56 ) $ 0.33 $ 0.76 $ (1.08 ) Diluted (loss) income per common unit (Loss) income from continuing operations $ (0.19 ) $ (1.03 ) $ 0.71 $ (0.19 ) $ (0.68 ) Net (loss) income $ (0.61 ) $ (1.56 ) $ 0.32 $ 0.76 $ (1.08 ) Basic weighted average common units outstanding 120,535,909 121,314,636 120,844,008 121,271,959 120,991,340 Diluted weighted average common units outstanding 120,535,909 121,314,636 124,161,966 121,271,959 120,991,340 |
Consolidating Guarantor and N_2
Consolidating Guarantor and Non-Guarantor Financial Information (Tables) | 12 Months Ended |
Mar. 31, 2019 | |
Consolidating Guarantor and Non-Guarantor Financial Information [Abstract] | |
Schedule of Consolidating Balance Sheets | Consolidating Balance Sheet (in Thousands) March 31, 2019 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 12,798 $ ā $ 3,728 $ 2,046 $ ā $ 18,572 Accounts receivable-trade, net of allowance for doubtful accounts ā ā 996,192 2,011 ā 998,203 Accounts receivable-affiliates ā ā 12,867 ā ā 12,867 Inventories ā ā 135,094 1,034 ā 136,128 Prepaid expenses and other current assets ā ā 65,443 475 ā 65,918 Assets held for sale ā ā 580,985 ā ā 580,985 Total current assets 12,798 ā 1,794,309 5,566 ā 1,812,673 PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation ā ā 1,620,084 208,856 ā 1,828,940 GOODWILL ā ā 1,105,281 5,175 ā 1,110,456 INTANGIBLE ASSETS, net of accumulated amortization ā ā 725,542 75,347 ā 800,889 INVESTMENTS IN UNCONSOLIDATED ENTITIES ā ā 1,127 ā ā 1,127 NET INTERCOMPANY RECEIVABLES (PAYABLES) 862,186 ā (808,610 ) (53,576 ) ā ā INVESTMENTS IN CONSOLIDATED SUBSIDIARIES 2,503,848 ā 170,690 ā (2,674,538 ) ā OTHER NONCURRENT ASSETS ā ā 113,857 ā ā 113,857 ASSETS HELD FOR SALE ā ā 234,551 ā ā 234,551 Total assets $ 3,378,832 $ ā $ 4,956,831 $ 241,368 $ (2,674,538 ) $ 5,902,493 LIABILITIES AND EQUITY CURRENT LIABILITIES: Accounts payable-trade $ ā $ ā $ 872,122 $ 6,941 $ ā $ 879,063 Accounts payable-affiliates 1 ā 28,468 ā ā 28,469 Accrued expenses and other payables 25,497 ā 80,765 1,497 ā 107,759 Advance payments received from customers ā ā 7,550 911 ā 8,461 Current maturities of long-term debt ā ā 648 ā ā 648 Liabilities held for sale ā ā 226,753 ā ā 226,753 Total current liabilities 25,498 ā 1,216,306 9,349 ā 1,251,153 LONG-TERM DEBT, net of debt issuance costs and current maturities 984,450 ā 1,175,683 ā ā 2,160,133 OTHER NONCURRENT LIABILITIES ā ā 60,961 2,581 ā 63,542 NONCURRENT LIABILITIES HELD FOR SALE ā ā 33 ā ā 33 CLASS A 10.75% CONVERTIBLE PREFERRED UNITS 149,814 ā ā ā ā 149,814 EQUITY: Partnersā equity 2,219,070 ā 2,503,848 229,693 (2,733,286 ) 2,219,325 Accumulated other comprehensive loss ā ā ā (255 ) ā (255 ) Noncontrolling interests ā ā ā ā 58,748 58,748 Total equity 2,219,070 ā 2,503,848 229,438 (2,674,538 ) 2,277,818 Total liabilities and equity $ 3,378,832 $ ā $ 4,956,831 $ 241,368 $ (2,674,538 ) $ 5,902,493 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 $ ā $ 3,329 $ 1,850 $ ā $ 22,094 Accounts receivable-trade, net of allowance for doubtful accounts ā ā 815,404 5,148 ā 820,552 Accounts receivable-affiliates ā ā 4,772 ā ā 4,772 Inventories ā ā 161,324 325 ā 161,649 Prepaid expenses and other current assets ā ā 81,589 431 ā 82,020 Assets held for sale ā ā 681,867 26,804 ā 708,671 Total current assets 16,915 ā 1,748,285 34,558 ā 1,799,758 PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation ā ā 1,365,174 147,112 ā 1,512,286 GOODWILL ā ā 1,093,270 77,260 ā 1,170,530 INTANGIBLE ASSETS, net of accumulated amortization ā ā 691,382 83,705 ā 775,087 INVESTMENTS IN UNCONSOLIDATED ENTITIES ā ā 17,236 ā ā 17,236 NET INTERCOMPANY RECEIVABLES (PAYABLES) 2,110,940 ā (2,121,741 ) 10,801 ā ā INVESTMENTS IN CONSOLIDATED SUBSIDIARIES 1,703,327 ā 244,109 ā (1,947,436 ) ā LOAN RECEIVABLE-AFFILIATE ā ā 1,200 ā ā 1,200 OTHER NONCURRENT ASSETS ā ā 202,954 ā ā 202,954 ASSETS HELD FOR SALE ā ā 672,071 ā ā 672,071 Total assets $ 3,831,182 $ ā $ 3,913,940 $ 353,436 $ (1,947,436 ) $ 6,151,122 LIABILITIES AND EQUITY CURRENT LIABILITIES: Accounts payable-trade $ ā $ ā $ 778,965 $ 2,232 $ ā $ 781,197 Accounts payable-affiliates 1 ā 1,253 ā ā 1,254 Accrued expenses and other payables 41,104 ā 94,853 1,285 ā 137,242 Advance payments received from customers ā ā 4,022 3,867 ā 7,889 Current maturities of long-term debt ā ā 646 ā ā 646 Liabilities held for sale ā ā 175,640 12,514 ā 188,154 Total current liabilities 41,105 ā 1,055,379 19,898 ā 1,116,382 LONG-TERM DEBT, net of debt issuance costs and current maturities 1,704,909 ā 974,831 ā ā 2,679,740 OTHER NONCURRENT LIABILITIES ā ā 167,398 5,926 ā 173,324 NONCURRENT LIABILITIES HELD FOR SALE ā ā 3,078 ā ā 3,078 CLASS A 10.75% CONVERTIBLE PREFERRED UNITS 82,576 ā ā ā ā 82,576 REDEEMABLE NONCONTROLLING INTEREST HELD FOR SALE ā ā 9,927 ā ā 9,927 EQUITY: Partnersā equity 2,002,592 ā 1,704,896 327,858 (2,030,939 ) 2,004,407 Accumulated other comprehensive loss ā ā (1,569 ) (246 ) ā (1,815 ) Noncontrolling interests ā ā ā ā 83,503 83,503 Total equity 2,002,592 ā 1,703,327 327,612 (1,947,436 ) 2,086,095 Total liabilities and equity $ 3,831,182 $ ā $ 3,913,940 $ 353,436 $ (1,947,436 ) $ 6,151,122 |
Schedule of Consolidating Statements of Operations | Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2019 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ ā $ ā $ 8,665,597 $ 27,542 $ (3,982 ) $ 8,689,157 COST OF SALES ā ā 7,986,019 1,024 (3,982 ) 7,983,061 OPERATING COSTS AND EXPENSES: Operating ā ā 217,597 13,468 ā 231,065 General and administrative ā ā 106,595 812 ā 107,407 Depreciation and amortization ā ā 201,513 10,460 ā 211,973 (Gain) loss on disposal or impairment of assets, net ā ā (31,924 ) 66,220 ā 34,296 Revaluation of liabilities ā ā (5,373 ) ā ā (5,373 ) Operating Income (Loss) ā ā 191,170 (64,442 ) ā 126,728 OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities ā ā 2,533 ā ā 2,533 Interest expense (104,716 ) ā (60,008 ) (46 ) 45 (164,725 ) Loss on early extinguishment of liabilities, net (12,340 ) ā ā ā ā (12,340 ) Other expense, net ā ā (30,187 ) ā (231 ) (30,418 ) (Loss) Income From Continuing Operations Before Income Taxes (117,056 ) ā 103,508 (64,488 ) (186 ) (78,222 ) INCOME TAX EXPENSE ā ā (1,233 ) ā ā (1,233 ) EQUITY IN NET INCOME (LOSS) FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES 477,103 ā (44,865 ) ā (432,238 ) ā Income (Loss) From Continuing Operations 360,047 ā 57,410 (64,488 ) (432,424 ) (79,455 ) Income (Loss) From Discontinued Operations, Net of Tax ā ā 419,693 (1,029 ) 186 418,850 Net Income (Loss) 360,047 ā 477,103 (65,517 ) (432,238 ) 339,395 LESS: NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS 20,206 20,206 LESS: NET LOSS ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS 446 446 NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNER LP $ 360,047 $ ā $ 477,103 $ (65,517 ) $ (411,586 ) $ 360,047 Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ ā $ ā $ 6,935,485 $ 19,954 $ (1,492 ) $ 6,953,947 COST OF SALES ā ā 6,263,562 1,491 (1,492 ) 6,263,561 OPERATING COSTS AND EXPENSES: Operating ā ā 186,056 7,020 ā 193,076 General and administrative ā ā 97,402 577 ā 97,979 Depreciation and amortization ā ā 197,497 10,901 ā 208,398 (Gain) loss on disposal or impairment of assets, net ā ā (133,993 ) 116,875 ā (17,118 ) Revaluation of liabilities ā ā 20,124 592 ā 20,716 Operating Income (Loss) ā ā 304,837 (117,502 ) ā 187,335 OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities ā ā 7,539 ā ā 7,539 Interest expense (142,159 ) ā (56,989 ) (46 ) 45 (199,149 ) Loss on early extinguishment of liabilities, net (23,201 ) ā ā ā ā (23,201 ) Other income, net ā ā 7,152 19 (819 ) 6,352 (Loss) Income From Continuing Operations Before Income Taxes (165,360 ) ā 262,539 (117,529 ) (774 ) (21,124 ) INCOME TAX EXPENSE ā ā (1,353 ) ā ā (1,353 ) EQUITY IN NET INCOME (LOSS) FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES 94,485 ā (116,224 ) ā 21,739 ā (Loss) Income From Continuing Operations (70,875 ) ā 144,962 (117,529 ) 20,965 (22,477 ) (Loss) Income From Discontinued Operations, Net of Tax ā ā (50,477 ) 2,575 774 (47,128 ) Net (Loss) Income (70,875 ) ā 94,485 (114,954 ) 21,739 (69,605 ) LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (240 ) (240 ) LESS: NET INCOME ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS (1,030 ) (1,030 ) NET (LOSS) INCOME ATTRIBUTABLE TO NGL ENERGY PARTNER LP $ (70,875 ) $ ā $ 94,485 $ (114,954 ) $ 20,469 $ (70,875 ) Consolidating Statement of Operations (in Thousands) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated REVENUES $ ā $ ā $ 5,197,416 $ 19,639 $ (790 ) $ 5,216,265 COST OF SALES ā ā 4,738,820 533 (790 ) 4,738,563 OPERATING COSTS AND EXPENSES: Operating ā ā 166,519 6,527 ā 173,046 General and administrative ā ā 100,436 403 ā 100,839 Depreciation and amortization ā ā 172,172 7,441 ā 179,613 Gain on disposal or impairment of assets, net ā ā (208,982 ) ā ā (208,982 ) Revaluation of liabilities ā ā 6,305 412 ā 6,717 Operating Income ā ā 222,146 4,323 ā 226,469 OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated entities ā ā 3,830 ā ā 3,830 Revaluation of investments ā ā (14,365 ) ā ā (14,365 ) Interest expense (91,259 ) ā (58,214 ) (174 ) 46 (149,601 ) Gain on early extinguishment of liabilities, net 8,507 ā 16,220 ā ā 24,727 Other income, net ā ā 27,013 ā (593 ) 26,420 (Loss) Income From Continuing Operations Before Income Taxes (82,752 ) ā 196,630 4,149 (547 ) 117,480 INCOME TAX EXPENSE ā ā (1,933 ) ā ā (1,933 ) EQUITY IN NET INCOME (LOSS) FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES 219,794 ā (1,336 ) ā (218,458 ) ā Income From Continuing Operations 137,042 ā 193,361 4,149 (219,005 ) 115,547 Income From Discontinued Operations, Net of Tax ā ā 26,433 1,347 547 28,327 Net Income 137,042 ā 219,794 5,496 (218,458 ) 143,874 LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS (6,832 ) (6,832 ) NET INCOME ATTRIBUTABLE TO NGL ENERGY PARTNER LP $ 137,042 $ ā $ 219,794 $ 5,496 $ (225,290 ) $ 137,042 |
Schedule of Consolidating Statements of Comprehensive Income (Loss) | Consolidating Statements of Comprehensive Income (Loss) (in Thousands) Year Ended March 31, 2019 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net income (loss) $ 360,047 $ ā $ 477,103 $ (65,517 ) $ (432,238 ) $ 339,395 Other comprehensive (los s) income ā ā (18 ) 9 ā (9 ) Comprehensive income (loss) $ 360,047 $ ā $ 477,085 $ (65,508 ) $ (432,238 ) $ 339,386 Year Ended March 31, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net (loss) income $ (70,875 ) $ ā $ 94,485 $ (114,954 ) $ 21,739 $ (69,605 ) Other comprehensive income (loss) ā ā 58 (45 ) ā 13 Comprehensive (loss) income $ (70,875 ) $ ā $ 94,543 $ (114,999 ) $ 21,739 $ (69,592 ) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Consolidated Net income $ 137,042 $ ā $ 219,794 $ 5,496 $ (218,458 ) $ 143,874 Other comprehensive loss ā ā (1,626 ) (45 ) ā (1,671 ) Comprehensive income $ 137,042 $ ā $ 218,168 $ 5,451 $ (218,458 ) $ 142,203 |
Schedule of Consolidating Statements of Cash Flows | Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2019 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Adjustments Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities-continuing operations $ (116,033 ) $ ā $ 295,293 $ (27,551 ) $ (186 ) $ 151,523 Net cash provided by operating activities-discontinued operations ā ā 182,506 3,221 ā 185,727 Net cash (used in) provided by operating activities (116,033 ) ā 477,799 (24,330 ) (186 ) 337,250 INVESTING ACTIVITIES: Capital expenditures ā ā (414,522 ) (41,064 ) ā (455,586 ) Acquisitions, net of cash acquired ā ā (296,687 ) (3,927 ) ā (300,614 ) Net settlements of commodity derivatives ā ā (10,173 ) ā ā (10,173 ) Proceeds from sales of assets ā ā 16,177 ā ā 16,177 Proceeds from divestitures of businesses and investments, net ā ā 335,809 ā ā 335,809 Investments in unconsolidated entities ā ā (389 ) ā ā (389 ) Distributions of capital from unconsolidated entities ā ā 1,440 ā ā 1,440 Repayments on loan for natural gas liquids facility ā ā 10,336 ā ā 10,336 Loan to affiliate ā ā (1,515 ) ā ā (1,515 ) Net cash used in investing activities-continuing operations ā ā (359,524 ) (44,991 ) ā (404,515 ) Net cash provided by investing activities-discontinued operations ā ā 851,006 6,982 ā 857,988 Net cash provided by (used in) investing activities ā ā 491,482 (38,009 ) ā 453,473 FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities ā ā 4,098,500 ā ā 4,098,500 Payments on revolving credit facilities ā ā (3,897,000 ) ā ā (3,897,000 ) Repayment and repurchase of senior secured and senior unsecured notes (737,058 ) ā ā ā ā (737,058 ) Payments on other long-term debt ā ā (653 ) ā ā (653 ) Debt issuance costs (30 ) ā (1,353 ) ā ā (1,383 ) Contributions from noncontrolling interest owners, net ā ā ā 169 ā 169 Distributions to general and common unit partners and preferred unitholders (236,633 ) ā ā ā ā (236,633 ) Repurchase of warrants (14,988 ) ā ā ā ā (14,988 ) Common unit repurchases and cancellations (297 ) ā ā ā ā (297 ) Payments for settlement and early extinguishment of liabilities ā ā (4,577 ) ā ā (4,577 ) Net changes in advances with consolidated entities 1,100,922 ā (1,163,504 ) 62,396 186 ā Net cash provided by (used in) financing activities-continuing operations 111,916 ā (968,587 ) 62,565 186 (793,920 ) Net cash used in financing activities-discontinued operations ā ā (295 ) (30 ) ā (325 ) Net cash provided by (used in) financing activities 111,916 ā (968,882 ) 62,535 186 (794,245 ) Net (decrease) increase in cash and cash equivalents (4,117 ) ā 399 196 ā (3,522 ) Cash and cash equivalents, beginning of period 16,915 ā 3,329 1,850 ā 22,094 Cash and cash equivalents, end of period $ 12,798 $ ā $ 3,728 $ 2,046 $ ā $ 18,572 Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2018 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Adjustments Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities-continuing operations $ (141,967 ) $ ā $ 433,678 $ 9,411 $ (774 ) $ 300,348 Net cash (used in) provided by operating activities-discontinued operations ā ā (165,862 ) 3,481 ā (162,381 ) Net cash (used in) provided by operating activities (141,967 ) ā 267,816 12,892 (774 ) 137,967 INVESTING ACTIVITIES: Capital expenditures ā ā (130,760 ) (3,001 ) ā (133,761 ) Acquisitions, net of cash acquired ā ā 3,100 (22,997 ) ā (19,897 ) Net settlements of commodity derivatives ā ā (39,113 ) ā ā (39,113 ) Proceeds from sales of assets ā ā 33,844 ā ā 33,844 Proceeds from divestitures of businesses and investments, net ā ā 292,112 37,668 ā 329,780 Transaction with Victory Propane (Note 13) ā ā (6,424 ) ā ā (6,424 ) Investments in unconsolidated entities ā ā (21,465 ) ā ā (21,465 ) Distributions of capital from unconsolidated entities ā ā 11,969 ā ā 11,969 Repayments on loan for natural gas liquids facility ā ā 10,052 ā ā 10,052 Loan to affiliate ā ā (2,510 ) ā ā (2,510 ) Repayments on loan to affiliate ā ā 4,160 ā ā 4,160 Net cash provided by investing activities-continuing operations ā ā 154,965 11,670 ā 166,635 Net cash provided by (used in) investing activities-discontinued operations ā ā 104,666 (719 ) ā 103,947 Net cash provided by investing activities ā ā 259,631 10,951 ā 270,582 FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities ā ā 2,434,500 ā ā 2,434,500 Payments on revolving credit facilities ā ā (2,279,500 ) ā ā (2,279,500 ) Repayment and repurchase of senior secured and senior unsecured notes (486,699 ) ā ā ā ā (486,699 ) Payments on other long-term debt ā ā (877 ) ā ā (877 ) Debt issuance costs (692 ) ā (2,008 ) ā ā (2,700 ) Contributions from noncontrolling interest owners, net ā ā ā 23 ā 23 Distributions to general and common unit partners and preferred unitholders (225,067 ) ā ā ā ā (225,067 ) Distributions to noncontrolling interest owners ā ā ā (3,082 ) ā (3,082 ) Proceeds from sale of preferred units, net of offering costs 202,731 ā ā ā ā 202,731 Repurchase of warrants (10,549 ) ā ā ā ā (10,549 ) Common unit repurchases and cancellations (15,817 ) ā ā ā ā (15,817 ) Payments for settlement and early extinguishment of liabilities ā ā (3,408 ) ā ā (3,408 ) Net changes in advances with consolidated entities 688,718 ā (669,452 ) (20,040 ) 774 ā Net cash provided by (used in) financing activities-continuing operations 152,625 ā (520,745 ) (23,099 ) 774 (390,445 ) Net cash used in financing activities-discontinued operations ā ā (3,446 ) (390 ) ā (3,836 ) Net cash provided by (used in) financing activities 152,625 ā (524,191 ) (23,489 ) 774 (394,281 ) Net increase in cash and cash equivalents 10,658 ā 3,256 354 ā 14,268 Cash and cash equivalents, beginning of period 6,257 ā 73 1,496 ā 7,826 Cash and cash equivalents, end of period $ 16,915 $ ā $ 3,329 $ 1,850 $ ā $ 22,094 Consolidating Statement of Cash Flows (in Thousands) Year Ended March 31, 2017 NGL Energy NGL Energy Guarantor Non-Guarantor Consolidating Adjustments Consolidated OPERATING ACTIVITIES: Net cash (used in) provided by operating activities-continuing operations $ (749,250 ) $ ā $ 750,978 $ 16,675 $ (547 ) $ 17,856 Net cash (used in) provided by operating activities-discontinued operations ā ā (47,923 ) 5,029 ā (42,894 ) Net cash (used in) provided by operating activities (749,250 ) ā 703,055 21,704 (547 ) (25,038 ) INVESTING ACTIVITIES: Capital expenditures ā ā (296,395 ) (6,367 ) ā (302,762 ) Acquisitions, net of cash acquired ā ā (41,928 ) ā ā (41,928 ) Net settlements of commodity derivatives ā ā 9,648 ā ā 9,648 Proceeds from sales of assets ā ā 28,232 ā ā 28,232 Proceeds from divestitures of businesses and investments, net ā ā 112,370 22,000 ā 134,370 Investments in unconsolidated entities ā ā (2,105 ) ā ā (2,105 ) Distributions of capital from unconsolidated entities ā ā 9,692 ā ā 9,692 Repayments on loan for natural gas liquids facility ā ā 8,916 ā ā 8,916 Loan to affiliate ā ā (3,200 ) ā ā (3,200 ) Repayments on loan to affiliate ā ā 655 ā ā 655 Payment to terminate development agreement ā ā (16,875 ) ā ā (16,875 ) Net cash (used in) provided by investing activities-continuing operations ā ā (190,990 ) 15,633 ā (175,357 ) Net cash used in investing activities-discontinued operations ā ā (175,371 ) (12,398 ) ā (187,769 ) Net cash (used in) provided by investing activities ā ā (366,361 ) 3,235 ā (363,126 ) FINANCING ACTIVITIES: Proceeds from borrowings under revolving credit facilities ā ā 1,700,000 ā ā 1,700,000 Payments on revolving credit facilities ā ā (2,733,500 ) ā ā (2,733,500 ) Issuance of senior unsecured notes 1,200,000 ā ā ā ā 1,200,000 Repayment and repurchase of senior secured and senior unsecured notes (21,193 ) ā ā ā ā (21,193 ) Payments on other long-term debt ā ā (46,153 ) ā ā (46,153 ) Debt issuance costs (21,868 ) ā (11,690 ) ā ā (33,558 ) Contributions from general partner 49 ā ā ā ā 49 Contributions from noncontrolling interest owners, net ā ā ā 672 ā 672 Distributions to general and common unit partners and preferred unitholders (181,581 ) ā ā ā ā (181,581 ) Distributions to noncontrolling interest owners ā ā ā (3,292 ) ā (3,292 ) Proceeds from sale of preferred units, net of offering costs 234,975 ā ā ā ā 234,975 Proceeds from sale of common units, net of offering costs 287,136 ā ā ā ā 287,136 Payments for settlement and early extinguishment of liabilities ā ā (28,468 ) ā ā (28,468 ) Net changes in advances with consolidated entities (767,760 ) ā 788,334 (21,121 ) 547 ā Net cash provided by (used in) financing activities-continuing operations 729,758 ā (331,477 ) (23,741 ) 547 375,087 Net cash used in financing activities-discontinued operations ā ā (3,443 ) (190 ) ā (3,633 ) Net cash provided by (used in) financing activities 729,758 ā (334,920 ) (23,931 ) 547 371,454 Net (decrease) increase in cash and cash equivalents (19,492 ) ā 1,774 1,008 ā (16,710 ) Cash and cash equivalents, beginning of period 25,749 ā (1,701 ) 488 ā 24,536 Cash and cash equivalents, end of period $ 6,257 $ ā $ 73 $ 1,496 $ ā $ 7,826 |
