Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jun. 30, 2020 | Aug. 05, 2020 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-35172 | |
Entity Registrant Name | NGL Energy Partners LP | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-3427920 | |
Entity Address, Address Line One | 6120 South Yale Avenue, Suite 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 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 128,771,715 | |
Entity Central Index Key | 0001504461 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
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 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2020 | Mar. 31, 2020 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 26,400 | $ 22,704 |
Accounts receivable-trade, net of allowance for expected credit losses of $3,674 and $4,540, respectively | 424,814 | 566,834 |
Accounts receivable-affiliates | 14,814 | 12,934 |
Inventories | 135,918 | 69,634 |
Prepaid expenses and other current assets | 75,433 | 101,981 |
Total current assets | 677,379 | 774,087 |
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of $570,806 and $529,068, respectively | 2,833,002 | 2,851,555 |
GOODWILL | 993,114 | 993,587 |
INTANGIBLE ASSETS, net of accumulated amortization of $670,382 and $631,449, respectively | 1,574,216 | 1,612,480 |
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 22,626 | 23,182 |
OPERATING LEASE RIGHT-OF-USE ASSETS | 177,010 | 180,708 |
OTHER NONCURRENT ASSETS | 48,739 | 63,137 |
Total assets | 6,326,086 | 6,498,736 |
CURRENT LIABILITIES: | ||
Accounts payable-trade | 367,463 | 515,049 |
Accounts payable-affiliates | 22,864 | 17,717 |
Accrued expenses and other payables | 142,836 | 232,062 |
Advance payments received from customers | 25,326 | 19,536 |
Current maturities of long-term debt | 4,521 | 4,683 |
Operating lease obligations | 53,720 | 56,776 |
Total current liabilities | 616,730 | 845,823 |
LONG-TERM DEBT, net of debt issuance costs of $24,022 and $19,795, respectively, and current maturities | 3,281,402 | 3,144,848 |
OPERATING LEASE OBLIGATIONS | 120,986 | 121,013 |
OTHER NONCURRENT LIABILITIES | 112,034 | 114,079 |
COMMITMENTS AND CONTINGENCIES (NOTE 9) | ||
EQUITY: | ||
General partner, representing a 0.1% interest, 128,901 and 128,901 notional units, respectively | (51,474) | (51,390) |
Limited partners, representing a 99.9% interest, 128,771,715 and 128,771,715 common units issued and outstanding, respectively | 1,283,491 | 1,366,152 |
Accumulated other comprehensive loss | (341) | (385) |
Noncontrolling interests | 70,748 | 72,954 |
Total equity | 1,650,783 | 1,735,690 |
Total liabilities and equity | 6,326,086 | 6,498,736 |
Class D Preferred Units | ||
CURRENT LIABILITIES: | ||
PREFERRED UNITS | 544,151 | 537,283 |
Class B Perpetual Preferred Units | ||
EQUITY: | ||
Preferred limited partners | 305,468 | 305,468 |
Class C Perpetual Preferred Units | ||
EQUITY: | ||
Preferred limited partners | $ 42,891 | $ 42,891 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
PROPERTY, PLANT AND EQUIPMENT, accumulated depreciation | $ 570,806 | $ 529,068 |
INTANGIBLE ASSETS, accumulated amortization | 670,383 | 631,449 |
Debt issuance costs, noncurrent, net | $ 24,022 | $ 19,795 |
General partner, notional units outstanding (in units) | 128,901 | 128,901 |
Limited partners, common units issued (in units) | 128,771,715 | 128,771,715 |
Limited partners, common units outstanding (in units) | 128,771,715 | 128,771,715 |
Class D Preferred Units | ||
Preferred units dividend rate | 9.00% | 9.00% |
Temporary equity, issued (in units) | 600,000 | 600,000 |
Temporary equity, outstanding (in units) | 600,000 | 600,000 |
Class B Perpetual Preferred Units | ||
Preferred units, issued (in units) | 12,585,642 | 12,585,642 |
Preferred units, outstanding (in units) | 12,585,642 | 12,585,642 |
Class C Perpetual Preferred Units | ||
Preferred units, issued (in units) | 1,800,000 | 1,800,000 |
Preferred units, outstanding (in units) | 1,800,000 | 1,800,000 |
General Partner | ||
General partner interest | 0.10% | 0.10% |
Limited Partner | ||
Limited partner interest | 99.90% | 99.90% |
Trade Accounts Receivable | ||
Accounts receivable, allowance for expected credit loss | $ 3,674 | $ 4,540 |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
REVENUES: | ||
Crude Oil Logistics | $ 276,039 | $ 716,160 |
Water Solutions | 88,065 | 71,783 |
Liquids and Refined Products | 479,998 | 1,083,693 |
Other | 313 | 255 |
Total Revenues | 844,415 | 1,871,891 |
COST OF SALES: | ||
Crude Oil Logistics | 217,557 | 649,240 |
Water Solutions | 4,700 | (2,807) |
Liquids and Refined Products | 454,336 | 1,043,032 |
Other | 454 | 465 |
Total Cost of Sales | 677,047 | 1,689,930 |
OPERATING COSTS AND EXPENSES: | ||
Operating | 64,987 | 61,312 |
General and administrative | 17,158 | 20,342 |
Depreciation and amortization | 83,986 | 53,754 |
Loss (gain) on disposal or impairment of assets, net | 12,022 | (967) |
Operating (Loss) Income | (10,785) | 47,520 |
OTHER INCOME (EXPENSE): | ||
Equity in earnings of unconsolidated entities | 289 | 8 |
Interest expense | (43,961) | (39,877) |
Gain on early extinguishment of liabilities, net | 19,355 | 0 |
Other income, net | 1,035 | 1,010 |
(Loss) Income From Continuing Operations Before Income Taxes | (34,067) | 8,661 |
INCOME TAX BENEFIT | 301 | 321 |
(Loss) Income From Continuing Operations | (33,766) | 8,982 |
Loss From Discontinued Operations, net of Tax | (1,486) | (943) |
Net (Loss) Income | (35,252) | 8,039 |
LESS: NET (INCOME) LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS | (51) | 268 |
NET (LOSS) INCOME ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | (35,303) | 8,307 |
NET LOSS FROM CONTINUING OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | (55,815) | (120,126) |
NET LOSS FROM DISCONTINUED OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | (1,485) | (942) |
NET LOSS ALLOCATED TO COMMON UNITHOLDERS | $ (57,300) | $ (121,068) |
BASIC LOSS PER COMMON UNIT | ||
Loss From Continuing Operations | $ (0.43) | $ (0.95) |
Loss From Discontinued Operations, net of Tax | (0.01) | (0.01) |
Net Loss | (0.44) | (0.96) |
DILUTED LOSS PER COMMON UNIT | ||
Loss From Continuing Operations | (0.43) | (0.95) |
Loss From Discontinued Operations, net of Tax | (0.01) | (0.01) |
Net Loss | $ (0.44) | $ (0.96) |
BASIC WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 128,771,715 | 125,886,738 |
DILUTED WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 128,771,715 | 125,886,738 |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net (loss) income | $ (35,252) | $ 8,039 |
Other comprehensive income | 44 | 37 |
Comprehensive (loss) income | $ (35,208) | $ 8,076 |
Unaudited Condensed Consolida_5
Unaudited Condensed Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Accumulated other comprehensive (loss) income | Noncontrolling Interests | Preferred Class B and Class C Preferred Units | Preferred Class B and Class C Preferred UnitsPreferred Class B and Class C Preferred Units | Preferred Class B | Preferred Class BPreferred Class B | Class C Perpetual Preferred Units | Class C Perpetual Preferred UnitsClass C Perpetual Preferred Units | General Partner | Limited Partner | Limited PartnerCommon units |
Beginning Balance (in units) at Mar. 31, 2019 | 8,400,000 | 124,508,497 | ||||||||||
Beginning Balance at Mar. 31, 2019 | $ 2,277,818 | $ (255) | $ 58,748 | $ 202,731 | $ (50,603) | $ 2,067,197 | ||||||
Increase (Decrease) in Partnership Capital | ||||||||||||
Distributions to general and common unit partners and preferred unitholders (Note 10) | (63,359) | (85) | (63,274) | |||||||||
Preferred units, issued (in units) | 1,800,000 | |||||||||||
Preferred units issued, net of offering costs | 42,638 | $ 42,638 | ||||||||||
Equity issued pursuant to incentive compensation plan (Note 10) | 2,752 | 2,752 | ||||||||||
Warrants exercised (in units) | 1,458,371 | |||||||||||
Warrants exercised | 15 | 15 | ||||||||||
Accretion of beneficial conversion feature of 10.75% Class A convertible preferred units | (36,517) | (36,517) | ||||||||||
10.75% Class A convertible preferred units redemption - amount paid in excess of carrying value | (78,797) | (78,797) | ||||||||||
Investment in NGL Energy Holdings LLC | (2,361) | (2,361) | ||||||||||
Net (loss) income | 8,039 | (268) | (85) | 8,392 | ||||||||
Other comprehensive loss | 37 | 37 | ||||||||||
Ending Balance (in units) at Jun. 30, 2019 | 10,200,000 | 125,966,868 | ||||||||||
Ending Balance at Jun. 30, 2019 | 2,150,265 | (218) | 58,480 | $ 245,369 | (50,773) | 1,897,407 | ||||||
Beginning Balance (in units) at Mar. 31, 2020 | 14,385,642 | 128,771,715 | ||||||||||
Beginning Balance at Mar. 31, 2020 | 1,735,690 | (385) | 72,954 | 348,359 | (51,390) | 1,366,152 | ||||||
Increase (Decrease) in Partnership Capital | ||||||||||||
Distributions to general and common unit partners and preferred unitholders (Note 10) | (47,678) | (26) | (47,652) | |||||||||
Distributions to noncontrolling interest owners | (2,257) | (2,257) | ||||||||||
Equity issued pursuant to incentive compensation plan (in units) | 0 | |||||||||||