Nature of Operations and Orga_2
Nature of Operations and Organization (Details) $ in Thousands | Sep. 30, 2019USD ($)terminal | Jul. 10, 2018USD ($) | Mar. 31, 2019USD ($)terminal | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Jun. 30, 2018 |
Nature of Operations and Organization | ||||||
Proceeds from divestitures of businesses and investments, net | $ | $ 335,809 | $ 329,780 | $ 134,370 | |||
Ownership interest | 0.00% | 50.00% | ||||
Liquids | ||||||
Nature of Operations and Organization | ||||||
Number of owned terminals | terminal | 27 | |||||
TransMontaigne Product Services, LLC | Refined products and renewables | ||||||
Nature of Operations and Organization | ||||||
Number of owned terminals | terminal | 2 | |||||
Proceeds from divestitures of businesses and investments, net | $ | $ 233,800 | |||||
Number of terminals to be utilized | terminal | 19 | |||||
Retail Propane Segment - East | ||||||
Nature of Operations and Organization | ||||||
Proceeds from divestitures of businesses and investments, net | $ | $ 889,800 |
Significant Accounting Polici_4
Significant Accounting Policies - Income Taxes (Details) $ in Millions | 12 Months Ended |
Mar. 31, 2019USD ($) | |
Minimum percentage of qualifying income of non-taxable subsidiaries | 90.00% |
Noncurrent deferred tax liability at balance sheet date | $ 14.8 |
Ranch | Water Solutions Facilities 2019 Acquisitions Acquisition Accounting In Process | |
Initial noncurrent deferred tax liability | 16.3 |
Deferred income tax benefit | $ 1.5 |
Effective income tax rate | 31.00% |
Significant Accounting Polici_5
Significant Accounting Policies - Accounts Receivable and Concentration of Credit Risk (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | |
Accounts receivable | |||||
Gross Receivable | $ 1,002,219 | $ 824,403 | |||
Allowance for Doubtful Accounts | $ (3,851) | $ (3,604) | $ (3,604) | (4,016) | (3,851) |
Accounts receivable - trade, net of allowance for doubtful accounts | 998,203 | 820,552 | |||
Changes in the allowance for doubtful accounts | |||||
Allowance for doubtful accounts, beginning of period | (3,851) | (3,604) | (5,340) | ||
Provision for doubtful accounts | (381) | (584) | 739 | ||
Write off of uncollectible accounts | 216 | 337 | 997 | ||
Allowance for doubtful accounts, end of period | (4,016) | (3,851) | $ (3,604) | ||
Crude oil logistics | |||||
Accounts receivable | |||||
Gross Receivable | 514,243 | 404,865 | |||
Allowance for Doubtful Accounts | 0 | 0 | (15) | 0 | |
Accounts receivable - trade, net of allowance for doubtful accounts | 514,228 | 404,865 | |||
Changes in the allowance for doubtful accounts | |||||
Allowance for doubtful accounts, beginning of period | 0 | ||||
Allowance for doubtful accounts, end of period | (15) | 0 | |||
Water solutions | |||||
Accounts receivable | |||||
Gross Receivable | 57,526 | 59,958 | |||
Allowance for Doubtful Accounts | (2,952) | (2,952) | (3,157) | (2,952) | |
Accounts receivable - trade, net of allowance for doubtful accounts | 54,369 | 57,006 | |||
Changes in the allowance for doubtful accounts | |||||
Allowance for doubtful accounts, beginning of period | (2,952) | ||||
Allowance for doubtful accounts, end of period | (3,157) | (2,952) | |||
Liquids | |||||
Accounts receivable | |||||
Gross Receivable | 134,050 | 131,006 | |||
Allowance for Doubtful Accounts | (20) | (20) | (177) | (20) | |
Accounts receivable - trade, net of allowance for doubtful accounts | 133,873 | 130,986 | |||
Changes in the allowance for doubtful accounts | |||||
Allowance for doubtful accounts, beginning of period | (20) | ||||
Allowance for doubtful accounts, end of period | (177) | (20) | |||
Refined products and renewables | |||||
Accounts receivable | |||||
Gross Receivable | 295,984 | 228,574 | |||
Allowance for Doubtful Accounts | (879) | (879) | (667) | (879) | |
Accounts receivable - trade, net of allowance for doubtful accounts | 295,317 | 227,695 | |||
Changes in the allowance for doubtful accounts | |||||
Allowance for doubtful accounts, beginning of period | (879) | ||||
Allowance for doubtful accounts, end of period | (667) | (879) | |||
Corporate and Other | |||||
Accounts receivable | |||||
Gross Receivable | 416 | 0 | |||
Allowance for Doubtful Accounts | 0 | 0 | 0 | 0 | |
Accounts receivable - trade, net of allowance for doubtful accounts | $ 416 | $ 0 | |||
Changes in the allowance for doubtful accounts | |||||
Allowance for doubtful accounts, beginning of period | 0 | ||||
Allowance for doubtful accounts, end of period | $ 0 | $ 0 |
Significant Accounting Polici_6
Significant Accounting Policies - Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Mar. 31, 2018 |
Inventories | ||
Crude oil | $ 51,359 | $ 77,351 |
Natural gas liquids: | ||
Propane | 33,478 | 38,910 |
Butane | 15,294 | 12,613 |
Other | 7,482 | 6,515 |
Refined products and renewables: | ||
Diesel | 9,186 | 12,752 |
Ethanol | 14,650 | 5,542 |
Biodiesel | 4,679 | 7,966 |
Total | $ 136,128 | $ 161,649 |
Significant Accounting Polici_7
Significant Accounting Policies - Investments in Unconsolidated Entities (Details) - USD ($) $ in Thousands | May 03, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | Mar. 01, 2019 | Aug. 14, 2018 | Jun. 30, 2018 |
Investments in Unconsolidated Entities | |||||||
Ownership interest | 0.00% | 50.00% | |||||
Carrying value | $ 1,127 | $ 17,236 | $ 800 | ||||
Balance sheets: | |||||||
Current assets | 1,328 | 24,431 | |||||
Noncurrent assets | 519 | 99,164 | |||||
Current liabilities | 178 | 16,787 | |||||
Noncurrent liabilities | 0 | 10,620 | |||||
Statements of operations: | |||||||
Revenues | 21,036 | 182,820 | $ 180,632 | ||||
Cost of sales | 9,919 | 114,890 | 114,316 | ||||
Net income | 5,506 | 26,438 | $ 19,462 | ||||
Cumulative earnings and distributions from unconsolidated entities | |||||||
Cumulative earnings from unconsolidated entities | 1,900 | ||||||
Cumulative distributions received from unconsolidated entities | $ 3,000 | ||||||
Water services company | Water solutions | Operating segment | |||||||
Investments in Unconsolidated Entities | |||||||
Ownership interest | 50.00% | ||||||
Carrying value | $ 920 | 0 | |||||
Natural gas liquids terminal company | Liquids | Operating segment | |||||||
Investments in Unconsolidated Entities | |||||||
Carrying value | $ 207 | 0 | |||||
Water treatment and disposal facility | Water solutions | Operating segment | |||||||
Investments in Unconsolidated Entities | |||||||
Ownership interest | 0.00% | ||||||
Carrying value | $ 0 | $ 2,094 | |||||
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 equity method investee | $ 3,000 | ||||||
Liquids Facilities 2019 Acquisitions Acquisition Accounting In Process | Natural gas liquids terminal company | Liquids | Operating segment | |||||||
Investments in Unconsolidated Entities | |||||||
Ownership interest | 50.00% |
Significant Accounting Polici_8
Significant Accounting Policies - Variable Interest Entity (Details) $ in Millions | Mar. 31, 2019USD ($) |
Equity method investees | Loan agreement | |
Variable Interest Entity | |
Maximum borrowing capacity | $ 5 |
Significant Accounting Polici_9
Significant Accounting Policies - Other Noncurrent Assets (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2018USD ($) | Mar. 31, 2019USD ($)bbl | Mar. 31, 2018USD ($)bbl | |
Other Assets, Noncurrent [Abstract] | |||
Loan receivable | $ 19,474 | $ 29,463 | |
Line fill | 33,437 | 34,897 | |
Minimum shipping fees - pipeline commitments | 23,494 | 88,757 | |
Other | 37,452 | 49,837 | |
Total | $ 113,857 | $ 202,954 | |
Crude oil | |||
Number of barrels of product | bbl | 335,069 | 360,425 | |
Propane sales | |||
Number of barrels of product | bbl | 262,000 | 262,000 | |
Customer contracts | Contract No. 1 | |||
Pipeline commitments, period to recover amount | 13 months | ||
Crude oil logistics | |||
Number of contracts | 2 | ||
Number of contracts with benefit of deficiency credits | 1 | ||
Write-off of pipeline deficiency credits | $ 67,700 |
Significant Accounting Polic_10
Significant Accounting Policies - Accrued Expenses and Other Payables (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Mar. 31, 2018 |
Accounting Policies [Abstract] | ||
Accrued compensation and benefits | $ 19,312 | $ 17,778 |
Excise and other tax liabilities | 10,481 | 8,279 |
Derivative liabilities | 4,960 | 8,321 |
Accrued interest | 24,882 | 39,947 |
Product exchange liabilities | 5,945 | 1,116 |
Gavilon legal matter settlement (Note 9) | 12,500 | 0 |
Deferred gain on sale of general partner interest in TLP (1) | 0 | 30,113 |
Other | 29,679 | 31,688 |
Total | $ 107,759 | $ 137,242 |
Significant Accounting Polic_11
Significant Accounting Policies - Noncontrolling Interests (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Redeemable Noncontrolling Interest [Roll Forward] | |||
Balance at beginning of period | $ 9,927 | ||
Net income attributable to redeemable noncontrolling interest | 446 | $ (1,030) | $ 0 |
Redeemable noncontrolling interest valuation adjustment | (3,349) | (5,825) | |
Balance at end of period | 0 | 9,927 | |
Redeemable noncontrolling interest | |||
Redeemable Noncontrolling Interest [Roll Forward] | |||
Balance at beginning of period | 9,927 | 3,072 | |
Net income attributable to redeemable noncontrolling interest | (446) | 1,030 | |
Redeemable noncontrolling interest valuation adjustment | 3,349 | 5,825 | |
Disposal of redeemable noncontrolling interest | (12,830) | ||
Balance at end of period | $ 0 | $ 9,927 | $ 3,072 |
Significant Accounting Polic_12
Significant Accounting Policies - Recent Accounting Pronouncements (Details) $ in Thousands | Mar. 31, 2019USD ($) |
Cumulative effect adjustment for adoption of ASU 2016-01 (Note 2) | $ 0 |
Limited Partner | Accumulated other comprehensive income (loss) | |
Cumulative effect adjustment for adoption of ASU 2016-01 (Note 2) | 1,569 |
Minimum | |
Right of use assets and lease liabilities | 533,000 |
Maximum | |
Right of use assets and lease liabilities | $ 563,000 |
Income (Loss) Per Common Unit_2
Income (Loss) Per Common Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Income (Loss) Per Common Unit | |||||||||||
(Loss) income from continuing operations | $ 57,867 | $ 97,202 | $ (31,725) | $ (202,799) | $ (5,127) | $ 105,035 | $ (109,381) | $ (13,004) | $ (79,455) | $ (22,477) | $ 115,547 |
Less: Continuing operations loss (income) attributable to noncontrolling interests | 20,206 | (240) | (6,832) | ||||||||
Net (loss) income from continuing operations attributable to NGL Energy Partners LP | (59,249) | (22,717) | 108,715 | ||||||||
Less: Distributions to preferred unitholders (1) | (111,936) | (59,697) | (30,142) | ||||||||
Less: Continuing operations net loss (income) allocated to general partner (2) | 32 | (53) | (204) | ||||||||
Less: Repurchase of warrants (3) | 0 | (349) | 0 | ||||||||
NET (LOSS) INCOME FROM CONTINUING OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | (171,153) | (82,816) | 78,369 | ||||||||
Income (loss) from discontinued operations, net of tax | 418,850 | (47,128) | 28,327 | ||||||||
LESS: NET LOSS (INCOME) ATTRIBUTABLE TO REDEEMABLE NONCONTROLLING INTERESTS | 446 | (1,030) | 0 | ||||||||
Less: Discontinued operations (income) loss allocated to general partner (2) | (419) | 48 | (28) | ||||||||
NET INCOME (LOSS) FROM DISCONTINUED OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | 418,877 | (48,110) | 28,299 | ||||||||
NET INCOME (LOSS) ALLOCATED TO COMMON UNITHOLDERS | $ 247,724 | $ (130,926) | $ 106,668 | ||||||||
BASIC INCOME (LOSS) PER COMMON UNIT | |||||||||||
(Loss) income from continuing operations | $ 0.31 | $ 0.55 | $ (0.45) | $ (1.83) | $ (0.19) | $ 0.73 | $ (1.03) | $ (0.19) | $ (1.39) | $ (0.68) | $ 0.73 |
Income (loss) from discontinued operations, net of tax | 3.41 | (0.40) | 0.26 | ||||||||
Net Income (Loss) | 0.20 | 0.65 | 2.70 | (1.55) | 0.76 | 0.33 | (1.56) | (0.61) | 2.01 | (1.08) | 0.99 |
DILUTED INCOME (LOSS) PER COMMON UNIT | |||||||||||
(Loss) income from continuing operations | 0.31 | 0.54 | (0.45) | (1.83) | (0.19) | 0.71 | (1.03) | (0.19) | (1.39) | (0.68) | 0.70 |
Income (loss) from discontinued operations, net of tax | 3.41 | (0.40) | 0.25 | ||||||||
Net Income (Loss) | $ 0.19 | $ 0.64 | $ 2.70 | $ (1.55) | $ 0.76 | $ 0.32 | $ (1.56) | $ (0.61) | $ 2.01 | $ (1.08) | $ 0.95 |
Basic weighted average common units outstanding (in units) | 124,262,014 | 123,892,680 | 122,380,197 | 121,544,421 | 121,271,959 | 120,844,008 | 121,314,636 | 120,535,909 | 123,017,064 | 120,991,340 | 108,091,486 |
Diluted weighted average common units outstanding (in units) | 126,926,589 | 125,959,751 | 122,380,197 | 121,544,421 | 121,271,959 | 124,161,966 | 121,314,636 | 120,535,909 | 123,017,064 | 120,991,340 | 111,850,621 |
Common units | |||||||||||
BASIC INCOME (LOSS) PER COMMON UNIT | |||||||||||
(Loss) income from continuing operations | $ (1.39) | $ (0.68) | $ 0.73 | ||||||||
Income (loss) from discontinued operations, net of tax | 3.41 | (0.40) | 0.26 | ||||||||
Net Income (Loss) | 2.01 | (1.08) | 0.99 | ||||||||
DILUTED INCOME (LOSS) PER COMMON UNIT | |||||||||||
(Loss) income from continuing operations | (1.39) | (0.68) | 0.70 | ||||||||
Income (loss) from discontinued operations, net of tax | 3.41 | (0.40) | 0.25 | ||||||||
Net Income (Loss) | $ 2.01 | $ (1.08) | $ 0.95 | ||||||||
Basic weighted average common units outstanding (in units) | 123,017,064 | 120,991,340 | 108,091,486 | ||||||||
Diluted weighted average common units outstanding (in units) | 123,017,064 | 120,991,340 | 111,850,621 | ||||||||
Common units | Performance awards | |||||||||||
DILUTED INCOME (LOSS) PER COMMON UNIT | |||||||||||
Weighted average number diluted shares outstanding adjustment | 0 | 0 | 173,087 | ||||||||
Common units | Warrant | |||||||||||
DILUTED INCOME (LOSS) PER COMMON UNIT | |||||||||||
Weighted average number diluted shares outstanding adjustment | 0 | 0 | 3,586,048 |
Acquisitions - Water Pipeline C
Acquisitions - Water Pipeline Company (Details) - USD ($) $ in Thousands | May 14, 2019 | Apr. 10, 2019 | Apr. 03, 2019 | Apr. 24, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 |
Business Acquisition | |||||||
Total consideration to acquire businesses | $ 892,500 | $ 53,000 | $ 13,000 | ||||
Carrying value of noncontrolling interest | $ 3,960 | $ 22,883 | $ 12,817 | ||||
Water Pipeline Company | |||||||
Business Acquisition | |||||||
Ownership interest acquired | 18.375% | ||||||
Total consideration to acquire businesses | $ 4,000 | ||||||
Carrying value of noncontrolling interest | $ 3,900 |
Acquisitions - Saltwater Water
Acquisitions - Saltwater Water Solutions Facilities (Details) $ in Thousands | May 14, 2019USD ($)facility | Apr. 10, 2019USD ($)facility | Apr. 03, 2019USD ($)facility | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2019USD ($)facility | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) |
Business Acquisition | ||||||||||||||
Number of saltwater facilities acquired | facility | 1 | |||||||||||||
Number of saltwater wells acquired | facility | 35 | 3 | 2 | |||||||||||
Total consideration to acquire businesses | $ 892,500 | $ 53,000 | $ 13,000 | |||||||||||
Fair Value of Assets Acquired and Liabilities Assumed | ||||||||||||||
Goodwill | $ 1,110,456 | $ 1,170,530 | $ 1,110,456 | $ 1,170,530 | $ 1,287,212 | |||||||||
Revenues | 2,123,154 | $ 2,295,369 | $ 2,215,682 | $ 2,054,952 | $ 2,143,992 | $ 1,996,370 | $ 1,452,072 | $ 1,361,513 | 8,689,157 | 6,953,947 | 5,216,265 | |||
Operating income | $ 126,728 | $ 187,335 | $ 226,469 | |||||||||||
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 | $ 116,100 | |||||||||||||
Saltwater Facility | Water Solutions Facilities 2019 Acquisitions Acquisition Accounting In Process | ||||||||||||||
Fair Value of Assets Acquired and Liabilities Assumed | ||||||||||||||
Property, plant and equipment | 36,590 | 36,590 | ||||||||||||
Goodwill | 50,619 | 50,619 | ||||||||||||
Intangible assets | 29,287 | 29,287 | ||||||||||||
Current liabilities | (10) | (10) | ||||||||||||
Other noncurrent liabilities | (410) | (410) | ||||||||||||
Fair value of net assets acquired | $ 116,076 | 116,076 | ||||||||||||
Revenues | 12,600 | |||||||||||||
Operating income | 4,900 | |||||||||||||
General and administrative expense | $ 200 | |||||||||||||
Saltwater Facility | ||||||||||||||
Fair Value of Assets Acquired and Liabilities Assumed | ||||||||||||||
Number of wells acquired | facility | 7 | |||||||||||||
Payments to acquire assets | $ 35,200 |
Acquisitions - Freshwater Water