Equity issued pursuant to incentive compensation plan (Note 10) | 1,349 | 0 | 1,349 | |||||||||
Investment in NGL Energy Holdings LLC | 0 | |||||||||||
Net (loss) income | (35,252) | 51 | (57) | (35,246) | ||||||||
Other comprehensive loss | 44 | 44 | ||||||||||
Ending Balance (in units) at Jun. 30, 2020 | 14,385,642 | 128,771,715 | ||||||||||
Ending Balance at Jun. 30, 2020 | 1,650,783 | $ (341) | $ 70,748 | $ 348,359 | (51,474) | 1,283,491 | ||||||
Increase (Decrease) in Partnership Capital | ||||||||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ (1,113) | |||||||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | General Partner | $ (1) | |||||||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | Limited Partner | $ (1,112) |
Unaudited Condensed Consolida_6
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
OPERATING ACTIVITIES: | ||
Net (loss) income | $ (35,252) | $ 8,039 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Loss from discontinued operations, net of tax | 1,486 | 943 |
Depreciation and amortization, including amortization of debt issuance costs | 87,680 | 56,117 |
Gain on early extinguishment of liabilities, net | (19,355) | 0 |
Non-cash equity-based compensation expense | 2,302 | 3,701 |
Loss (gain) on disposal or impairment of assets, net | 12,022 | (967) |
Provision for expected credit losses | (27) | 280 |
Net adjustments to fair value of commodity derivatives | 27,402 | (5,559) |
Equity in earnings of unconsolidated entities | (289) | (8) |
Distributions of earnings from unconsolidated entities | 742 | 0 |
Lower of cost or net realizable value adjustments | 1,950 | 155 |
Other | 1,223 | (1,061) |
Changes in operating assets and liabilities, exclusive of acquisitions: | ||
Accounts receivable-trade and affiliates | 139,734 | 208,572 |
Inventories | (68,281) | (26,954) |
Other current and noncurrent assets | 30,606 | (34,761) |
Accounts payable-trade and affiliates | (142,439) | (148,413) |
Other current and noncurrent liabilities | 42,348 | 32,554 |
Net cash provided by operating activities-continuing operations | 81,852 | 92,638 |
Net cash used in operating activities-discontinued operations | (1,439) | (22,744) |
Net cash provided by operating activities | 80,413 | 69,894 |
INVESTING ACTIVITIES: | ||
Capital expenditures | (97,815) | (155,391) |
Acquisitions, net of cash acquired | 0 | (54,548) |
Net settlements of commodity derivatives | (26,653) | 2,072 |
Proceeds from sales of assets | 150 | 1,673 |
Investments in unconsolidated entities | 0 | (889) |
Distributions of capital from unconsolidated entities | 103 | 439 |
Repayments on loan for natural gas liquids facility | 0 | 3,022 |
Net cash used in investing activities-continuing operations | (124,215) | (203,622) |
Net cash provided by investing activities-discontinued operations | 0 | 4,375 |
Net cash used in investing activities | (124,215) | (199,247) |
FINANCING ACTIVITIES: | ||
Proceeds from borrowings under Revolving Credit Facility | 442,500 | 1,139,000 |
Payments on Revolving Credit Facility | (254,500) | (1,155,000) |
Issuance of senior unsecured notes and term credit agreement | 250,000 | 450,000 |
Repayment of bridge term credit agreement | (250,000) | 0 |
Repurchase of senior unsecured notes | (25,040) | 0 |
Payments on other long-term debt | (163) | (163) |
Debt issuance costs | (9,479) | (7,873) |
Distributions to general and common unit partners and preferred unitholders | (40,810) | (62,288) |
Distributions to noncontrolling interest owners | (2,257) | 0 |
Proceeds from sale of preferred units, net of offering costs | 0 | 42,638 |
Payments for redemption of preferred units | 0 | (265,128) |
Payments for settlement and early extinguishment of liabilities | (62,753) | (543) |
Investment in NGL Energy Holdings LLC | 0 | (2,361) |
Net cash provided by financing activities | 47,498 | 138,282 |
Net increase in cash and cash equivalents | 3,696 | 8,929 |
Cash and cash equivalents, beginning of period | 22,704 | 18,572 |
Cash and cash equivalents, end of period | 26,400 | 27,501 |
Supplemental cash flow information: | ||
Cash interest paid | 56,096 | 36,538 |
Income taxes paid (net of income tax refunds) | 590 | 2,537 |
Supplemental non-cash investing and financing activities: | ||
Distributions declared but not paid to Class B, Class C and Class D preferred unitholders | 15,030 | 5,796 |
Accrued capital expenditures | $ 21,042 | $ 32,926 |
Organization and Operations