Acquisitions - Freshwater Water Disposal Facilities (Details) $ in Thousands | May 14, 2019USD ($) | Apr. 10, 2019USD ($) | Apr. 03, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2019USD ($)facility | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) |
Business Acquisition | ||||||||||||||
Total consideration to acquire businesses | $ 892,500 | $ 53,000 | $ 13,000 | |||||||||||
Fair Value of Assets Acquired and Liabilities Assumed | ||||||||||||||
Goodwill | $ 1,110,456 | $ 1,170,530 | $ 1,110,456 | $ 1,170,530 | $ 1,287,212 | |||||||||
Revenues | 2,123,154 | $ 2,295,369 | $ 2,215,682 | $ 2,054,952 | $ 2,143,992 | $ 1,996,370 | $ 1,452,072 | $ 1,361,513 | 8,689,157 | 6,953,947 | 5,216,265 | |||
Operating income | $ 126,728 | $ 187,335 | $ 226,469 | |||||||||||
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 | $ 77,200 | |||||||||||||
Contingent consideration liability | 2,700 | 2,700 | ||||||||||||
Unfavorable lease liability | 500 | 500 | ||||||||||||
Ranch | Water Solutions Facilities 2019 Acquisitions Acquisition Accounting In Process | ||||||||||||||
Business Acquisition | ||||||||||||||
Initial noncurrent deferred tax liability | 16,300 | 16,300 | ||||||||||||
Freshwater Facility | Water Solutions Facilities 2019 Acquisitions Acquisition Accounting In Process | ||||||||||||||
Fair Value of Assets Acquired and Liabilities Assumed | ||||||||||||||
Property, plant and equipment | 7,123 | 7,123 | ||||||||||||
Goodwill | 23,570 | 23,570 | ||||||||||||
Intangible assets | 64,015 | 64,015 | ||||||||||||
Investments in unconsolidated entities | 2,060 | 2,060 | ||||||||||||
Current liabilities | (276) | (276) | ||||||||||||
Other noncurrent liabilities | (19,288) | (19,288) | ||||||||||||
Fair value of net assets acquired | $ 77,204 | 77,204 | ||||||||||||
Revenues | 2,000 | |||||||||||||
Operating income | (1,100) | |||||||||||||
General and administrative expense | $ 3,700 | |||||||||||||
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 - Natural Gas Liqu
Acquisitions - Natural Gas Liquids Terminal Business (Details) $ in Thousands | May 14, 2019USD ($) | Apr. 10, 2019USD ($) | Apr. 03, 2019USD ($) | Mar. 01, 2019USD ($)facility | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) |
Business Acquisition | |||||||||||||||
Ownership interest | 0.00% | 50.00% | 0.00% | ||||||||||||
Total consideration to acquire businesses | $ 892,500 | $ 53,000 | $ 13,000 | ||||||||||||
Fair Value of Assets Acquired and Liabilities Assumed | |||||||||||||||
Goodwill | $ 1,110,456 | $ 1,170,530 | $ 1,110,456 | $ 1,170,530 | $ 1,287,212 | ||||||||||
Revenues | 2,123,154 | $ 2,295,369 | $ 2,215,682 | $ 2,054,952 | 2,143,992 | $ 1,996,370 | $ 1,452,072 | $ 1,361,513 | 8,689,157 | 6,953,947 | 5,216,265 | ||||
Operating income | 126,728 | 187,335 | 226,469 | ||||||||||||
Liquids Facilities 2019 Acquisitions Acquisition Accounting In Process | |||||||||||||||
Business Acquisition | |||||||||||||||
Number of terminals acquired | facility | 5 | ||||||||||||||
Total consideration to acquire businesses | $ 103,400 | ||||||||||||||
Fair Value of Assets Acquired and Liabilities Assumed | |||||||||||||||
Inventories | 15,370 | 15,370 | |||||||||||||
Other current assets | 667 | 667 | |||||||||||||
Property, plant and equipment | 42,413 | 42,413 | |||||||||||||
Goodwill | 20,472 | 20,472 | |||||||||||||
Intangible assets | 26,900 | 26,900 | |||||||||||||
Investments in unconsolidated entities | 204 | 204 | |||||||||||||
Current liabilities | (2,128) | (2,128) | |||||||||||||
Other noncurrent liabilities | (524) | (524) | |||||||||||||
Fair value of net assets acquired | 103,374 | 103,374 | |||||||||||||
Revenues | 22,700 | ||||||||||||||
Operating income | 2,400 | ||||||||||||||
General and administrative expense | 500 | ||||||||||||||
Liquids | |||||||||||||||
Fair Value of Assets Acquired and Liabilities Assumed | |||||||||||||||
Goodwill | $ 103,421 | $ 149,169 | 103,421 | 149,169 | 266,046 | ||||||||||
Operating segment | Liquids | |||||||||||||||
Fair Value of Assets Acquired and Liabilities Assumed | |||||||||||||||
Revenues | 2,415,041 | 2,215,985 | 1,537,172 | ||||||||||||
Operating income | $ (2,910) | $ (93,113) | $ 43,252 | ||||||||||||
Natural gas liquids terminal company | Operating segment | Liquids | Liquids Facilities 2019 Acquisitions Acquisition Accounting In Process | |||||||||||||||
Business Acquisition | |||||||||||||||
Ownership interest | 50.00% |
Acquisitions - Refined Products
Acquisitions - Refined Products Terminals (Details) $ in Thousands | May 14, 2019USD ($) | Apr. 10, 2019USD ($) | Apr. 03, 2019USD ($) | Jan. 31, 2019USD ($)facility | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) |
Business Acquisition | |||||||||||||||
Total consideration to acquire businesses | $ 892,500 | $ 53,000 | $ 13,000 | ||||||||||||
Fair Value of Assets Acquired and Liabilities Assumed | |||||||||||||||
Goodwill | $ 1,110,456 | $ 1,170,530 | $ 1,110,456 | $ 1,170,530 | $ 1,287,212 | ||||||||||
Revenues | 2,123,154 | $ 2,295,369 | $ 2,215,682 | $ 2,054,952 | $ 2,143,992 | $ 1,996,370 | $ 1,452,072 | $ 1,361,513 | 8,689,157 | 6,953,947 | 5,216,265 | ||||
Operating income | 126,728 | $ 187,335 | $ 226,469 | ||||||||||||
Refined Products Facilities 2019 Acquisitions Acquisition Accounting In Process | |||||||||||||||
Business Acquisition | |||||||||||||||
Number of terminals acquired | facility | 2 | ||||||||||||||
Total consideration to acquire businesses | $ 16,300 | ||||||||||||||
Fair Value of Assets Acquired and Liabilities Assumed | |||||||||||||||
Inventories | 327 | 327 | |||||||||||||
Other current assets | 85 | 85 | |||||||||||||
Property, plant and equipment | 9,986 | 9,986 | |||||||||||||
Goodwill | 1,328 | 1,328 | |||||||||||||
Intangible assets | 4,600 | 4,600 | |||||||||||||
Current liabilities | (4) | (4) | |||||||||||||
Fair value of net assets acquired | $ 16,322 | 16,322 | |||||||||||||
Revenues | 300 | ||||||||||||||
Operating income | (100) | ||||||||||||||
General and administrative expense | $ 100 |
Acquisitions - Retail Propane B
Acquisitions - Retail Propane Businesses (Details) $ in Thousands | May 14, 2019USD ($) | Apr. 10, 2019USD ($) | Apr. 03, 2019USD ($) | Jul. 10, 2018facility | Jun. 30, 2018USD ($)facility | Mar. 31, 2019USD ($) | Jul. 09, 2018 |
Business Acquisition | |||||||
Total consideration to acquire businesses | $ 892,500 | $ 53,000 | $ 13,000 | ||||
Retail Propane Business 2019 Acquisitions Acquisition Accounting In Process | |||||||
Business Acquisition | |||||||
Total consideration to acquire businesses | $ 19,100 | ||||||
Number of businesses sold | facility | 3 | ||||||
Retail Propane Company | |||||||
Business Acquisition | |||||||
Ownership interest acquired | 40.00% | ||||||
Retail Propane Business 2018 Acquisitions Acquisition Accounting In Process | |||||||
Business Acquisition | |||||||
Number of businesses sold | facility | 4 | ||||||
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 | 12 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 2,246,397 | $ 1,853,508 | |
Accumulated depreciation | (417,457) | (341,222) | |
Net property, plant and equipment | 1,828,940 | 1,512,286 | |
Depreciation expense | 101,515 | 99,954 | $ 89,848 |
Capitalized interest expense | 482 | 182 | 6,887 |
(Gain) loss on sales and write-downs of certain assets | 7,549 | 5,620 | 15,384 |
Crude oil logistics | |||
Property, Plant and Equipment | |||
(Gain) loss on sales and write-downs of certain assets | 3,489 | (3,144) | 8,124 |
Water solutions | |||
Property, Plant and Equipment | |||
(Gain) loss on sales and write-downs of certain assets | 3,067 | 8,117 | 7,169 |
Liquids | |||
Property, Plant and Equipment | |||
(Gain) loss on sales and write-downs of certain assets | 993 | 639 | 92 |
Corporate and Other | |||
Property, Plant and Equipment | |||
(Gain) loss on sales and write-downs of certain assets | 0 | 8 | $ (1) |
Natural gas liquids terminal and storage assets | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 280,106 | 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 | $ 243,799 | 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 | ||
Vehicles and railcars | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 124,948 | 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 | $ 704,666 | 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 | $ 225,476 | 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 | $ 103,735 | 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 | $ 31,831 | 29,521 | |
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 | $ 143,711 | 147,110 | |
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 | $ 62,379 | 51,816 | |
Tank bottoms and line fill | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | 20,071 | 20,118 | |
Other | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 14,870 | 11,646 | |
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 | $ 290,805 | $ 77,596 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2019 | Sep. 30, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2016 | |
Goodwill [Roll Forward] | |||||
Goodwill at the beginning of the period | $ 1,170,530 | $ 1,287,212 | |||
Revisions to acquisition accounting (Note 4) | 195 | ||||
Impairment | (66,220) | (116,877) | |||
Acquisitions (Note 4) | 94,661 | ||||
Disposals (Note 16) | (88,515) | ||||
Goodwill at the end of the period | $ 1,110,456 | 1,110,456 | 1,170,530 | ||
Crude oil logistics | |||||
Goodwill [Roll Forward] | |||||
Goodwill at the beginning of the period | 579,846 | 579,846 | |||
Goodwill at the end of the period | 579,846 | 579,846 | 579,846 | ||
Water solutions | |||||
Goodwill [Roll Forward] | |||||
Goodwill at the beginning of the period | 424,465 | 424,270 | |||
Revisions to acquisition accounting (Note 4) | 195 | ||||
Impairment | $ (380,200) | ||||
Acquisitions (Note 4) | 74,189 | ||||
Disposals (Note 16) | (88,515) | ||||
Goodwill at the end of the period | 410,139 | 410,139 | 424,465 | ||
Liquids | |||||
Goodwill [Roll Forward] | |||||
Goodwill at the beginning of the period | 149,169 | 266,046 | |||
Impairment | (66,200) | $ (116,900) | (66,220) | (116,877) | |
Acquisitions (Note 4) | 20,472 | ||||
Goodwill at the end of the period | 103,421 | 103,421 | 149,169 | ||
Refined products and renewables | |||||
Goodwill [Roll Forward] | |||||
Goodwill at the beginning of the period | 17,050 | 17,050 | |||
Acquisitions (Note 4) | 0 | ||||
Goodwill at the end of the period | $ 17,050 | $ 17,050 | $ 17,050 |
Goodwill Impairment (Details)
Goodwill Impairment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||
Mar. 31, 2019 | Sep. 30, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2016 | Jan. 01, 2019 | Mar. 30, 2018 | |
Goodwill | ||||||||
Impairment | $ 66,220 | $ 116,877 | ||||||
Goodwill | $ 1,110,456 | 1,110,456 | 1,170,530 | $ 1,287,212 | ||||
Liquids | ||||||||
Goodwill | ||||||||
Impairment | 66,200 | $ 116,900 | 66,220 | 116,877 | ||||
Goodwill | 103,421 | 103,421 | 149,169 | 266,046 | ||||
Water solutions | ||||||||
Goodwill | ||||||||
Impairment | $ 380,200 | |||||||
Goodwill | $ 410,139 | $ 410,139 | $ 424,465 | 424,270 | ||||
Adjustment to initial impairment estimate | $ 124,700 | |||||||
Sawtooth | ||||||||
Goodwill | ||||||||
Goodwill, impairment test, assumed per year increase in commodity prices | 2.00% | |||||||
Goodwill, impairment test, assumed per year increase in rental fees | 4.00% | 7.00% | ||||||
Goodwill, impairment test, discount rate | 12.00% | 13.10% | 12.40% | |||||
Reporting unit, percentage of fair value below carrying amount | 32.00% | 35.20% | ||||||
Goodwill | $ 66,200 | |||||||
Reporting unit, percentage of fair value in excess of carrying amount | 2.00% |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 03, 2016 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 |
Amortizable | ||||
Finite-lived intangible assets, gross | $ 1,301,206 | $ 1,189,934 | ||
Accumulated amortization | (503,117) | (417,647) | ||
Finite-lived intangible assets, net | 798,089 | 772,287 | ||
INTANGIBLE ASSETS, net of accumulated amortization | 800,889 | 775,087 | ||
Non-Amortizable | ||||
Gross carrying amount of intangible assets | $ 1,304,006 | 1,192,734 | ||
Weighted average remaining amortization period for intangible assets | 11 years 4 months 24 days | |||
Intangible assets written off related to the purchase of the remaining interest in a business | 1,800 | |||
Revolving Credit Facility | ||||
Non-Amortizable | ||||
Write off of debt issuance costs | $ 4,500 | |||
Trade names | ||||
Non-Amortizable | ||||
Indefinite-lived intangible assets | $ 2,800 | 2,800 | ||
Trade names | Operating segment | Water solutions | ||||
Non-Amortizable | ||||
Write-off of intangible asset | $ 5,200 | |||
Customer relationships | ||||
Amortizable | ||||
Finite-lived intangible assets, gross | 742,832 | 718,764 | ||
Accumulated amortization | (369,983) | (328,666) | ||
Finite-lived intangible assets, net | $ 372,849 | 390,098 | ||
Customer relationships | Minimum | ||||
Amortizable | ||||
Amortizable life | 3 years | |||
Customer relationships | Maximum | ||||
Amortizable | ||||
Amortizable life | 30 years | |||
Customer commitments | ||||
Amortizable | ||||
Amortizable life | 10 years | |||
Finite-lived intangible assets, gross | $ 310,000 | 310,000 | ||
Accumulated amortization | (74,917) | (43,917) | ||
Finite-lived intangible assets, net | $ 235,083 | 266,083 | ||
Pipeline capacity rights | ||||
Amortizable | ||||
Amortizable life | 30 years | |||
Finite-lived intangible assets, gross | $ 7,799 | 7,799 | ||
Accumulated amortization | (1,387) | (1,127) | ||
Finite-lived intangible assets, net | 6,412 | 6,672 | ||
Right-of-way and easements | ||||
Amortizable | ||||
Finite-lived intangible assets, gross | 73,409 | 63,995 | ||
Accumulated amortization | (4,509) | (3,214) | ||
Finite-lived intangible assets, net | $ 68,900 | 60,781 | ||
Right-of-way and easements | Minimum | ||||
Amortizable | ||||
Amortizable life | 1 year | |||
Right-of-way and easements | Maximum | ||||
Amortizable | ||||
Amortizable life | 40 years | |||
Water rights | ||||
Amortizable | ||||
Amortizable life | 14 years | |||
Finite-lived intangible assets, gross | $ 64,868 | 0 | ||
Accumulated amortization | (3,018) | 0 | ||
Finite-lived intangible assets, net | 61,850 | 0 | ||
Executory contracts and other agreements | ||||
Amortizable | ||||
Finite-lived intangible assets, gross | 47,230 | 42,919 | ||
Accumulated amortization | (17,212) | (15,424) | ||
Finite-lived intangible assets, net | $ 30,018 | 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 | $ 12,723 | 5,465 | ||
Accumulated amortization | (2,570) | (706) | ||
Finite-lived intangible assets, net | $ 10,153 | 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 | $ 42,345 | 40,992 | ||
Accumulated amortization | (29,521) | (24,593) | ||
Finite-lived intangible assets, net | $ 12,824 | $ 16,399 | ||
Water facility development agreement | Operating segment | Water solutions | ||||
Non-Amortizable | ||||
Impairment of intangible assets | $ 5,800 |
Intangible Assets - Amortizatio
Intangible Assets - Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Amortization related to intangible assets | |||
Amortization expense | $ 115,872 | $ 113,978 | $ 96,230 |
Future amortization expense of intangible assets | |||
2020 | 116,626 | ||
2021 | 104,512 | ||
2022 | 91,674 | ||
2023 | 83,654 | ||
2024 | 77,514 | ||
Thereafter | 324,109 | ||
Finite-lived intangible assets, net | 798,089 | 772,287 | |
Depreciation and amortization | |||
Amortization related to intangible assets | |||
Amortization expense | 110,458 | 108,444 | 89,765 |
Cost of sales | |||
Amortization related to intangible assets | |||
Amortization expense | 486 | 966 | 1,994 |
Interest expense | |||
Amortization related to intangible assets | |||
Amortization expense | $ 4,928 | $ 4,568 | $ 4,471 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | Feb. 22, 2017 | Oct. 24, 2016 | Jul. 09, 2014 | Oct. 16, 2013 | Jun. 19, 2012 | |
Long-Term Debt | ||||||||
Face amount | $ 2,172,789 | $ 2,701,031 | ||||||
Face amount, current portion | 648 | 646 | ||||||
Face amount, long-term | 2,172,141 | 2,700,385 | ||||||
LONG-TERM DEBT, debt issuance costs | (12,008) | (20,645) | ||||||
Book value | 2,160,781 | 2,680,386 | ||||||
Book value, current | 648 | 646 | ||||||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 2,160,133 | 2,679,740 | ||||||
Amortization of debt issuance costs | 4,300 | 6,100 | $ 3,300 | |||||
Expected Future Amortization of Debt Issuance Costs | ||||||||
2020 | 2,371 | |||||||
2021 | 2,367 | |||||||
2022 | 2,367 | |||||||
2023 | 2,367 | |||||||
2024 | 1,744 | |||||||
Thereafter | 792 | |||||||
Total | $ 12,008 | |||||||
Senior secured notes | ||||||||
Long-Term Debt | ||||||||
Fixed interest rate | 6.65% | |||||||
5.125% Senior Notes due 2019 | ||||||||
Long-Term Debt | ||||||||
Fixed interest rate | 5.125% | 5.125% | ||||||
Face amount | $ 0 | 353,424 | ||||||
LONG-TERM DEBT, debt issuance costs | 0 | (1,653) | ||||||
Book value | $ 0 | 351,771 | ||||||
6.875% Senior Notes due 2021 | ||||||||
Long-Term Debt | ||||||||
Fixed interest rate | 6.875% | 6.875% | ||||||
Face amount | $ 0 | 367,048 | ||||||
LONG-TERM DEBT, debt issuance costs | 0 | (4,499) | ||||||
Book value | $ 0 | 362,549 | ||||||
7.50% Senior Notes due 2023 | ||||||||
Long-Term Debt | ||||||||
Fixed interest rate | 7.50% | 7.50% | ||||||
Face amount | $ 607,323 | 615,947 | ||||||
LONG-TERM DEBT, debt issuance costs | (6,916) | (8,542) | ||||||
Book value | $ 600,407 | 607,405 | ||||||
6.125% Senior Notes due 2025 | ||||||||
Long-Term Debt | ||||||||
Fixed interest rate | 6.125% | 6.125% | ||||||
Face amount | $ 389,135 | 389,135 | ||||||
LONG-TERM DEBT, debt issuance costs | (5,092) | (5,951) | ||||||
Book value | 384,043 | 383,184 | ||||||
Other long-term debt | ||||||||
Long-Term Debt | ||||||||
Face amount | 5,331 | 5,977 | ||||||
LONG-TERM DEBT, debt issuance costs | 0 | 0 | ||||||
Book value | 5,331 | 5,977 | ||||||
Expansion Capital Facility | Revolving Credit Facility | ||||||||
Long-Term Debt | ||||||||
Face amount | 275,000 | 0 | ||||||
LONG-TERM DEBT, debt issuance costs | 0 | 0 | ||||||
Book value | 275,000 | 0 | ||||||
Working Capital Facility | Revolving Credit Facility | ||||||||
Long-Term Debt | ||||||||
Face amount | 896,000 | 969,500 | ||||||