Organization and Operations | 3 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Operations | Organization and Operations NGL Energy Partners LP (“we,” “us,” “our,” or the “Partnership”) is a Delaware limited partnership . NGL Energy Holdings LLC serves as our general partner. At June 30, 2020 , our operations included three segments: • 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, and transportation services through its owned assets. Our activities in this segment are supported by certain long-term, fixed rate contracts which include minimum volume commitments on our pipelines. • Our Water Solutions segment transports, treats, recycles and disposes of produced and flowback water generated from crude oil and natural gas production. We also dispose of solids such as tank bottoms, drilling fluids and drilling muds and perform other ancillary services such as truck and frac tank washouts. As part of processing water, we are able to aggregate recovered crude oil, also known as skim oil, that was contained in the water and sell the crude oil. We also sell brackish non-potable water to our producer customers to be used in their crude oil exploration and production activities. Our activities in this segment are underpinned by long-term, fixed fee contracts and acreage dedications, some of which contain minimum volume commitments, with leading oil and gas companies including large, investment grade producer customers. • Our Liquids and Refined Products segment conducts marketing operations for natural gas liquids, refined petroleum products and biodiesel to a broad range of commercial, retail and industrial customers across the United States and Canada. These operations are conducted through our company-owned terminals, other third party storage and terminal facilities, common carrier pipelines and our extensive fleet of leased railcars. We also provide natural gas liquids and refined product terminaling and storage services at our salt dome storage facility joint venture in Utah and marine exports through our facility located in Chesapeake, Virginia. We employ a number of contractual and hedging strategies to minimize commodity exposure and maximize earnings stability of this segment. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements include our accounts and those of our controlled subsidiaries. Intercompany transactions and account balances have been eliminated in consolidation. Investments we do not control, but can exercise significant influence over, are accounted for using the equity method of accounting. We also own an undivided interest in a crude oil pipeline, and include our proportionate share of assets, liabilities, and expenses related to this pipeline in our unaudited condensed consolidated financial statements. Our unaudited condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim consolidated financial information in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, the unaudited condensed consolidated financial statements exclude certain information and notes required by GAAP for complete annual consolidated financial statements. However, we believe that the disclosures made are adequate to make the information presented not misleading. The unaudited condensed consolidated financial statements include all adjustments that we consider necessary for a fair presentation of our consolidated financial position, results of operations and cash flows for the interim periods presented. Such adjustments consist only of normal recurring items, unless otherwise disclosed in this Quarterly Report. The unaudited condensed consolidated balance sheet at March 31, 2020 was derived from our audited consolidated financial statements for the fiscal year ended March 31, 2020 included in our Annual Report on Form 10-K (“Annual Report”) filed with the SEC on June 1, 2020. These interim unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and notes thereto included in our Annual Report. Due to the seasonal nature of certain of our operations and other factors, the results of operations for interim periods are not necessarily indicative of the results of operations to be expected for future periods or for the full fiscal year ending March 31, 2021 . Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amount of assets and liabilities reported at the date of the consolidated financial statements and the amount of revenues and expenses reported during the periods presented. Critical estimates we make in the preparation of our unaudited condensed consolidated financial statements include, among others, determining the fair value of assets and liabilities acquired in acquisitions, the fair value of derivative instruments, the collectibility of accounts and notes receivable, the recoverability of inventories, useful lives and recoverability of property, plant and equipment and amortizable intangible assets, the impairment of long-lived assets and goodwill, the fair value of asset retirement obligations, the value of equity-based compensation, accruals for environmental matters and estimating certain revenues. Although we believe these estimates are reasonable, actual results could differ from those estimates. Significant Accounting Policies Our significant accounting policies are consistent with those disclosed in Note 2 of our audited consolidated financial statements included in our Annual Report. Income Taxes We qualify as a partnership for income tax purposes. As such, we generally do not pay United States federal income tax. Rather, each owner reports his or her share of our income or loss on his or her individual tax return. The aggregate difference in the basis of our net assets for financial and tax reporting purposes cannot be readily determined, as we do not have access to information regarding each partner’s basis in the Partnership. We have a deferred tax liability of $55.6 million and $56.4 million at June 30, 2020 and March 31, 2020 , respectively, as a result of acquiring corporations in connection with certain of our acquisitions, which is included within other noncurrent liabilities in our unaudited condensed consolidated balance sheet. 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 during the three months ended June 30, 2020 was $0.8 million with an effective tax rate of 23.5% . The deferred tax benefit recorded during the three months ended June 30, 2019 was $1.0 million with an effective tax rate of 24.6% . We evaluate uncertain tax positions for recognition and measurement in the unaudited condensed consolidated financial statements. To recognize a tax position, we determine whether it is more likely than not that the tax position will be sustained upon examination, including resolution of any related appeals or litigation, based on the technical merits of the position. A tax position that meets the more likely than not threshold is measured to determine the amount of benefit to be recognized in the unaudited condensed consolidated financial statements. We had no material uncertain tax positions that required recognition in our unaudited condensed consolidated financial statements at June 30, 2020 or March 31, 2020 . 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: June 30, 2020 March 31, 2020 (in thousands) Crude oil $ 44,246 $ 18,201 Propane 39,329 25,163 Butane 32,714 9,619 Biodiesel 8,247 8,195 Ethanol 5,525 1,834 Diesel 2,239 2,414 Other 3,618 4,208 Total $ 135,918 $ 69,634 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. Our investments in unconsolidated entities consist of the following at the dates indicated: Entity Segment Ownership Date Acquired June 30, 2020 March 31, 2020 (in thousands) Water services and land company (2) Water Solutions 50% November 2019 $ 16,623 $ 16,607 Water services and land company (3) Water Solutions 50% November 2019 1,976 2,092 Water services and land company (4) Water Solutions 10% November 2019 3,103 3,384 Aircraft company (5) Corporate and Other 50% June 2019 286 447 Water services company (6) Water Solutions 50% August 2018 443 449 Natural gas liquids terminal company (7) Liquids and Refined Products 50% March 2019 195 203 Total $ 22,626 $ 23,182 (1) Ownership interest percentages are at June 30, 2020 . (2) This is an investment that we acquired as part of an acquisition in November 2019, and represents certain membership interests in a limited liability company and are related to specific land operations. (3) This is an investment that we acquired as part of an acquisition in November 2019, and represents certain membership interests in a limited liability company and are related to specific land operations. (4) This is an investment that we acquired as part of an acquisition in November 2019, and represents certain membership interests in a limited liability company and are related to specific water services operations. (5) This is an investment with a related party. (6) This is an investment that we acquired as part of an acquisition in August 2018. (7) This is an investment that we acquired as part of an acquisition in March 2019. Other Noncurrent Assets Other noncurrent assets consist of the following at the dates indicated: June 30, 2020 March 31, 2020 (in thousands) Loan receivable (1) $ 2,830 $ 5,374 Line fill (2) 23,039 