LONG-TERM DEBT, debt issuance costs | 0 | 0 | ||||||
Book value | $ 896,000 | $ 969,500 |
Long-Term Debt - Credit Agreeme
Long-Term Debt - Credit Agreement (Details) - USD ($) $ in Millions | Feb. 06, 2019 | Jul. 05, 2018 | Mar. 31, 2019 |
Long-Term Debt | |||
Credit Agreement Amendment - February 6, 2019 | we amended the Credit Agreement, to, among other things, reset the basket for the repurchase of common units with a limit of $150 million in aggregate during the remaining term of the Credit Agreement, not to exceed $50 million per fiscal quarter, so long as, both immediately before and after giving pro forma effect to the repurchases, the Partnershipās Leverage Ratio (as defined in the Credit Agreement) is less than 3.25x and Revolving Availability (also as defined in the Credit Agreement) is greater than or equal to $200 million. In addition, the amendment decreases the Maximum Total Leverage Indebtedness Ratio beginning September 30, 2019 with a further decrease beginning March 31, 2020 (as presented in the table below), and amends the defined term āConsolidated EBITDAā to exclude the āGavilon Energy EPA Settlementā (as defined in the Credit Agreement) solely for the two quarters ending December 31, 2018 and March 31, 2019. | ||
Revolving Credit Facility | |||
Long-Term Debt | |||
Maximum borrowing capacity | $ 1,765 | ||
Credit Agreement Amendment - July 5, 2018 | 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 | 2.63 | ||
Debt instrument, actual senior secured leverage ratio | 0.58 | ||
Debt instrument, actual interest coverage ratio | 3.70 | ||
Debt instrument, actual total leverage indebtedness ratio | 4.48 | ||
Revolving Credit Facility | Minimum | |||
Long-Term Debt | |||
Commitment fees charged on unused capacity | 0.375% | ||
Financial Covenants in Credit Agreement | |||
Debt instrument, interest coverage ratio March 31, 2019 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, leverage ratio March 31, 2019 to October 5, 2021 | 4.50 | ||
Debt instrument, senior secured leverage ratio March 31, 2019 to October 5, 2021 | 3.25 | ||
Debt instrument, total leverage indebtedness ratio March 31, 2019 to September 30, 2019 | 6.50 | ||
Debt instrument, total leverage indebtedness ratio September 30, 2019 to March 31, 2020 | 6.25 | ||
Debt instrument, total leverage indebtedness ratio March 31, 2020 to October 5, 2021 | 6 | ||
Revolving Credit Facility | LIBOR option | |||
Long-Term Debt | |||
Reference rate | 2.49% | ||
Interest rate margin added to variable rate base | 1.75% | ||
Revolving Credit Facility | Prime rate | |||
Long-Term Debt | |||
Reference rate | 5.50% | ||
Interest rate margin added to variable rate base | 0.75% | ||
Revolving Credit Facility | |||
Long-Term Debt | |||
Interest rate | 4.39% | ||
Working Capital Facility | Revolving Credit Facility | |||
Long-Term Debt | |||
Maximum borrowing capacity | $ 1,250 | ||
Working Capital Facility | Letters of credit | |||
Long-Term Debt | |||
Outstanding letters of credit | 143.4 | ||
Expansion Capital Facility | Revolving Credit Facility | |||
Long-Term Debt | |||
Maximum borrowing capacity | $ 515 | ||
Letters of credit | Revolving Credit Facility | |||
Long-Term Debt | |||
Fixed interest rate | 1.75% |
Long Term Debt - Senior Secured
Long Term Debt - Senior Secured Notes (Details) - Senior secured notes - USD ($) $ in Thousands | Dec. 19, 2017 | Mar. 31, 2018 | Jun. 19, 2012 |
Long-Term Debt | |||
Face amount | $ 250,000 | ||
Fixed interest rate | 6.65% | ||
Repayments in semi-annual installments | $ 19,500 | $ 25,000 | |
Notes repurchased | 230,500 | ||
Cash paid (excluding payments of accrued interest) | 250,179 | ||
Loss on early extinguishment of debt | (23,971) | ||
Write off of debt issuance costs | $ 4,300 |
Long-Term Debt - Senior Unsecur
Long-Term Debt - Senior Unsecured Notes (Details) - USD ($) $ in Thousands | Apr. 09, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | Feb. 22, 2017 | Oct. 24, 2016 | Jul. 09, 2014 | Oct. 16, 2013 |
Long-Term Debt | ||||||||
2026 Notes redemption terms | We have the option to redeem all or a portion of the 2026 Notes at any time on or after April 15, 2022 at fixed redemption prices beginning at 103.750% on such date and declining annually and ratably to par for redemptions occurring on or after April 15, 2024 plus accrued and unpaid interest. At any time prior to April 15, 2022, we may redeem all or a portion of the 2026 Notes, at a redemption price equal to the āmake whole priceā specified in the indenture, plus accrued and unpaid interest. | |||||||
2026 Notes registration rights agreement terms | If the Partnership fails to satisfy this obligation, it will be required to pay to the holders of the 2026 Notes liquidated damages in an amount equal 0.25% per annum on the principal amount of the 2026 Notes held by such holder during the 90-day period immediately following the occurrence of such registration default, and such amount shall increase by 0.25% per annum at the end of such 90-day period. | |||||||
Notes repurchased | $ 737,058 | $ 486,699 | $ 21,193 | |||||
5.125% Senior Notes due 2019 | ||||||||
Long-Term Debt | ||||||||
Face amount | $ 400,000 | |||||||
Fixed interest rate | 5.125% | 5.125% | ||||||
6.875% Senior Notes due 2021 | ||||||||
Long-Term Debt | ||||||||
Face amount | $ 450,000 | |||||||
Fixed interest rate | 6.875% | 6.875% | ||||||
7.50% Senior Notes due 2023 | ||||||||
Long-Term Debt | ||||||||
Face amount | $ 700,000 | |||||||
Fixed interest rate | 7.50% | 7.50% | ||||||
6.125% Senior Notes due 2025 | ||||||||
Long-Term Debt | ||||||||
Face amount | $ 500,000 | |||||||
Fixed interest rate | 6.125% | 6.125% | ||||||
7.50% Senior Notes due 2026 | ||||||||
Long-Term Debt | ||||||||
Face amount | $ 450,000 | |||||||
Fixed interest rate | 7.50% | |||||||
Proceeds from issuance of 2026 Notes | $ 441,800 | |||||||
Initial purchaser's discount on 2026 Notes | 6,800 | |||||||
Offering costs for 2026 Notes | $ 1,500 | |||||||
Redemptions | 5.125% Senior Notes due 2019 | ||||||||
Long-Term Debt | ||||||||
Notes repurchased | $ 328,005 | |||||||
Cash paid (excluding payments of accrued interest) | 329,719 | |||||||
Gain (loss) on extinguishment of debt | (2,113) | |||||||
Write off of debt issuance costs | 400 | |||||||
Redemptions | 6.875% Senior Notes due 2021 | ||||||||
Long-Term Debt | ||||||||
Notes repurchased | 367,048 | |||||||
Cash paid (excluding payments of accrued interest) | 373,358 | |||||||
Gain (loss) on extinguishment of debt | (10,130) | |||||||
Write off of debt issuance costs | 3,800 | |||||||
Repurchases | 5.125% Senior Notes due 2019 | ||||||||
Long-Term Debt | ||||||||
Notes repurchased | 25,419 | 26,034 | 9,009 | |||||
Cash paid (excluding payments of accrued interest) | 25,406 | 26,002 | 7,099 | |||||
Gain (loss) on extinguishment of debt | (34) | (140) | 1,759 | |||||
Write off of debt issuance costs | 100 | 200 | 200 | |||||
Repurchases | 6.875% Senior Notes due 2021 | ||||||||
Long-Term Debt | ||||||||
Notes repurchased | 0 | 0 | 21,241 | |||||
Cash paid (excluding payments of accrued interest) | 0 | 0 | 14,094 | |||||
Gain (loss) on extinguishment of debt | 0 | 0 | 6,748 | |||||
Write off of debt issuance costs | 400 | |||||||
Repurchases | 7.50% Senior Notes due 2023 | ||||||||
Long-Term Debt | ||||||||
Notes repurchased | 8,624 | 84,053 | 0 | |||||
Cash paid (excluding payments of accrued interest) | 8,575 | 83,967 | 0 | |||||
Gain (loss) on extinguishment of debt | (63) | (1,136) | 0 | |||||
Write off of debt issuance costs | 100 | 1,200 | ||||||
Repurchases | 6.125% Senior Notes due 2025 | ||||||||
Long-Term Debt | ||||||||
Notes repurchased | 0 | 110,865 | 0 | |||||
Cash paid (excluding payments of accrued interest) | 0 | 107,050 | 0 | |||||
Gain (loss) on extinguishment of debt | $ 0 | 2,046 | $ 0 | |||||
Write off of debt issuance costs | $ 1,800 |
Long-Term Debt - Other Long-Ter
Long-Term Debt - Other Long-Term Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | |
Long-Term Debt | |||
Face amount | $ 2,172,789 | $ 2,701,031 | |
Equipment loan | |||
Long-Term Debt | |||
Face amount | $ 5,300 | ||
Repayments of debt | $ 41,700 | ||
Gain (loss) on extinguishment of debt | 1,600 | ||
Write off of debt issuance costs | 100 | ||
Other long-term debt repayment penalty | $ 1,500 | ||
Equipment loan | Minimum | |||
Long-Term Debt | |||
Fixed interest rate | 4.13% | ||
Equipment loan | Maximum | |||
Long-Term Debt | |||
Fixed interest rate | 7.10% |
Long-Term Debt - Debt Maturity
Long-Term Debt - Debt Maturity Schedule (Details) $ in Thousands | Mar. 31, 2019USD ($) |
Maturities | |
2020 | $ 648 |
2021 | 4,683 |
2022 | 1,171,000 |
2023 | 0 |
2024 | 607,323 |
Thereafter | 389,135 |
Total | 2,172,789 |
Revolving Credit Facility | |
Maturities | |
2022 | 1,171,000 |
2023 | 0 |
Total | 1,171,000 |
Senior unsecured notes | |
Maturities | |
2023 | 0 |
2024 | 607,323 |
Thereafter | 389,135 |
Total | 996,458 |
Other long-term debt | |
Maturities | |
2020 | 648 |
2021 | 4,683 |
2022 | 0 |
2023 | 0 |
2024 | 0 |
Thereafter | 0 |
Total | $ 5,331 |
Commitments and Contingencies -
Commitments and Contingencies - Legal Contingencies (Details) $ in Millions | 12 Months Ended |
Mar. 31, 2019USD ($) | |
Loss Contingencies | |
Range of possible loss | $ 4 |
Loss contingency accrual | 2.5 |
Services Rendered | |
Loss Contingencies | |
Damages awarded | 4 |
Fraudulent Misrepresentation | |
Loss Contingencies | |
Damages awarded | $ 29 |
Commitments and Contingencies_2
Commitments and Contingencies - Environmental Matters (Details) $ in Thousands, number in Millions | 12 Months Ended | |
Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | |
Environmental matter | ||
Environmental matters liability | $ 2,500 | |
Litigation settlement, cash portion | $ 25,000 | |
Litigation settlement, renewable identification numbers | 36 | |
Litigation settlement expense | $ 12,500 | |
Estimated litigation liability | $ 12,500 | $ 0 |
Commitments and Contingencies_3
Commitments and Contingencies - Asset Retirement Obligations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||
Balance at beginning of period | $ 9,133 | $ 8,181 |
Liabilities incurred | 586 | 592 |
Liabilities assumed in acquisitions | 438 | 21 |
Liabilities associated with disposed assets (1) | (585) | |
Liabilities settled | (546) | (549) |
Accretion expense | 697 | 888 |
Balance at end of period | $ 9,723 | $ 9,133 |
Commitments and Contingencies_4
Commitments and Contingencies - Operating Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Future minimum lease payments | |||
2020 | $ 78,348 | ||
2021 | 60,417 | ||
2022 | 43,259 | ||
2023 | 29,252 | ||
2024 | 18,341 | ||
Thereafter | 41,845 | ||
Total | 271,462 | ||
Rental expense | $ 91,600 | $ 111,300 | $ 114,600 |
Commitments and Contingencies_5
Commitments and Contingencies - Pipeline Capacity Agreements (Details) $ in Millions | 12 Months Ended |
Mar. 31, 2019USD ($) | |
Pipeline capacity agreements | |
Future minimum throughput payments | |
Future minimum throughput payments in 2020 | $ 43.2 |
Third party pipeline capacity assumption | |
Future minimum throughput payments | |
Future minimum throughput payments in 2020 | $ 30 |
Contract No. 1 | 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 - Construction Commitments (Details) $ in Millions | Mar. 31, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Construction commitments | $ 29.7 |
Commitments and Contingencies_7
Commitments and Contingencies - Purchase Commitments (Details) gal in Thousands, bbl in Thousands, $ in Thousands | Mar. 31, 2019USD ($)bblgal |
Crude oil | |
Purchase commitments for crude oil and natural gas | |
Fixed-price purchase commitments, due in next twelve months | $ 60,227 |
Fixed-price purchase commitments (in barrels/gallons), due in next twelve months | bbl | 1,040 |
Total fixed-price purchase commitments | $ 60,227 |
Total fixed-price purchase commitments (in barrels/gallons) | bbl | 1,040 |
Index-price purchase commitments, due in next twelve months | $ 1,703,112 |
Index-price purchase commitments (in barrels/gallons), due in next twelve months | bbl | 30,363 |
Index-price purchase commitments, due in second year | $ 526,420 |
Index-price purchase commitments (in barrels/gallons), due in second year | bbl | 10,227 |
Index-price purchase commitments, due in third year | $ 411,071 |
Index-price purchase commitments (in barrels), due in third year | bbl | 8,264 |
Index-price purchase commitments, due in fourth year | $ 269,990 |
Index-price purchase commitments (in barrels), due in fourth year | bbl | 5,482 |
Index-price purchase commitments, due in fifth year | $ 200,022 |
Index-price purchase commitments (in barrels), due in fifth year | bbl | 4,110 |
Total index-price purchase commitments | $ 3,110,615 |
Total index-price purchase commitments (in barrels/gallons) | bbl | 58,446 |
Natural gas liquids | |
Purchase commitments for crude oil and natural gas | |
Fixed-price purchase commitments, due in next twelve months | $ 5,033 |
Fixed-price purchase commitments (in barrels/gallons), due in next twelve months | gal | 7,545 |
Fixed-price purchase commitments, due in second year | $ 265 |
Fixed-price purchase commitments (in gallons), due in second year | gal | 378 |
Total fixed-price purchase commitments | $ 5,298 |
Total fixed-price purchase commitments (in barrels/gallons) | gal | 7,923 |
Index-price purchase commitments, due in next twelve months | $ 564,013 |
Index-price purchase commitments (in barrels/gallons), due in next twelve months | gal | 1,023,998 |
Index-price purchase commitments, due in second year | $ 1,199 |
Index-price purchase commitments (in barrels/gallons), due in second year | gal | 2,152 |
Total index-price purchase commitments | $ 565,212 |
Total index-price purchase commitments (in barrels/gallons) | gal | 1,026,150 |
Commitments and Contingencies_8
Commitments and Contingencies - Sales Commitments (Details) gal in Thousands, bbl in Thousands, $ in Thousands | Mar. 31, 2019USD ($)bblgal | Mar. 31, 2018USD ($) |
Sales commitments for crude oil and natural gas | ||
Net commodity asset (liability) | $ 7,700 | $ (7,037) |
Crude oil | ||
Sales commitments for crude oil and natural gas | ||
Fixed-price sale commitments, due in next twelve months | $ 63,759 | |
Fixed-price sales commitments (in barrels/gallons), due in next twelve months | bbl | 1,090 | |
Total fixed-price sale commitments | $ 63,759 | |
Total fixed-price sale commitments (in barrels/gallons) | bbl | 1,090 | |
Index-price sale commitments, due in next twelve months | $ 1,240,074 | |
Index-price sale commitments (in barrels/gallons), due in next twelve months | bbl | 20,500 | |
Total index-price sale commitments | $ 1,240,074 | |
Total index-price sale commitments (in barrels/gallons) | bbl | 20,500 | |
Natural gas liquids | ||
Sales commitments for crude oil and natural gas | ||
Fixed-price sale commitments, due in next twelve months | $ 45,626 | |
Fixed-price sales commitments (in barrels/gallons), due in next twelve months | gal | 52,766 | |
Fixed-price sale commitments, due in second year | $ 1,395 | |
Fixed-price sale commitments (in gallons), due in second year | gal | 1,580 | |
Fixed-price sale commitments, due in third year | $ 86 | |
Fixed-price sale commitments (in gallons), due in third year | gal | 100 | |
Total fixed-price sale commitments | $ 47,107 | |
Total fixed-price sale commitments (in barrels/gallons) | gal | 54,446 | |
Index-price sale commitments, due in next twelve months | $ 594,877 | |
Index-price sale commitments (in barrels/gallons), due in next twelve months | gal | 778,454 | |
Index-price sale commitments, due in second year | $ 1,634 | |
Index-price commitments (in gallons), due in second year | gal | 2,183 | |
Total index-price sale commitments | $ 596,511 | |
Total index-price sale commitments (in barrels/gallons) | gal | 780,637 | |
Prepaid expenses and other current assets | ||
Sales commitments for crude oil and natural gas | ||
Net commodity asset (liability) | $ 8,600 | |
Accrued expenses and other payables | ||
Sales commitments for crude oil and natural gas | ||
Net commodity asset (liability) | $ 4,900 |
Equity - Partnership Equity and
Equity - Partnership Equity and General Partner Contributions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Equity | |||
General partner interest | 0.10% | 0.10% | |
Limited partner interest | 99.90% | 99.90% | |
General partners' capital account, notional units issued (in units) | 3,039 | 1,294 | 16,026 |
Notional units issued | $ 202,731 | $ 287,136 | |
Common units | |||
Equity | |||
General partner interest | 0.10% | 0.10% | 0.10% |
Limited partner interest | 99.90% | ||
General Partner | |||
Equity | |||
Notional units issued | $ 100 | $ 100 | $ 288 |
Equity - Equity Issuances (Deta
Equity - Equity Issuances (Details) - USD ($) $ in Thousands | Feb. 22, 2017 | Aug. 24, 2016 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 |
Equity | |||||
Proceeds from sale of common units, net of offering costs | $ 0 | $ 0 | $ 287,136 | ||
Common units | |||||
Equity | |||||
Aggregate offering price under at the market program | $ 200,000 | ||||
Units issued (in units) | 10,120,000 | 3,321,135 | |||
Proceeds from sale of common units, net of offering costs | $ 222,500 | $ 64,400 | |||
Limited partners' offering costs | $ 11,800 | $ 900 | |||
Aggregate offering price remaining for sale | $ 134,700 |
Equity - Common Unit Repurchase
Equity - Common Unit Repurchase Programs (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Dec. 31, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | Aug. 29, 2017 | |
Common unit repurchases and cancellations | $ (297) | $ (15,817) | $ 0 | ||
Share repurchase program | |||||
Common unit repurchase program, authorized amount | $ 15,000 | ||||
Common unit repurchases (in units) | 1,516,848 | ||||
Common unit repurchases and cancellations | $ (15,000) |
Equity - Distributions (Details
Equity - Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands | May 15, 2019 | May 10, 2019 | Apr. 24, 2019 | Apr. 15, 2019 | Feb. 14, 2019 | Jan. 22, 2019 | Jan. 15, 2019 | Nov. 14, 2018 | Oct. 23, 2018 | Oct. 15, 2018 | Aug. 14, 2018 | Jul. 24, 2018 | Jul. 16, 2018 | May 15, 2018 | Apr. 24, 2018 | Apr. 16, 2018 | Feb. 14, 2018 | Jan. 23, 2018 | Jan. 15, 2018 | Nov. 14, 2017 | Oct. 19, 2017 | Oct. 16, 2017 | Aug. 14, 2017 | Jul. 20, 2017 | May 15, 2017 | Apr. 24, 2017 | Feb. 14, 2017 | Jan. 19, 2017 | Nov. 14, 2016 | Oct. 20, 2016 | Aug. 12, 2016 | Jul. 21, 2016 | May 13, 2016 | Apr. 21, 2016 |
Distributions | ||||||||||||||||||||||||||||||||||
Amount Per Unit (in dollars per unit) | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3900 | |||||||||||||||||||||
Amount Paid to Limited Partners | $ 49,127 | $ 48,373 | $ 48,260 | $ 47,600 | $ 47,374 | $ 47,223 | $ 47,000 | $ 47,460 | $ 46,870 | $ 42,923 | $ 41,907 | $ 41,146 | $ 40,626 | |||||||||||||||||||||
Amount Paid to General Partner | $ 85 | 83 | 83 | 82 | 82 | 81 | 81 | 81 | 80 | 74 | 72 | 71 | $ 70 | |||||||||||||||||||||
Class B Perpetual Preferred Units | ||||||||||||||||||||||||||||||||||
Distributions | ||||||||||||||||||||||||||||||||||
Distributions paid to preferred unitholders | $ 4,725 | $ 4,725 | $ 4,725 | $ 4,725 | $ 4,725 | $ 4,725 | $ 5,670 | |||||||||||||||||||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | ||||||||||||||||||||||||||||||||||
Distributions | ||||||||||||||||||||||||||||||||||
Distributions paid to preferred unitholders | $ 4,034 | $ 6,449 | $ 6,449 | $ 6,449 | $ 6,449 | $ 6,449 | $ 6,449 | $ 6,449 | $ 6,449 | $ 6,449 | $ 6,449 | $ 1,795 |
Equity - Class A Convertible Pr
Equity - Class A Convertible Preferred Units (Details) - USD ($) | May 11, 2019 | Apr. 05, 2019 | Apr. 26, 2018 | Jun. 23, 2017 | Apr. 21, 2016 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | Jun. 30, 2016 | Jun. 24, 2016 | Jun. 23, 2016 |
Preferred Units | |||||||||||
Repurchase of warrants | $ 14,988,000 | $ 10,549,000 | $ 0 | ||||||||
Allocation of value to beneficial conversion feature of Class A convertible preferred units (Note 10) | 131,534,000 | ||||||||||
Accretion of beneficial conversion feature | $ 67,239,000 | $ 18,781,000 | 8,999,000 | ||||||||
Class A Convertible Preferred Units | |||||||||||
Preferred Units | |||||||||||
Preferred units dividend rate | 10.75% | 10.75% | |||||||||
Temporary equity, issued (in units) | 19,942,169 | 19,942,169 | |||||||||
Oaktree Capital Management L.P. | |||||||||||
Preferred Units | |||||||||||
Authorized amount | $ 200,000,000 | $ 240,000,000 | |||||||||
Warrants outstanding (in units) | 1,458,371 | 4,375,112 | |||||||||
Oaktree Capital Management L.P. | Warrant | |||||||||||
Preferred Units | |||||||||||
Class of warrant or right, term | 8 | ||||||||||
Class of warrant or right, exercise price | $ 0.01 | ||||||||||
Warrants exercised and converted to common units (in units) | 1,458,371 | 228,797 | 607,653 | ||||||||
Proceeds from warrant exercises | $ 100,000 | $ 100,000 | |||||||||
Repurchase of warrants (in units) | 1,229,575 | 850,716 | |||||||||
Repurchase of warrants | $ 15,000,000 | $ 10,500,000 | |||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | |||||||||||
Preferred Units | |||||||||||
Preferred units dividend rate | 10.75% | ||||||||||
Proceeds from sale of convertible preferred units and warrants, net of offering costs | $ 235,000,000 | ||||||||||
Offering costs | $ 5,000,000 | ||||||||||
Days after quarter end distribution paid | 45 days | ||||||||||
Preferred stock redemption premium percentage | 110.00% | 111.25% | |||||||||
Initial conversion price (in dollars per unit) | $ 12.035 | ||||||||||
Preferred Units Accrued but Unpaid Distributions | $ 0.1437 | $ 0.338 | |||||||||
Reset conversion price, trading days used for adjustment | 15 days | ||||||||||
Reset conversion price (in dollars per unit) | $ 5 | ||||||||||
Number of days within closing date of registration statement required to file within | 180 days | ||||||||||
Number of days after closing date registration statement declared effective | 360 days | ||||||||||
Proceeds from sale of preferred units, net of offering costs | $ 186,400,000 | ||||||||||
Allocation of value to beneficial conversion feature of Class A convertible preferred units (Note 10) | $ 131,500,000 | ||||||||||
Conversion period | 3 | ||||||||||
Accretion of beneficial conversion feature | $ 67,200,000 | $ 18,800,000 | $ 9,000,000 | ||||||||
Preferred units redeemed | 12,473,191 | 7,468,978 | |||||||||
Preferrred unit redemption price per unit excluding unpaid dividends | $ 13.2385 | $ 13.389 | |||||||||
Preferred unit redemption price per unit | $ 13.3822 | $ 13.727 | |||||||||
Preferred unit redemption amount | $ 166,900,000 | $ 102,500,000 | |||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | On or after first, but prior to the second anniversary of the closing date | |||||||||||
Preferred Units | |||||||||||
Preferred stock redemption premium percentage | 140.00% | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | On or after the second, but prior to the third anniversary of the closing date | |||||||||||
Preferred Units | |||||||||||
Preferred stock redemption premium percentage | 115.00% | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | On or after the third, but prior to the eighth anniversary of the closing date | |||||||||||
Preferred Units | |||||||||||
Preferred stock redemption premium percentage | 110.00% | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | On or after the eighth anniversary of the closing date | |||||||||||
Preferred Units | |||||||||||
Preferred stock redemption premium percentage | 101.00% | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | Prior to the first anniversary of the closing date | |||||||||||
Preferred Units | |||||||||||
Preferred stock redemption premium percentage | 140.00% | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | On or after the first but prior to the second anniversary of the closing date | |||||||||||
Preferred Units | |||||||||||
Preferred stock redemption premium percentage | 130.00% | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | On or after the second anniversary of the closing date | |||||||||||
Preferred Units | |||||||||||
Preferred stock redemption premium percentage | 120.00% | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | Thereafter | |||||||||||
Preferred Units | |||||||||||
Preferred stock redemption premium percentage | 101.00% | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | First six-month period | |||||||||||
Preferred Units | |||||||||||
Percentage increase in dividend rate | 0.25% | ||||||||||
Payment default period | 6 | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | Second six-month period | |||||||||||
Preferred Units | |||||||||||
Percentage increase in dividend rate | 0.25% | ||||||||||
Payment default period | 6 | ||||||||||
Oaktree Capital Management L.P. | Class A Convertible Preferred Units | Warrant | |||||||||||
Preferred Units | |||||||||||
Proceeds from sale of preferred units, net of offering costs | $ 48,600,000 | ||||||||||
Maximum | Oaktree Capital Management L.P. | Class A Convertible Preferred Units | |||||||||||
Preferred Units | |||||||||||
Preferred units dividend rate | 11.25% |
Equity - Class B Preferred Unit
Equity - Class B Preferred Units (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 02, 2019 | Jun. 13, 2017 | Mar. 31, 2018 | Mar. 31, 2017 |
Preferred Units | ||||
Units issued, net of offering costs (Note 10) | $ 202,731 | $ 287,136 | ||
Preferred units, underwriting discounts and commissions | $ 1,400 | |||
Preferred units, offering costs | $ 500 | |||
Class B Perpetual Preferred Units | ||||
Preferred Units | ||||
Preferred units dividend rate | 9.00% | |||
Preferred unit par or stated value per share | $ 25 | |||
Preferred units, underwriting discounts and commissions | $ 6,600 | |||
Preferred units, offering costs | $ 700 | |||
Preferred units, redemption terms | At any time on or after July 1, 2022, we may redeem our Class B Preferred Units, in whole or in part, at a redemption price of $25.00 per Class B Preferred Unit plus an amount equal to all accumulated and unpaid distributions to, but not including, the date of redemption, whether or not declared. We may also redeem the Class B Preferred Units upon a change of control as defined in our partnership agreement. If we choose not to redeem the Class B Preferred Units, the Class B preferred unitholders may have the ability to convert the Class B Preferred Units to common units at the then applicable conversion rate. Class B preferred unitholders have no voting rights except with respect to certain matters set forth in our partnership agreement. | |||
Preferred units, dividend payment terms | Distributions on the Class B Preferred Units are payable on the 15th day of each January, April, July and October of each year to holders of record on the first day of each payment month. The initial distribution rate for the Class B Preferred Units from and including the date of original issue to, but not including, July 1, 2022 is 9.00% per year of the $25.00 liquidation preference per unit (equal to $2.25 per unit per year). On and after July 1, 2022, distributions on the Class B Preferred Units will accumulate at a percentage of the $25.00 liquidation preference equal to the applicable three-month LIBOR plus a spread of 7.213%. | |||
Class B Perpetual Preferred Units | ||||
Preferred Units | ||||
Units issued, net of offering costs (Note 10) | $ 202,700 | |||
Class B Perpetual Preferred Units | Class B Perpetual Preferred Units | ||||
Preferred Units | ||||
Units issued (in units) | 8,400,000 |
Equity - Class C Preferred Unit
Equity - Class C Preferred Units (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 02, 2019 | Mar. 31, 2018 | Mar. 31, 2017 |
Preferred Units | |||
Units issued, net of offering costs (Note 10) | $ 202,731 | $ 287,136 | |
Preferred units, underwriting discounts and commissions | $ 1,400 | ||
Preferred units, offering costs | $ 500 | ||
Class C Perpetual Preferred Units | |||
Preferred Units | |||
Preferred units dividend rate | 9.625% | ||
Preferred unit par or stated value per share | $ 25 | ||
Preferred units, redemption terms | At any time on or after April 15, 2024, we may redeem our Class C Preferred Units, in whole or in part, at a redemption price of $25.00 per Class C Preferred Unit plus an amount equal to all accumulated and unpaid distributions to, but not including, the date of redemption, whether or not declared. We may also redeem the Class C Preferred Units upon a change of control as defined in our partnership agreement. If we choose not to redeem the Class C Preferred Units, the Class C preferred unitholders may have the ability to convert the Class C Preferred Units to common units at the then applicable conversion rate. Class C preferred unitholders have no voting rights except with respect to certain matters set forth in our partnership agreement. | ||
Preferred units, dividend payment terms | Distributions on the Class C Preferred Units are payable on the 15th day of each January, April, July and October of each year to holders of record on the first day of each payment month. The initial distribution rate for the Class C Preferred Units from and including the date of original issue to, but not including, April 15, 2024, is 9.625% per year of the $25.00 liquidation preference per unit (equal to $2.41 per unit per year). On and after April 15, 2024, distributions on the Class C Preferred Units will accumulate at a percentage of the $25.00 liquidation preference equal to the applicable three-month LIBOR plus a spread of 7.384%. | ||
Class C Perpetual Preferred Units | |||
Preferred Units | |||
Units issued, net of offering costs (Note 10) | $ 43,100 | ||
Class C Perpetual Preferred Units | Class C Perpetual Preferred Units | |||
Preferred Units | |||
Units issued (in units) | 1,800,000 |
Equity - Equity-Based Incentive
Equity - Equity-Based Incentive Compensation - Service Awards (Details) - USD ($) | 12 Months Ended | ||||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2016 | Apr. 01, 2017 | |
Equity-Based Incentive Compensation | |||||
Cumulative effect adjustment for adoption of ASC 606 (Note 15) | $ 139,306,000 | $ 0 | |||
Cancellation of Common Units for Tax Withholding | |||||
Common units canceled during period (in units) | 26,993 | ||||
Value of common units canceled during period | $ 300,000 | ||||
Deferred Compensation Arrangements | |||||
Deferred compensation units granted (in units) | 176,817 | 1,008,091 | |||
Deferred compensation arrangement with individual, fair value of units issued | $ 2,400,000 | ||||
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 | |||||
Expense recorded | $ 12,000,000 | $ 16,200,000 | $ 56,200,000 | ||
Service Award Activity | |||||
Unvested restricted units at the beginning of the period (in units) | 2,278,875 | 2,708,500 | 2,297,132 | ||
Units granted (in units) | 3,141,993 | 1,964,911 | 3,124,600 | ||
Units vested and issued (in units) | (2,833,968) | (2,260,011) | (2,350,082) | ||
Units forfeited (in units) | (278,500) | (134,525) | (363,150) | ||
Unvested restricted units at the end of the period (in units) | 2,308,400 | 2,278,875 | 2,708,500 | 2,297,132 | |
Deferred Compensation Arrangements | |||||
Deferred compensation arrangement with individual, fair value of units issued | $ 20,400,000 | $ 700,000 | $ 19,000,000 | ||
Accrued bonuses | 2,200,000 | $ 16,800,000 | |||
Expected Future Expense | |||||
2020 | 8,168,000 | ||||
2021 | 4,154,000 | ||||
2022 | 1,350,000 | ||||
Total | $ 13,672,000 | ||||
Service awards | 2020 | |||||
Service Award Activity | |||||
Units vested and issued (in units) | (1,005,725) | ||||
Service awards | 2021 | |||||
Service Award Activity | |||||
Units vested and issued (in units) | (869,425) | ||||
Service awards | 2022 | |||||
Service Award Activity | |||||
Units vested and issued (in units) | (433,250) | ||||
Performance awards | |||||
Equity-Based Incentive Compensation | |||||
Expense recorded | $ 4,900,000 | $ 5,300,000 | $ 7,200,000 | ||
Service Award Activity | |||||
Unvested restricted units at the beginning of the period (in units) | 917,000 | 1,189,000 | 637,382 | ||
Units granted (in units) | 224,000 | 932,309 | |||
Units forfeited (in units) | (445,500) | (496,000) | (380,691) | ||
Unvested restricted units at the end of the period (in units) | 0 | 917,000 | 1,189,000 | 637,382 | |
Deferred Compensation, Share-based Payments | Deferred Compensation, Share-based Payments | |||||
Deferred Compensation Arrangements | |||||
Deferred compensation units granted (in units) | 59,393 | ||||
Deferred Compensation, Share-based Payments | Deferred Bonus | |||||
Deferred Compensation Arrangements | |||||
Deferred compensation units granted (in units) | 1,745,801 |
Equity - Equity-Based Incenti_2
Equity - Equity-Based Incentive Compensation - Performance Awards (Details) - Performance awards - USD ($) $ in Millions | 12 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Performance Award Activity | |||
Unvested restricted units at the beginning of the period (in units) | 917,000 | 1,189,000 | 637,382 |
Units granted (in units) | 224,000 | 932,309 | |
Units forfeited (in units) | (445,500) | (496,000) | (380,691) |
Units canceled | (471,500) | ||
Unvested restricted units at the end of the period (in units) | 0 | 917,000 | 1,189,000 |
Expense recorded | $ 4.9 | $ 5.3 | $ 7.2 |
Vesting on July 1, 2018 | |||
Performance Award Activity | |||
Units vested and issued (in units) | 0 | ||
General and Administrative Expense | |||
Performance Award Activity | |||
Expense recorded | $ 3.1 |
Equity - Equity-Based Compensat
Equity - Equity-Based Compensation - LTIP (Details) shares in Millions | 12 Months Ended |
Mar. 31, 2019shares | |
LTIP | |
Percentage of outstanding stock maximum | 10.00% |
Incremental percentage of outstanding stock, maximum | 10.00% |
Restricted units | |
LTIP | |
Number of units available for grant | 3.3 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Fair Value of Commodity Derivative Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Mar. 31, 2018 |
Derivative assets (liabilities) | ||
Net commodity derivative asset (liability) | $ 7,700 | $ (7,037) |
Prepaid expenses and other current assets | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset (liability) | 8,600 | |
Accrued expenses and other payables | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset (liability) | 4,900 | |
Commodity contracts | ||
Assets: | ||
Derivative assets | 12,636 | 9,848 |
Netting of counterparty contracts, assets | (1,577) | (664) |
Net cash collateral provided (held) | 1,740 | (4,718) |
Commodity derivatives | 12,799 | 4,466 |
Liabilities: | ||
Derivative liabilities | (6,468) | (15,909) |
Netting of counterparty contracts, liabilities | 1,577 | 664 |
Net cash collateral provided (held) | (208) | 3,742 |
Commodity derivatives | (5,099) | (11,503) |
Derivative assets (liabilities) | ||
Net commodity derivative asset (liability) | 7,700 | (7,037) |
Commodity contracts | Prepaid expenses and other current assets | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset (liability) | 12,799 | 4,466 |
Commodity contracts | Accrued expenses and other payables | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset (liability) | (4,960) | (8,321) |
Commodity contracts | Other noncurrent liabilities | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset (liability) | (139) | (3,182) |
Level 1 | Commodity contracts | ||
Assets: | ||
Derivative assets | 3,754 | 2,835 |
Liabilities: | ||
Derivative liabilities | (1,349) | (4,406) |
Level 2 | Commodity contracts | ||
Assets: | ||
Derivative assets | 8,882 | 7,013 |
Liabilities: | ||
Derivative liabilities | $ (5,119) | $ (11,503) |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Derivative Contract Positions (Details) bbl in Thousands, $ in Thousands | Mar. 31, 2019USD ($)bbl | Mar. 31, 2018USD ($)bbl |
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ 6,168 | $ (6,061) |
Net cash collateral provided (held) | 1,532 | (976) |
Net commodity derivative (liability) asset | 7,700 | (7,037) |
Crude oil fixed-price | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ 979 | $ (8,960) |
Crude oil fixed-price | Short | ||
Derivative contract information | ||
Net Long (Short) Notional Units (in barrels) | bbl | 1,961 | 1,376 |
Propane fixed-price | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ 608 | $ 1,849 |
Propane fixed-price | Long | ||
Derivative contract information | ||
Net Long (Short) Notional Units (in barrels) | bbl | 198 | 14 |
Refined products fixed-price | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ 376 | $ 215 |
Refined products fixed-price | Short | ||
Derivative contract information | ||
Net Long (Short) Notional Units (in barrels) | bbl | 177 | 229 |
Cross-commodity | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ (430) | |
Cross-commodity | Long | ||
Derivative contract information | ||
Net Long (Short) Notional Units (in barrels) | bbl | 155 | |
Crude oil index | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ (6) | |
Crude oil index | Short | ||
Derivative contract information | ||
Net Long (Short) Notional Units (in barrels) | bbl | 10 | |
Refined products index | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ (17) | |
Refined products index | Short | ||
Derivative contract information | ||
Net Long (Short) Notional Units (in barrels) | bbl | 4 | |
Other | ||
Derivative contract information | ||
Fair Value of Net Assets (Liabilities) | $ 4,205 | $ 1,288 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Gains (Losses) From Commodity Derivatives (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |||
Net adjustments to fair value of commodity derivatives | $ 10,817 | $ (41,263) | $ (15,376) |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments - Interest Rate Risk (Details) - Revolving Credit Facility $ in Billions | Mar. 31, 2019USD ($) |
Interest Rate Risk | |
Outstanding debt | $ 1.2 |
Interest rate | 4.39% |
Fair Value of Financial Instr_7
Fair Value of Financial Instruments - Fair Value of Fixed-Rate Notes (Details) $ in Thousands | Mar. 31, 2019USD ($) |
7.50% Senior Notes due 2023 | |
Fair Value of Fixed - Rate Notes | |
Fair value of fixed - rate notes | $ 626,621 |
6.125% Senior Notes due 2025 | |
Fair Value of Fixed - Rate Notes | |
Fair value of fixed - rate notes | $ 375,126 |
Segments (Details)
Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Segment information | |||||||||||
REVENUES | $ 2,123,154 | $ 2,295,369 | $ 2,215,682 | $ 2,054,952 | $ 2,143,992 | $ 1,996,370 | $ 1,452,072 | $ 1,361,513 | $ 8,689,157 | $ 6,953,947 | $ 5,216,265 |
Depreciation and amortization | 211,973 | 208,398 | 179,613 | ||||||||
Operating Income | 126,728 | 187,335 | 226,469 | ||||||||
Additions to property, plant and equipment and intangible assets | 670,212 | 165,518 | 346,750 | ||||||||
Long-lived assets, net | 3,740,285 | 3,457,903 | 3,740,285 | 3,457,903 | |||||||
Total assets | 5,902,493 | 6,151,122 | 5,902,493 | 6,151,122 | |||||||
Operating segment | Crude oil logistics | |||||||||||
Segment information | |||||||||||
REVENUES | 3,136,635 | 2,260,075 | 1,666,884 | ||||||||
Depreciation and amortization | 74,165 | 80,387 | 54,144 | ||||||||
Operating Income | (7,379) | 122,904 | (17,475) | ||||||||
Additions to property, plant and equipment and intangible assets | 28,039 | 36,762 | 168,053 | ||||||||
Long-lived assets, net | 1,584,636 | 1,638,558 | 1,584,636 | 1,638,558 | |||||||
Total assets | 2,237,612 | 2,285,813 | 2,237,612 | 2,285,813 | |||||||
Operating segment | Crude oil logistics | Crude oil sales | |||||||||||
Segment information | |||||||||||
REVENUES | 3,011,355 | 2,151,203 | 1,603,667 | ||||||||
Operating segment | Crude oil logistics | Crude oil transportation and other | |||||||||||
Segment information | |||||||||||
REVENUES | 148,738 | 122,786 | 70,027 | ||||||||
Operating segment | Crude oil logistics | Non-Topic 606 Revenues | |||||||||||
Segment information | |||||||||||
REVENUES | 12,598 | 0 | 0 | ||||||||
Operating segment | Water solutions | |||||||||||
Segment information | |||||||||||
REVENUES | 301,686 | 229,139 | 159,601 | ||||||||
Depreciation and amortization | 108,162 | 98,623 | 101,758 | ||||||||
Operating Income | 210,525 | (24,231) | 44,587 | ||||||||
Additions to property, plant and equipment and intangible assets | 567,637 | 102,261 | 109,008 | ||||||||
Long-lived assets, net | 1,600,836 | 1,256,143 | 1,600,836 | 1,256,143 | |||||||
Total assets | 1,668,292 | 1,323,171 | 1,668,292 | 1,323,171 | |||||||
Operating segment | Water solutions | Non-Topic 606 Revenues | |||||||||||
Segment information | |||||||||||
REVENUES | 42 | 0 | 0 | ||||||||
Operating segment | Water solutions | Service fees | |||||||||||
Segment information | |||||||||||
REVENUES | 217,545 | 149,114 | 110,049 | ||||||||
Operating segment | Water solutions | Recovered hydrocarbons | |||||||||||
Segment information | |||||||||||
REVENUES | 72,678 | 58,948 | 31,103 | ||||||||
Operating segment | Water solutions | Freshwater Revenues | |||||||||||
Segment information | |||||||||||
REVENUES | 2,404 | 0 | 0 | ||||||||
Operating segment | Water solutions | Other revenues | |||||||||||
Segment information | |||||||||||
REVENUES | 9,017 | 21,077 | 18,449 | ||||||||
Operating segment | Liquids | |||||||||||
Segment information | |||||||||||
REVENUES | 2,415,041 | 2,215,985 | 1,537,172 | ||||||||
Depreciation and amortization | 25,997 | 24,937 | 19,163 | ||||||||
Operating Income | (2,910) | (93,113) | 43,252 | ||||||||
Additions to property, plant and equipment and intangible assets | 72,717 | 25,023 | 66,864 | ||||||||
Long-lived assets, net | 498,767 | 501,302 | 498,767 | 501,302 | |||||||
Total assets | 721,008 | 717,690 | 721,008 | 717,690 | |||||||
Operating segment | Liquids | Non-Topic 606 Revenues | |||||||||||
Segment information | |||||||||||
REVENUES | 21,608 | 0 | 0 | ||||||||
Operating segment | Liquids | Other revenues | |||||||||||
Segment information | |||||||||||
REVENUES | 26,655 | 22,548 | 32,648 | ||||||||
Operating segment | Liquids | Propane sales | |||||||||||
Segment information | |||||||||||
REVENUES | 1,169,117 | 1,203,486 | 807,172 | ||||||||
Operating segment | Liquids | Butane sales | |||||||||||
Segment information | |||||||||||
REVENUES | 628,063 | 562,066 | 391,265 | ||||||||
Operating segment | Liquids | Other product sales | |||||||||||
Segment information | |||||||||||
REVENUES | 592,889 | 432,570 | 308,031 | ||||||||
Operating segment | Refined products and renewables | |||||||||||
Segment information | |||||||||||
REVENUES | 2,834,433 | 2,247,574 | 1,851,764 | ||||||||
Depreciation and amortization | 631 | 672 | 936 | ||||||||
Operating Income | 12,198 | 261,249 | 243,090 | ||||||||
Long-lived assets, net | 29,477 | 30,384 | 29,477 | 30,384 | |||||||
Total assets | 383,026 | 341,495 | 383,026 | 341,495 | |||||||
Operating segment | Refined products and renewables | Non-Topic 606 Revenues | |||||||||||
Segment information | |||||||||||
REVENUES | 299,190 | 0 | 0 | ||||||||
Operating segment | Refined products and renewables | Service fees | |||||||||||
Segment information | |||||||||||
REVENUES | 0 | (87) | 0 | ||||||||
Operating segment | Refined products and renewables | Refined products sales | |||||||||||
Segment information | |||||||||||
REVENUES | 2,535,243 | 1,874,260 | 1,405,001 | ||||||||
Operating segment | Refined products and renewables | Renewables sales | |||||||||||
Segment information | |||||||||||
REVENUES | 0 | 373,669 | 447,232 | ||||||||
Operating segment | Assets held for sale | |||||||||||
Segment information | |||||||||||
Total assets | 815,536 | 1,380,742 | 815,536 | 1,380,742 | |||||||
Operating segment | Corporate, Non-Segment [Member] | |||||||||||
Segment information | |||||||||||
REVENUES | 1,362 | 1,174 | 844 | ||||||||
Operating segment | Corporate, Non-Segment [Member] | Non-Topic 606 Revenues | |||||||||||
Segment information | |||||||||||
REVENUES | 1,362 | 1,174 | 844 | ||||||||
Corporate, Non-Segment [Member] | |||||||||||
Segment information | |||||||||||
Depreciation and amortization | 3,018 | 3,779 | 3,612 | ||||||||
Operating Income | (85,706) | (79,474) | (86,985) | ||||||||
Additions to property, plant and equipment and intangible assets | 1,819 | 1,472 | 2,825 | ||||||||
Long-lived assets, net | 26,569 | 31,516 | 26,569 | 31,516 | |||||||
Total assets | 77,019 | 102,211 | 77,019 | 102,211 | |||||||
Elimination of intersegment sales | Crude oil logistics | |||||||||||
Segment information | |||||||||||
REVENUES | (36,056) | (13,914) | (6,810) | ||||||||
Elimination of intersegment sales | Liquids | |||||||||||
Segment information | |||||||||||
REVENUES | (23,291) | (4,685) | (1,944) | ||||||||
Elimination of intersegment sales | Refined products and renewables | |||||||||||
Segment information | |||||||||||
REVENUES | 0 | (268) | $ (469) | ||||||||
Non-US | Liquids | |||||||||||
Segment information | |||||||||||
Long-lived assets, net | 500 | 600 | 500 | 600 | |||||||
Total assets | $ 12,000 | $ 27,500 | $ 12,000 | $ 27,500 |
Transactions with Affiliates -
Transactions with Affiliates - Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Transactions with Affiliates | |||
Accounts receivable-affiliates | $ 12,867 | $ 4,772 | |
Accounts payable-affiliates | 28,469 | 1,254 | |
WPX Energy | |||
Transactions with Affiliates | |||
Sales to related party | 28,026 | 0 | $ 0 |
Purchases from related party | 329,525 | 0 | 0 |
Accounts receivable-affiliates | 5,185 | 0 | |
Accounts payable-affiliates | 27,844 | 0 | |
SemGroup | |||
Transactions with Affiliates | |||
Sales to related party | 1,114 | 606 | 3,866 |
Purchases from related party | 4,395 | 5,034 | 12,254 |
Accounts receivable-affiliates | 71 | 49 | |
Entities affiliated with management | |||
Transactions with Affiliates | |||
Sales to related party | 21,385 | 268 | 290 |
Purchases from related party | 4,382 | 3,870 | 15,209 |
Accounts receivable-affiliates | 334 | 24 | |
Accounts payable-affiliates | 625 | 1,246 | |
Equity method investees | |||
Transactions with Affiliates | |||
Sales to related party | 0 | 294 | 692 |
Purchases from related party | 0 | 66,820 | $ 121,336 |
Accounts receivable-affiliates | 0 | 6 | |
Accounts payable-affiliates | 0 | 8 | |
NGL Energy Holdings LLC | |||
Transactions with Affiliates | |||
Accounts receivable-affiliates | $ 7,277 | $ 4,693 |
Transactions with Affiliates _2
Transactions with Affiliates - Other Related Party Transactions (Details) - USD ($) $ in Thousands | Nov. 29, 2016 | Jun. 03, 2016 | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2016 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | Aug. 14, 2018 | Jul. 09, 2018 | Mar. 31, 2016 |
Transactions with Affiliates | |||||||||||
Ownership interest | 50.00% | 0.00% | |||||||||
Promissory note from Victory Propane | $ 3,400 | ||||||||||
Loan receivable from Victory Propane | $ 0 | $ 1,200 | |||||||||
Present value of note receivable from Victory Propane | 2,600 | ||||||||||
Payments to acquire productive assets | 455,586 | 133,761 | $ 302,762 | ||||||||
Carrying value | 1,127 | 17,236 | 800 | ||||||||
Repayments on loan to affiliate | 0 | 4,160 | 655 | ||||||||
Proceeds from sale of business | $ 335,809 | 329,780 | $ 134,370 | ||||||||
Crude oil logistics | |||||||||||
Transactions with Affiliates | |||||||||||
Write-off of pipeline deficiency credits | $ 67,700 | ||||||||||
Remaining deficiency payments | 50,300 | ||||||||||
Loss on contract | $ 35,300 | ||||||||||
Victory Propane, LLC | |||||||||||
Transactions with Affiliates | |||||||||||
Cash paid | $ 6,400 | ||||||||||
Payments to acquire productive assets | 6,424 | ||||||||||
Ownership interest acquired | 40.00% | ||||||||||
Grassland Water Solutions, LLC | |||||||||||
Transactions with Affiliates | |||||||||||
Ownership interest | 35.00% | ||||||||||
Repayments on loan to affiliate | $ 700 | ||||||||||
Ownership interest acquired | 65.00% | ||||||||||
Fair value of equity method investment | $ 800 | ||||||||||
Revaluation of investments excluding bargain purchase | (14,900) | ||||||||||
Bargain purchase gain | 600 | ||||||||||
Impairment of loan receivable from investee | $ 1,700 | ||||||||||
Proceeds from sale of business | $ 22,000 | ||||||||||
Loss on sale of business | $ 2,300 | ||||||||||
Customer relationships | Victory Propane, LLC | |||||||||||
Transactions with Affiliates | |||||||||||
Payments to acquire productive assets | 4,782 | ||||||||||
Property, plant and equipment | Victory Propane, LLC | |||||||||||
Transactions with Affiliates | |||||||||||
Payments to acquire productive assets | 1,366 | ||||||||||
Prepaid expenses and other current assets | Victory Propane, LLC | |||||||||||
Transactions with Affiliates | |||||||||||
Payments to acquire productive assets | $ 276 | ||||||||||
Equity method investees | Loan agreement | |||||||||||
Transactions with Affiliates | |||||||||||
Loan receivable from Victory Propane | $ 1,200 | $ 2,600 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Defined Contribution Plan [Abstract] | |||
Description of employee benefit plan | For every dollar that employees contribute up to 1% of their eligible compensation (as defined in the plan), we contribute one dollar, plus 50 cents for every dollar employees contribute between 1% and 6% of their eligible compensation (as defined in the plan). Our matching contributions prior to JanuaryĀ 1, 2015 vest over five years and, effective JanuaryĀ 1, 2015, our matching contributions vest over two years. | ||
Defined contribution plan expense | $ 1.9 | $ 1.7 | $ 1.5 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Impact of Adoption (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | Apr. 01, 2018 | |
Revenue, Initial Application Period Cumulative Effect Transition | ||||||||||||
Accrued expenses and other payables | $ 107,759 | $ 137,242 | $ 107,759 | $ 137,242 | ||||||||
OTHER NONCURRENT LIABILITIES | 63,542 | 173,324 | 63,542 | 173,324 | ||||||||
General partner | (50,603) | (50,819) | (50,603) | (50,819) | ||||||||
Limited partners | 2,067,197 | 1,852,495 | 2,067,197 | 1,852,495 | ||||||||
Gain (loss) on disposition or impairment of assets, net | (34,296) | 17,118 | $ 208,982 | |||||||||
Operating income | 126,728 | 187,335 | 226,469 | |||||||||
Net income (loss) | 43,217 | $ 110,528 | $ 354,939 | $ (169,289) | $ 110,912 | $ 56,769 | $ (173,579) | $ (63,707) | 339,395 | (69,605) | 143,874 | |
Net adjustments to fair value of commodity derivatives | 10,817 | (41,263) | (15,376) | |||||||||
Refined products and renewables | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition | ||||||||||||
Net adjustments to fair value of commodity derivatives | 4,200 | |||||||||||
General partner interest in TLP | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition | ||||||||||||
Recognized portion of deferred gain on sale of general partner interest | $ 30,100 | $ 30,100 | ||||||||||
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 | 107,759 | 107,759 | ||||||||||
OTHER NONCURRENT LIABILITIES | 63,542 | 63,542 | ||||||||||
General partner | (50,603) | (50,603) | ||||||||||
Limited partners | 2,067,197 | 2,067,197 | ||||||||||
Gain (loss) on disposition or impairment of assets, net | 34,296 | |||||||||||
Operating income | 126,728 | |||||||||||
Net income (loss) | 339,395 | |||||||||||
Calculated under Revenue Guidance in Effect before Topic 606 | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition | ||||||||||||
Accrued expenses and other payables | 137,872 | 137,872 | ||||||||||
OTHER NONCURRENT LIABILITIES | 142,623 | 142,623 | ||||||||||
General partner | (50,712) | (50,712) | ||||||||||
Limited partners | 1,958,113 | 1,958,113 | ||||||||||
Gain (loss) on disposition or impairment of assets, net | 4,183 | |||||||||||
Operating income | 156,841 | |||||||||||
Net income (loss) | 369,508 | |||||||||||
Difference between Revenue Guidance in Effect before and after Topic 606 | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition | ||||||||||||
Accrued expenses and other payables | (30,113) | (30,113) | ||||||||||
OTHER NONCURRENT LIABILITIES | (79,081) | (79,081) | ||||||||||
General partner | 109 | 109 | ||||||||||
Limited partners | $ 109,084 | 109,084 | ||||||||||
Gain (loss) on disposition or impairment of assets, net | 30,113 | |||||||||||
Operating income | (30,113) | |||||||||||
Net income (loss) | $ (30,113) |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Performance Obligations (Details) $ in Thousands | Mar. 31, 2019USD ($) |
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 March 31, 2019 | $ 167,061 |
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 March 31, 2019 | $ 128,572 |
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 March 31, 2019 | $ 119,016 |
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 March 31, 2019 | $ 113,861 |
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 March 31, 2019 | $ 99,430 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | |
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 March 31, 2019 | $ 869,972 |
Revenue from Contracts with C_6
Revenue from Contracts with Customers - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2019 | Apr. 01, 2018 | |
Contract with Customer, Asset and Liability [Abstract] | ||
Accounts receivable from contracts with customers | $ 613,827 | $ 542,593 |
Contract liabilities balance | 8,461 | $ 7,889 |
Payment received and deferred | 77,981 | |
Payment recognized in revenue | $ (77,409) |
Other Matters - Sale of South P
Other Matters - Sale of South Pecos Water Disposal Business (Details) - USD ($) | Feb. 28, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Proceeds from divestitures of businesses and investments, net | $ 335,809,000 | $ 329,780,000 | $ 134,370,000 | |
Gain (loss) on disposition or impairment of assets, net | $ (34,296,000) | $ 17,118,000 | $ 208,982,000 | |
Water Solutions South Pecos Business | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Proceeds from divestitures of businesses and investments, net | $ 232,200,000 | |||
Gain (loss) on disposition or impairment of assets, net | $ (107,900,000) | |||
Number of saltwater wells sold | 9 |
Other Matters Other Matters - S
Other Matters Other Matters - Sale of Bakken Saltwater Disposal Business (Details) - USD ($) | Nov. 30, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Proceeds from divestitures of businesses and investments, net | $ 335,809,000 | $ 329,780,000 | $ 134,370,000 | |
Gain (loss) on disposition or impairment of assets, net | $ (34,296,000) | $ 17,118,000 | $ 208,982,000 | |
Water Solutions Bakken Business | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Proceeds from divestitures of businesses and investments, net | $ 85,000,000 | |||
Gain (loss) on disposition or impairment of assets, net | $ (33,400,000) | |||
Number of saltwater wells sold | 5 |
Other Matters - Sawtooth Joint
Other Matters - Sawtooth Joint Venture (Details) $ in Thousands | Mar. 30, 2018USD ($) | Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Mar. 30, 2021USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||||
Proceeds from sale of business | $ 335,809 | $ 329,780 | $ 134,370 | ||
Sawtooth | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||||
Noncontrolling interest, ownership interest percentage | 28.50% | ||||
Proceeds from sale of business | $ 37,600 | ||||
Intangible asset additions | $ 21,600 | ||||
Parent, ownership interest percentage | 71.50% | ||||
Subsequent Event | Sawtooth | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||||
Time period to acquire additional ownership interest | 2 | ||||
Additional proceeds to acquire remaining interest | $ 182,400 |
Other Matters - Sale of Interes
Other Matters - Sale of Interest in Glass Mountain Pipeline, LLC (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Dec. 31, 2017 | Mar. 31, 2019 | Jun. 30, 2018 | Sep. 30, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Ownership interest | 0.00% | 50.00% | ||
Glass Mountain Pipeline, LLC | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Proceeds from sale of interest in equity method investee | $ 292.1 | |||
Gain on sale of interest in equity method investee | $ (108.6) | |||
Glass Mountain Pipeline, LLC | Operating segment | Crude oil logistics | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Ownership interest | 50.00% |
Other Matters - Termination of
Other Matters - Termination of a Storage Sublease Agreement (Details) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | |
Other Matters [Abstract] | |||
Storage sublease agreement term | 5 | ||
Storage sublease agreement number of payments | 5 | ||
Storage sublease agreement period of benefit | 4 | ||
Gain on termination of contract | $ 0 | $ 0 | $ 16,205 |
Other Matters - Termination o_2
Other Matters - Termination of Development Agreement (Details) $ in Thousands | Jun. 03, 2016USD ($) | Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) |
Oil and Gas Delivery Commitments and Contracts | ||||
Payment to terminate contract | $ 0 | $ 0 | $ 16,875 | |
Gain on termination of contract | 0 | 0 | 16,205 | |
Gain (loss) on disposition or impairment of assets, net | $ (34,296) | $ 17,118 | 208,982 | |
Water solutions | ||||
Oil and Gas Delivery Commitments and Contracts | ||||
Payment to terminate contract | $ 49,600 | |||
Amortizable life | 2 | |||
Increase in property, plant and equipment | $ 1,200 | |||
Intangible asset additions | 3,300 | |||
Noncontrolling interest, increase from acquisition of assets | 2,800 | |||
Payments for early extinguishment of liabilities | 25,500 | 46,800 | ||
Release of liabilities, contract termination | $ 16,900 | |||
Gain on termination of contract | 21,300 | |||
Gain (loss) on disposition or impairment of assets, net | $ 22,700 |
Other Matters - Sale of TLP Com
Other Matters - Sale of TLP Common Units (Details) - TLP $ in Millions | Apr. 01, 2016USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |
Proceeds from sale of TLP common units | $ 112.4 |
Gain on sale of TLP common units | $ 104.1 |
Assets, Liabilities and Redee_3
Assets, Liabilities and Redeemable Noncontrolling Interest Held for Sale and Discontinued Operations (Details) $ in Thousands, gal in Millions | Sep. 30, 2019USD ($) | Jul. 10, 2018USD ($) | Mar. 30, 2018USD ($) | Dec. 31, 2019USD ($) | Mar. 31, 2019USD ($)bblgal | Mar. 31, 2018USD ($)bbl | Mar. 31, 2017USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||||||
Proceeds from divestitures of businesses and investments, net | $ 335,809 | $ 329,780 | $ 134,370 | ||||
Gain (loss) on disposal of discontinued operations, net of tax | $ (407,608) | $ (88,194) | (196) | ||||
Number of barrels of refined product | bbl | 389,737 | 366,212 | |||||
Amount received from DCC and Superior for propane sales | $ 84,200 | ||||||
Disposal Group, Including Discontinued Operation, Balance Sheet Disclosures [Abstract] | |||||||
Cash and cash equivalents | 0 | $ 4,113 | |||||
Accounts receivable-trade, net | 164,716 | 252,136 | |||||
Inventories | 327,015 | 402,904 | |||||
Prepaid expenses and other current assets | 89,254 | 49,518 | |||||
Total current assets held for sale | 580,985 | 708,671 | |||||
Property, plant and equipment, net | 15,553 | 207,661 | |||||
Goodwill | 35,405 | 142,028 | |||||
Intangible assets, net | 137,446 | 279,395 | |||||
Other noncurrent assets (1) | 46,147 | 42,987 | |||||
Total noncurrent assets held for sale | 234,551 | 672,071 | |||||
Total assets held for sale | 815,536 | 1,380,742 | |||||
Accounts payable-trade | 85,602 | 79,432 | |||||
Accrued expenses and other payables | 140,691 | 92,845 | |||||
Advance payments received from customers | 460 | 13,327 | |||||
Current maturities of long-term debt | 0 | 2,550 | |||||
Total current liabilities held for sale | 226,753 | 188,154 | |||||
Long-term debt, net | 0 | 2,888 | |||||
Other noncurrent liabilities | 33 | 190 | |||||
Total noncurrent liabilities held for sale | 33 | 3,078 | |||||
Total liabilities held for sale | 226,786 | 191,232 | |||||
Redeemable noncontrolling interest | 0 | 9,927 | |||||
Total liabilities and redeemable noncontrolling interest held for sale | 226,786 | 201,159 | |||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||||
Revenues | 15,398,608 | 10,474,860 | 7,904,143 | ||||
Cost of sales | 15,338,614 | 10,418,447 | 7,681,429 | ||||
Operating expenses | 37,348 | 137,780 | 134,879 | ||||
General and administrative expense | 2,716 | 11,471 | 15,727 | ||||
Depreciation and amortization | 9,593 | 44,314 | 43,592 | ||||
Gain (loss) on disposal of discontinued operations, net of tax | (407,608) | (88,194) | (196) | ||||
Operating income (loss) from discontinued operations | 417,945 | (48,958) | 28,712 | ||||
Equity in earnings (loss) of unconsolidated entities | 1,183 | 425 | (746) | ||||
Interest expense | (126) | (421) | (877) | ||||
Other income, net | 837 | 1,930 | 1,244 | ||||
Income (loss) from discontinued operations before taxes (2) | 419,839 | (47,024) | 28,333 | ||||
Income tax expense | (989) | (104) | (6) | ||||
Income (loss) from discontinued operations, net of tax | 418,850 | (47,128) | 28,327 | ||||
Discontinued operations income attributable to redeemable noncontrolling interests | $ (446) | 1,030 | $ 0 | ||||
Propane sales | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||||||
Sale commitments (in gallons) | gal | 7.4 | ||||||
Sale commitments | $ 5,700 | ||||||
TransMontaigne Product Services, LLC | Refined products and renewables | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||||||
Proceeds from divestitures of businesses and investments, net | $ 233,800 | ||||||
Gain (loss) on disposal of discontinued operations, net of tax | $ 181,200 | ||||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||||
Gain (loss) on disposal of discontinued operations, net of tax | $ 181,200 | ||||||
Retail Propane Segment - West | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||||||
Proceeds from divestitures of businesses and investments, net | $ 212,400 | ||||||
Gain (loss) on disposal of discontinued operations, net of tax | 1,300 | (89,300) | |||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||||
Gain (loss) on disposal of discontinued operations, net of tax | 1,300 | $ (89,300) | |||||
Retail Propane Segment - East | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||||||
Proceeds from divestitures of businesses and investments, net | $ 889,800 | ||||||
Gain (loss) on disposal of discontinued operations, net of tax | (408,900) | ||||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||||
Gain (loss) on disposal of discontinued operations, net of tax | $ (408,900) |
Quarterly Financial Data (Una_3
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenues | $ 2,123,154 | $ 2,295,369 | $ 2,215,682 | $ 2,054,952 | $ 2,143,992 | $ 1,996,370 | $ 1,452,072 | $ 1,361,513 | $ 8,689,157 | $ 6,953,947 | $ 5,216,265 |
Total cost of sales | 1,936,389 | 2,048,659 | 2,051,448 | 1,946,565 | 1,959,967 | 1,807,132 | 1,279,871 | 1,216,591 | 7,983,061 | 6,263,561 | 4,738,563 |
(Loss) income from continuing operations | 57,867 | 97,202 | (31,725) | (202,799) | (5,127) | 105,035 | (109,381) | (13,004) | (79,455) | (22,477) | 115,547 |
Net (loss) income | 43,217 | 110,528 | 354,939 | (169,289) | 110,912 | 56,769 | (173,579) | (63,707) | 339,395 | (69,605) | 143,874 |
Net (loss) income attributable to NGL Energy Partners LP | $ 62,253 | $ 110,835 | $ 355,505 | $ (168,546) | $ 109,602 | $ 56,256 | $ (173,371) | $ (63,362) | $ 360,047 | $ (70,875) | $ 137,042 |
BASIC INCOME (LOSS) PER COMMON UNIT | |||||||||||
(Loss) income from continuing operations | $ 0.31 | $ 0.55 | $ (0.45) | $ (1.83) | $ (0.19) | $ 0.73 | $ (1.03) | $ (0.19) | $ (1.39) | $ (0.68) | $ 0.73 |
Basic (loss) income per common unit | 0.20 | 0.65 | 2.70 | (1.55) | 0.76 | 0.33 | (1.56) | (0.61) | 2.01 | (1.08) | 0.99 |
DILUTED INCOME (LOSS) PER COMMON UNIT | |||||||||||
(Loss) income from continuing operations | 0.31 | 0.54 | (0.45) | (1.83) | (0.19) | 0.71 | (1.03) | (0.19) | (1.39) | (0.68) | 0.70 |
Diluted (loss) income per common unit | $ 0.19 | $ 0.64 | $ 2.70 | $ (1.55) | $ 0.76 | $ 0.32 | $ (1.56) | $ (0.61) | $ 2.01 | $ (1.08) | $ 0.95 |
Basic weighted average common units outstanding (in units) | 124,262,014 | 123,892,680 | 122,380,197 | 121,544,421 | 121,271,959 | 120,844,008 | 121,314,636 | 120,535,909 | 123,017,064 | 120,991,340 | 108,091,486 |
Diluted weighted average common units outstanding (in units) | 126,926,589 | 125,959,751 | 122,380,197 | 121,544,421 | 121,271,959 | 124,161,966 | 121,314,636 | 120,535,909 | 123,017,064 | 120,991,340 | 111,850,621 |
Subsequent Events Subsequent Ev
Subsequent Events Subsequent Events (Details) $ in Millions | Jan. 31, 2020USD ($) | Jan. 03, 2020USD ($) | May 14, 2019USD ($)facility | Apr. 10, 2019USD ($)facility | Apr. 03, 2019USD ($)facility |
Subsequent Event | |||||
Total consideration to acquire businesses | $ 892.5 | $ 53 | $ 13 | ||
Number of saltwater wells acquired | facility | 35 | 3 | 2 | ||
Number of saltwater facilities acquired | facility | 1 | ||||
Mid-Con | Refined products and renewables | |||||
Subsequent Event | |||||
Payments made to sell business | $ 6.3 | ||||
TransMontaigne Product Services, LLC | Refined products and renewables | |||||
Subsequent Event | |||||
Payments made to sell business | $ 41.7 |
Consolidating Guarantor and N_3
Consolidating Guarantor and Non-Guarantor Financial Information - Balance Sheets (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Aug. 14, 2018 | Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2016 |
CURRENT ASSETS: | |||||
Cash and cash equivalents | $ 18,572 | $ 22,094 | $ 7,826 | $ 24,536 | |
Accounts receivable - trade, net of allowance for doubtful accounts | 998,203 | 820,552 | |||
Accounts receivable-affiliates | 12,867 | 4,772 | |||
Inventories | 136,128 | 161,649 | |||
Prepaid expenses and other current assets | 65,918 | 82,020 | |||
Assets held for sale | 580,985 | 708,671 | |||
Total current assets | 1,812,673 | 1,799,758 | |||
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation | 1,828,940 | 1,512,286 | |||
GOODWILL | 1,110,456 | 1,170,530 | 1,287,212 | ||
INTANGIBLE ASSETS, net of accumulated amortization | 800,889 | 775,087 | |||
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 1,127 | $ 800 | 17,236 | ||
LOAN RECEIVABLE-AFFILIATE | 0 | 1,200 | |||
OTHER NONCURRENT ASSETS | 113,857 | 202,954 | |||
ASSETS HELD FOR SALE | 234,551 | 672,071 | |||
Total assets | 5,902,493 | 6,151,122 | |||
CURRENT LIABILITIES: | |||||
Accounts payable-trade | 879,063 | 781,197 | |||
Accounts payable-affiliates | 28,469 | 1,254 | |||
Accrued expenses and other payables | 107,759 | 137,242 | |||
Advance payments received from customers | 8,461 | 7,889 | |||
Current maturities of long-term debt | 648 | 646 | |||
Liabilities held for sale | 226,753 | 188,154 | |||
Total current liabilities | 1,251,153 | 1,116,382 | |||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 2,160,133 | 2,679,740 | |||
OTHER NONCURRENT LIABILITIES | 63,542 | 173,324 | |||
NONCURRENT LIABILITIES HELD FOR SALE | 33 | 3,078 | |||
CLASS A 10.75% CONVERTIBLE PREFERRED UNITS | 149,814 | 82,576 | |||
REDEEMABLE NONCONTROLLING INTEREST HELD FOR SALE | 0 | 9,927 | |||
EQUITY: | |||||
Partners' equity | 2,219,325 | 2,004,407 | |||
Accumulated other comprehensive income (loss) | (255) | (1,815) | |||
Noncontrolling interests | 58,748 | 83,503 | |||
Total equity | 2,277,818 | 2,086,095 | 2,166,802 | 1,694,065 | |
Total liabilities and equity | 5,902,493 | 6,151,122 | |||
Reportable Entity | |||||
CURRENT ASSETS: | |||||
Cash and cash equivalents | 6,257 | ||||
Reportable Entity | NGL Energy Partners LP (Parent) | |||||
CURRENT ASSETS: | |||||
Cash and cash equivalents | 12,798 | 16,915 | 6,257 | 25,749 | |
Total current assets | 12,798 | 16,915 | |||
INTANGIBLE ASSETS, net of accumulated amortization | 0 | 0 | |||
NET INTERCOMPANY RECEIVABLES (PAYABLES) | 862,186 | 2,110,940 | |||
INVESTMENTS IN CONSOLIDATED SUBSIDIARIES | 2,503,848 | 1,703,327 | |||
Total assets | 3,378,832 | 3,831,182 | |||
CURRENT LIABILITIES: | |||||
Accounts payable-affiliates | 1 | 1 | |||
Accrued expenses and other payables | 25,497 | 41,104 | |||
Current maturities of long-term debt | 0 | 0 | |||
Total current liabilities | 25,498 | 41,105 | |||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 984,450 | 1,704,909 | |||
CLASS A 10.75% CONVERTIBLE PREFERRED UNITS | 149,814 | 82,576 | |||
EQUITY: | |||||
Partners' equity | 2,219,070 | 2,002,592 | |||
Total equity | 2,219,070 | 2,002,592 | |||
Total liabilities and equity | 3,378,832 | 3,831,182 | |||
Reportable Entity | Guarantor Subsidiaries | |||||
CURRENT ASSETS: | |||||
Cash and cash equivalents | 3,728 | 3,329 | 73 | (1,701) | |
Accounts receivable - trade, net of allowance for doubtful accounts | 996,192 | 815,404 | |||
Accounts receivable-affiliates | 12,867 | 4,772 | |||
Inventories | 135,094 | 161,324 | |||
Prepaid expenses and other current assets | 65,443 | 81,589 | |||
Assets held for sale | 580,985 | 681,867 | |||
Total current assets | 1,794,309 | 1,748,285 | |||
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation | 1,620,084 | 1,365,174 | |||
GOODWILL | 1,105,281 | 1,093,270 | |||
INTANGIBLE ASSETS, net of accumulated amortization | 725,542 | 691,382 | |||
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 1,127 | 17,236 | |||
NET INTERCOMPANY RECEIVABLES (PAYABLES) | (808,610) | (2,121,741) | |||
INVESTMENTS IN CONSOLIDATED SUBSIDIARIES | 170,690 | 244,109 | |||
LOAN RECEIVABLE-AFFILIATE | 1,200 | ||||
OTHER NONCURRENT ASSETS | 113,857 | 202,954 | |||
ASSETS HELD FOR SALE | 234,551 | 672,071 | |||
Total assets | 4,956,831 | 3,913,940 | |||
CURRENT LIABILITIES: | |||||
Accounts payable-trade | 872,122 | 778,965 | |||
Accounts payable-affiliates | 28,468 | 1,253 | |||
Accrued expenses and other payables | 80,765 | 94,853 | |||
Advance payments received from customers | 7,550 | 4,022 | |||
Current maturities of long-term debt | 648 | 646 | |||
Liabilities held for sale | 226,753 | 175,640 | |||
Total current liabilities | 1,216,306 | 1,055,379 | |||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 1,175,683 | 974,831 | |||
OTHER NONCURRENT LIABILITIES | 60,961 | 167,398 | |||
NONCURRENT LIABILITIES HELD FOR SALE | 33 | 3,078 | |||
REDEEMABLE NONCONTROLLING INTEREST HELD FOR SALE | 9,927 | ||||
EQUITY: | |||||
Partners' equity | 2,503,848 | 1,704,896 | |||
Accumulated other comprehensive income (loss) | 0 | (1,569) | |||
Noncontrolling interests | 0 | ||||
Total equity | 2,503,848 | 1,703,327 | |||
Total liabilities and equity | 4,956,831 | 3,913,940 | |||
Reportable Entity | Non-Guarantor Subsidiaries | |||||
CURRENT ASSETS: | |||||
Cash and cash equivalents | 2,046 | 1,850 | $ 1,496 | $ 488 | |
Accounts receivable - trade, net of allowance for doubtful accounts | 2,011 | 5,148 | |||
Accounts receivable-affiliates | 0 | 0 | |||
Inventories | 1,034 | 325 | |||
Prepaid expenses and other current assets | 475 | 431 | |||
Assets held for sale | 26,804 | ||||
Total current assets | 5,566 | 34,558 | |||
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation | 208,856 | 147,112 | |||
GOODWILL | 5,175 | 77,260 | |||
INTANGIBLE ASSETS, net of accumulated amortization | 75,347 | 83,705 | |||
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 0 | 0 | |||
NET INTERCOMPANY RECEIVABLES (PAYABLES) | (53,576) | 10,801 | |||
OTHER NONCURRENT ASSETS | 0 | 0 | |||
Total assets | 241,368 | 353,436 | |||
CURRENT LIABILITIES: | |||||
Accounts payable-trade | 6,941 | 2,232 | |||
Accounts payable-affiliates | 0 | 0 | |||
Accrued expenses and other payables | 1,497 | 1,285 | |||
Advance payments received from customers | 911 | 3,867 | |||
Current maturities of long-term debt | 0 | 0 | |||
Liabilities held for sale | 12,514 | ||||
Total current liabilities | 9,349 | 19,898 | |||
LONG-TERM DEBT, net of debt issuance costs and current maturities | 0 | 0 | |||
OTHER NONCURRENT LIABILITIES | 2,581 | 5,926 | |||
EQUITY: | |||||
Partners' equity | 229,693 | 327,858 | |||
Accumulated other comprehensive income (loss) | (255) | (246) | |||
Total equity | 229,438 | 327,612 | |||
Total liabilities and equity | 241,368 | 353,436 | |||
Consolidating Adjustments | |||||
CURRENT ASSETS: | |||||
INVESTMENTS IN CONSOLIDATED SUBSIDIARIES | (2,674,538) | (1,947,436) | |||
Total assets | (2,674,538) | (1,947,436) | |||
EQUITY: | |||||
Partners' equity | (2,733,286) | (2,030,939) | |||
Noncontrolling interests | 58,748 | 83,503 | |||
Total equity | (2,674,538) | (1,947,436) | |||
Total liabilities and equity | $ (2,674,538) | $ (1,947,436) |
Consolidating Guarantor and N_4
Consolidating Guarantor and Non-Guarantor Financial Information - Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Consolidating Statement of Operations | |||||||||||
REVENUES | $ 2,123,154 | $ 2,295,369 | $ 2,215,682 | $ 2,054,952 | $ 2,143,992 | $ 1,996,370 | $ 1,452,072 | $ 1,361,513 | $ 8,689,157 | $ 6,953,947 | $ 5,216,265 |
COST OF SALES | 1,936,389 | 2,048,659 | 2,051,448 | 1,946,565 | 1,959,967 | 1,807,132 | 1,279,871 | 1,216,591 | 7,983,061 | 6,263,561 | 4,738,563 |
OPERATING COSTS AND EXPENSES: | |||||||||||
Operating | 231,065 | 193,076 | 173,046 | ||||||||
General and administrative | 107,407 | 97,979 | 100,839 | ||||||||
Depreciation and amortization | 211,973 | 208,398 | 179,613 | ||||||||
Loss (gain) on disposal or impairment of assets, net | 34,296 | (17,118) | (208,982) | ||||||||
Revaluation of liabilities | (5,373) | 20,716 | 6,717 | ||||||||
Operating Income | 126,728 | 187,335 | 226,469 | ||||||||
OTHER INCOME (EXPENSE): | |||||||||||
Equity in earnings of unconsolidated entities | 2,533 | 7,539 | 3,830 | ||||||||
Revaluation of investments | 0 | 0 | (14,365) | ||||||||
Interest expense | (164,725) | (199,149) | (149,601) | ||||||||
(Loss) gain on early extinguishment of liabilities, net | (12,340) | (23,201) | 24,727 | ||||||||
Other (expense) income, net | (30,418) | 6,352 | 26,420 | ||||||||
(Loss) Income From Continuing Operations Before Income Taxes | (78,222) | (21,124) | 117,480 | ||||||||
INCOME TAX EXPENSE | (1,233) | (1,353) | (1,933) | ||||||||
(Loss) Income From Continuing Operations | 57,867 | 97,202 | (31,725) | (202,799) | (5,127) | 105,035 | (109,381) | (13,004) | (79,455) | (22,477) | 115,547 |
Income (Loss) From Discontinued Operations, net of Tax | 418,850 | (47,128) | 28,327 | ||||||||
Net Income (Loss) | 43,217 | 110,528 | 354,939 | (169,289) | 110,912 | 56,769 | (173,579) | (63,707) | 339,395 | (69,605) | 143,874 |
LESS: NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS | 20,206 | (240) | (6,832) | ||||||||
Net income attributable to redeemable noncontrolling interest | 446 | (1,030) | 0 | ||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | $ 62,253 | $ 110,835 | $ 355,505 | $ (168,546) | $ 109,602 | $ 56,256 | $ (173,371) | $ (63,362) | 360,047 | (70,875) | 137,042 |
Reportable Entity | NGL Energy Partners LP (Parent) | |||||||||||
OTHER INCOME (EXPENSE): | |||||||||||
Interest expense | (104,716) | (142,159) | (91,259) | ||||||||
(Loss) gain on early extinguishment of liabilities, net | (12,340) | (23,201) | 8,507 | ||||||||
(Loss) Income From Continuing Operations Before Income Taxes | (117,056) | (165,360) | (82,752) | ||||||||
EQUITY IN NET INCOME (LOSS) FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES | 477,103 | 94,485 | 219,794 | ||||||||
(Loss) Income From Continuing Operations | 360,047 | (70,875) | 137,042 | ||||||||
Net Income (Loss) | 360,047 | (70,875) | 137,042 | ||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | 360,047 | (70,875) | 137,042 | ||||||||
Reportable Entity | Guarantor Subsidiaries | |||||||||||
Consolidating Statement of Operations | |||||||||||
REVENUES | 8,665,597 | 6,935,485 | 5,197,416 | ||||||||
COST OF SALES | 7,986,019 | 6,263,562 | 4,738,820 | ||||||||
OPERATING COSTS AND EXPENSES: | |||||||||||
Operating | 217,597 | 186,056 | 166,519 | ||||||||
General and administrative | 106,595 | 97,402 | 100,436 | ||||||||
Depreciation and amortization | 201,513 | 197,497 | 172,172 | ||||||||
Loss (gain) on disposal or impairment of assets, net | (31,924) | (133,993) | (208,982) | ||||||||
Revaluation of liabilities | (5,373) | 20,124 | 6,305 | ||||||||
Operating Income | 191,170 | 304,837 | 222,146 | ||||||||
OTHER INCOME (EXPENSE): | |||||||||||
Equity in earnings of unconsolidated entities | 2,533 | 7,539 | 3,830 | ||||||||
Revaluation of investments | (14,365) | ||||||||||
Interest expense | (60,008) | (56,989) | (58,214) | ||||||||
(Loss) gain on early extinguishment of liabilities, net | 0 | 0 | 16,220 | ||||||||
Other (expense) income, net | (30,187) | 7,152 | 27,013 | ||||||||
(Loss) Income From Continuing Operations Before Income Taxes | 103,508 | 262,539 | 196,630 | ||||||||
INCOME TAX EXPENSE | (1,233) | (1,353) | (1,933) | ||||||||
EQUITY IN NET INCOME (LOSS) FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES | (44,865) | (116,224) | (1,336) | ||||||||
(Loss) Income From Continuing Operations | 57,410 | 144,962 | 193,361 | ||||||||
Income (Loss) From Discontinued Operations, net of Tax | 419,693 | (50,477) | 26,433 | ||||||||
Net Income (Loss) | 477,103 | 94,485 | 219,794 | ||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | 477,103 | 94,485 | 219,794 | ||||||||
Reportable Entity | Non-Guarantor Subsidiaries | |||||||||||
Consolidating Statement of Operations | |||||||||||
REVENUES | 27,542 | 19,954 | 19,639 | ||||||||
COST OF SALES | 1,024 | 1,491 | 533 | ||||||||
OPERATING COSTS AND EXPENSES: | |||||||||||
Operating | 13,468 | 7,020 | 6,527 | ||||||||
General and administrative | 812 | 577 | 403 | ||||||||
Depreciation and amortization | 10,460 | 10,901 | 7,441 | ||||||||
Loss (gain) on disposal or impairment of assets, net | 66,220 | 116,875 | 0 | ||||||||
Revaluation of liabilities | 0 | 592 | 412 | ||||||||
Operating Income | (64,442) | (117,502) | 4,323 | ||||||||
OTHER INCOME (EXPENSE): | |||||||||||
Equity in earnings of unconsolidated entities | 0 | 0 | |||||||||
Interest expense | (46) | (46) | (174) | ||||||||
Other (expense) income, net | 0 | 19 | 0 | ||||||||
(Loss) Income From Continuing Operations Before Income Taxes | (64,488) | (117,529) | 4,149 | ||||||||
INCOME TAX EXPENSE | 0 | 0 | |||||||||
(Loss) Income From Continuing Operations | (64,488) | (117,529) | 4,149 | ||||||||
Income (Loss) From Discontinued Operations, net of Tax | (1,029) | 2,575 | 1,347 | ||||||||
Net Income (Loss) | (65,517) | (114,954) | 5,496 | ||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | (65,517) | (114,954) | 5,496 | ||||||||
Consolidating Adjustments | |||||||||||
Consolidating Statement of Operations | |||||||||||
REVENUES | (3,982) | (1,492) | (790) | ||||||||
COST OF SALES | (3,982) | (1,492) | (790) | ||||||||
OPERATING COSTS AND EXPENSES: | |||||||||||
Operating | 0 | ||||||||||
Operating Income | 0 | 0 | 0 | ||||||||
OTHER INCOME (EXPENSE): | |||||||||||
Interest expense | 45 | 45 | 46 | ||||||||
Other (expense) income, net | (231) | (819) | (593) | ||||||||
(Loss) Income From Continuing Operations Before Income Taxes | (186) | (774) | (547) | ||||||||
EQUITY IN NET INCOME (LOSS) FROM CONTINUING OPERATIONS OF CONSOLIDATED SUBSIDIARIES | (432,238) | 21,739 | (218,458) | ||||||||
(Loss) Income From Continuing Operations | (432,424) | 20,965 | (219,005) | ||||||||
Income (Loss) From Discontinued Operations, net of Tax | 186 | 774 | 547 | ||||||||
Net Income (Loss) | (432,238) | 21,739 | (218,458) | ||||||||
LESS: NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS | 20,206 | (240) | (6,832) | ||||||||
Net income attributable to redeemable noncontrolling interest | 446 | (1,030) | |||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | $ (411,586) | $ 20,469 | $ (225,290) |
Consolidating Guarantor and N_5
Consolidating Guarantor and Non-Guarantor Financial Information - Statements of Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
Consolidating Statement of Comprehensive Income | |||||||||||
Net (loss) income | $ 43,217 | $ 110,528 | $ 354,939 | $ (169,289) | $ 110,912 | $ 56,769 | $ (173,579) | $ (63,707) | $ 339,395 | $ (69,605) | $ 143,874 |
Other comprehensive (loss) income | (9) | 13 | (1,671) | ||||||||
Comprehensive income (loss) | 339,386 | (69,592) | 142,203 | ||||||||
Reportable Entity | NGL Energy Partners LP (Parent) | |||||||||||
Consolidating Statement of Comprehensive Income | |||||||||||
Net (loss) income | 360,047 | (70,875) | 137,042 | ||||||||
Comprehensive income (loss) | 360,047 | (70,875) | 137,042 | ||||||||
Reportable Entity | Guarantor Subsidiaries | |||||||||||
Consolidating Statement of Comprehensive Income | |||||||||||
Net (loss) income | 477,103 | 94,485 | 219,794 | ||||||||
Other comprehensive (loss) income | (18) | 58 | (1,626) | ||||||||
Comprehensive income (loss) | 477,085 | 94,543 | 218,168 | ||||||||
Reportable Entity | Non-Guarantor Subsidiaries | |||||||||||
Consolidating Statement of Comprehensive Income | |||||||||||
Net (loss) income | (65,517) | (114,954) | 5,496 | ||||||||
Other comprehensive (loss) income | 9 | (45) | (45) | ||||||||
Comprehensive income (loss) | (65,508) | (114,999) | 5,451 | ||||||||
Consolidating Adjustments | |||||||||||
Consolidating Statement of Comprehensive Income | |||||||||||
Net (loss) income | (432,238) | 21,739 | (218,458) | ||||||||
Comprehensive income (loss) | $ (432,238) | $ 21,739 | $ (218,458) |
Consolidating Guarantor and N_6
Consolidating Guarantor and Non-Guarantor Financial Information - Statements of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2017 | |
OPERATING ACTIVITIES: | |||
Net cash (used in) provided by operating activities-continuing operations | $ 151,523 | $ 300,348 | $ 17,856 |
Net cash provided by (used in) operating activities-discontinued operations | 185,727 | (162,381) | (42,894) |
Net cash provided by (used in) operating activities | 337,250 | 137,967 | (25,038) |
INVESTING ACTIVITIES: | |||
Capital expenditures | (455,586) | (133,761) | (302,762) |
Acquisitions, net of cash acquired | (300,614) | (19,897) | (41,928) |
Net settlements of commodity derivatives | (10,173) | (39,113) | 9,648 |
Proceeds from sales of assets | 16,177 | 33,844 | 28,232 |
Proceeds from divestitures of businesses and investments, net | 335,809 | 329,780 | 134,370 |
Transaction with Victory Propane (Note 13) | 0 | (6,424) | 0 |
Investments in unconsolidated entities | (389) | (21,465) | (2,105) |
Distributions of capital from unconsolidated entities | 1,440 | 11,969 | 9,692 |
Repayments on loan for natural gas liquids facility | 10,336 | 10,052 | 8,916 |
Loan to affiliate | (1,515) | (2,510) | (3,200) |
Repayments on loan to affiliate | 0 | 4,160 | 655 |
Payment to terminate development agreement | 0 | 0 | (16,875) |
Net cash (used in) provided by investing activities-continuing operations | (404,515) | 166,635 | (175,357) |
Net cash provided by (used in) investing activities-discontinued operations | 857,988 | 103,947 | (187,769) |
Net cash (used in) provided by investing activities | 453,473 | 270,582 | (363,126) |
FINANCING ACTIVITIES: | |||
Proceeds from borrowings under revolving credit facilities | 4,098,500 | 2,434,500 | 1,700,000 |
Payments on revolving credit facilities | (3,897,000) | (2,279,500) | (2,733,500) |
Issuance of senior unsecured notes | 0 | 0 | 1,200,000 |
Repayment and repurchase of senior secured and senior unsecured notes | (737,058) | (486,699) | (21,193) |
Payments on other long-term debt | (653) | (877) | (46,153) |
Debt issuance costs | (1,383) | (2,700) | (33,558) |
Contributions from general partner | 0 | 0 | 49 |
Contributions from noncontrolling interest owners, net | 169 | 23 | 672 |
Distributions to general and common unit partners and preferred unitholders | (236,633) | (225,067) | (181,581) |
Distributions to noncontrolling interest owners | 0 | (3,082) | (3,292) |
Proceeds from sale of preferred units, net of offering costs | 0 | 202,731 | 234,975 |
Repurchase of warrants | (14,988) | (10,549) | 0 |
Common unit repurchases and cancellations | (297) | (15,817) | 0 |
Proceeds from sale of common units, net of offering costs | 0 | 0 | 287,136 |
Payments for settlement and early extinguishment of liabilities | (4,577) | (3,408) | (28,468) |
Net cash (used in) provided by financing activities-continuing operations | (793,920) | (390,445) | 375,087 |
Net cash used in financing activities-discontinued operations | (325) | (3,836) | (3,633) |
Net cash (used in) provided by financing activities | (794,245) | (394,281) | 371,454 |
Net (decrease) increase in cash and cash equivalents | (3,522) | 14,268 | (16,710) |
Cash and cash equivalents, beginning of period | 22,094 | 7,826 | 24,536 |
Cash and cash equivalents, end of period | 18,572 | 22,094 | 7,826 |
Reportable Entity | |||
FINANCING ACTIVITIES: | |||
Cash and cash equivalents, beginning of period | 6,257 | ||
Cash and cash equivalents, end of period | 6,257 | ||
Reportable Entity | NGL Energy Partners LP (Parent) | |||
OPERATING ACTIVITIES: | |||
Net cash (used in) provided by operating activities-continuing operations | (116,033) | (141,967) | (749,250) |
Net cash provided by (used in) operating activities | (116,033) | (141,967) | (749,250) |
FINANCING ACTIVITIES: | |||
Issuance of senior unsecured notes | 1,200,000 | ||
Repayment and repurchase of senior secured and senior unsecured notes | (737,058) | (486,699) | (21,193) |
Debt issuance costs | (30) | (692) | (21,868) |
Contributions from general partner | 49 | ||
Distributions to general and common unit partners and preferred unitholders | (236,633) | (225,067) | (181,581) |
Proceeds from sale of preferred units, net of offering costs | 202,731 | 234,975 | |
Repurchase of warrants | (14,988) | (10,549) | |
Common unit repurchases and cancellations | (297) | (15,817) | |
Proceeds from sale of common units, net of offering costs | 287,136 | ||
Net changes in advances with consolidated entities | 1,100,922 | 688,718 | (767,760) |
Net cash (used in) provided by financing activities-continuing operations | 111,916 | 152,625 | 729,758 |
Net cash (used in) provided by financing activities | 111,916 | 152,625 | 729,758 |
Net (decrease) increase in cash and cash equivalents | (4,117) | 10,658 | (19,492) |
Cash and cash equivalents, beginning of period | 16,915 | 6,257 | 25,749 |
Cash and cash equivalents, end of period | 12,798 | 16,915 | 6,257 |
Reportable Entity | Guarantor Subsidiaries | |||
OPERATING ACTIVITIES: | |||
Net cash (used in) provided by operating activities-continuing operations | 295,293 | 433,678 | 750,978 |
Net cash provided by (used in) operating activities-discontinued operations | 182,506 | (165,862) | (47,923) |
Net cash provided by (used in) operating activities | 477,799 | 267,816 | 703,055 |
INVESTING ACTIVITIES: | |||
Capital expenditures | (414,522) | (130,760) | (296,395) |
Acquisitions, net of cash acquired | (296,687) | 3,100 | (41,928) |
Net settlements of commodity derivatives | (10,173) | (39,113) | 9,648 |
Proceeds from sales of assets | 16,177 | 33,844 | 28,232 |
Proceeds from divestitures of businesses and investments, net | 335,809 | 292,112 | 112,370 |
Transaction with Victory Propane (Note 13) | (6,424) | ||
Investments in unconsolidated entities | (389) | (21,465) | (2,105) |
Distributions of capital from unconsolidated entities | 1,440 | 11,969 | 9,692 |
Repayments on loan for natural gas liquids facility | 10,336 | 10,052 | 8,916 |
Loan to affiliate | (1,515) | (2,510) | (3,200) |
Repayments on loan to affiliate | 4,160 | 655 | |
Payment to terminate development agreement | (16,875) | ||
Net cash (used in) provided by investing activities-continuing operations | (359,524) | 154,965 | (190,990) |
Net cash provided by (used in) investing activities-discontinued operations | 851,006 | 104,666 | (175,371) |
Net cash (used in) provided by investing activities | 491,482 | 259,631 | (366,361) |
FINANCING ACTIVITIES: | |||
Proceeds from borrowings under revolving credit facilities | 4,098,500 | 2,434,500 | 1,700,000 |
Payments on revolving credit facilities | (3,897,000) | (2,279,500) | (2,733,500) |
Payments on other long-term debt | (653) | (877) | (46,153) |
Debt issuance costs | (1,353) | (2,008) | (11,690) |
Payments for settlement and early extinguishment of liabilities | (4,577) | (3,408) | (28,468) |
Net changes in advances with consolidated entities | (1,163,504) | (669,452) | 788,334 |
Net cash (used in) provided by financing activities-continuing operations | (968,587) | (520,745) | (331,477) |
Net cash used in financing activities-discontinued operations | (295) | (3,446) | (3,443) |
Net cash (used in) provided by financing activities | (968,882) | (524,191) | (334,920) |
Net (decrease) increase in cash and cash equivalents | 399 | 3,256 | 1,774 |
Cash and cash equivalents, beginning of period | 3,329 | 73 | (1,701) |
Cash and cash equivalents, end of period | 3,728 | 3,329 | 73 |
Reportable Entity | Non-Guarantor Subsidiaries | |||
OPERATING ACTIVITIES: | |||
Net cash (used in) provided by operating activities-continuing operations | (27,551) | 9,411 | 16,675 |
Net cash provided by (used in) operating activities-discontinued operations | 3,221 | 3,481 | 5,029 |
Net cash provided by (used in) operating activities | (24,330) | 12,892 | 21,704 |
INVESTING ACTIVITIES: | |||
Capital expenditures | (41,064) | (3,001) | (6,367) |
Acquisitions, net of cash acquired | (3,927) | (22,997) | |
Proceeds from divestitures of businesses and investments, net | 37,668 | 22,000 | |
Net cash (used in) provided by investing activities-continuing operations | (44,991) | 11,670 | 15,633 |
Net cash provided by (used in) investing activities-discontinued operations | 6,982 | (719) | (12,398) |
Net cash (used in) provided by investing activities | (38,009) | 10,951 | 3,235 |
FINANCING ACTIVITIES: | |||
Contributions from noncontrolling interest owners, net | 169 | 23 | 672 |
Distributions to noncontrolling interest owners | (3,082) | (3,292) | |
Net changes in advances with consolidated entities | 62,396 | (20,040) | (21,121) |
Net cash (used in) provided by financing activities-continuing operations | 62,565 | (23,099) | (23,741) |
Net cash used in financing activities-discontinued operations | (30) | (390) | (190) |
Net cash (used in) provided by financing activities | 62,535 | (23,489) | (23,931) |
Net (decrease) increase in cash and cash equivalents | 196 | 354 | 1,008 |
Cash and cash equivalents, beginning of period | 1,850 | 1,496 | 488 |
Cash and cash equivalents, end of period | 2,046 | 1,850 | 1,496 |
Consolidating Adjustments | |||
OPERATING ACTIVITIES: | |||
Net cash (used in) provided by operating activities-continuing operations | (186) | (774) | (547) |
Net cash provided by (used in) operating activities | (186) | (774) | (547) |
FINANCING ACTIVITIES: | |||
Net changes in advances with consolidated entities | 186 | 774 | 547 |
Net cash (used in) provided by financing activities-continuing operations | 186 | 774 | 547 |
Net cash (used in) provided by financing activities | $ 186 | $ 774 | $ 547 |