25,763 Minimum shipping fees - pipeline commitments (3) 16,374 17,443 Other 6,496 14,557 Total $ 48,739 $ 63,137 (1) Amounts at June 30, 2020 and March 31, 2020 represent the noncurrent portion of a loan receivable, net of an allowance for an expected credit loss, with Victory Propane, LLC. In addition, the amount at March 31, 2020 represents the noncurrent portion of a loan receivable associated with our interest in the construction of a natural gas liquids loading/unloading facility (the “Facility”) that is utilized by a third party. The third party filed for Chapter 11 bankruptcy in July 2019. For a further discussion, see Note 17. (2) Represents minimum volumes of product we are required to leave on certain third-party owned pipelines under long-term shipment commitments. At June 30, 2020 , line fill consisted of 335,069 barrels of crude oil. At March 31, 2020 , line fill consisted of 335,069 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 noncurrent portion of minimum shipping fees paid in excess of volumes shipped, or deficiency credits, for one contract with a crude oil pipeline operator. This amount can be recovered when volumes shipped exceed the minimum monthly volume commitment (see Note 9). As of June 30, 2020 , the deficiency credit was $21.1 million , of which $4.7 million is recorded within prepaid expenses and other current assets in our unaudited condensed consolidated balance sheet. Accrued Expenses and Other Payables Accrued expenses and other payables consist of the following at the dates indicated: June 30, 2020 March 31, 2020 (in thousands) Accrued compensation and benefits $ 26,646 $ 29,990 Excise and other tax liabilities 9,549 9,941 Derivative liabilities 3,469 17,777 Accrued interest 24,106 39,803 Product exchange liabilities 2,749 1,687 Contingent consideration liability (1) 36,169 102,419 Other 40,148 30,445 Total $ 142,836 $ 232,062 (1) Decrease is due to the monthly installment payments made during the three months ended June 30, 2020 related to our acquisition of certain assets of Mesquite Disposals Unlimited, LLC (“Mesquite”). We have made two monthly payments subsequent to June 30, 2020, and per the agreement, we currently have four remaining monthly payments. Reclassifications We have reclassified certain prior period financial statement information to be consistent with the classification methods used in the current fiscal year. These reclassifications did not impact previously reported amounts of assets, liabilities, equity, net income, or cash flows. Recent Accounting Pronouncements In March 2020, the SEC issued “Financial Disclosures About Guarantors and Issuers of Guaranteed Securities and Affiliates Whose Securities Collateralize a Registrant’s Securities”, which amends the disclosure requirements for guarantors and issuers of guaranteed securities registered or being registered in Rule 3-10 of Regulation S-X. The amendment simplifies the disclosure requirements and permits the amended disclosures to be provided outside the footnotes in audited annual or unaudited interim consolidated financial statements in all filings. The guidance is effective for the Partnership for fiscal periods ending after January 4, 2021, although early adoption is permitted. We adopted this guidance effective April 1, 2020 and elected to include the required summarized financial information in “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Liquidity, Sources of Capital and Capital Resource Activities – Guarantor Summarized Financial Information .” In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, “Financial Instruments-Credit Losses.” The ASU requires a financial asset (or a group of financial assets) measured at amortized cost to be presented at the net amount expected to be collected, which would include trade 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. We adopted ASU No. 2016-13 on April 1, 2020, using the modified retrospective approach with a cumulative effect adjustment of $1.1 million to opening equity at the beginning of the period of adoption. See Note 16 for a further discussion of the impact of the adoption of this ASU on our unaudited condensed consolidated financial statements. |
Loss Per Common Unit
Loss Per Common Unit | 3 Months Ended |
Jun. 30, 2020 | |
Earnings Per Unit [Abstract] | |
Loss Per Common Unit | Loss Per Common Unit The following table presents our calculation of basic and diluted weighted average common units outstanding for the periods indicated: Three Months Ended June 30, 2020 2019 Weighted average common units outstanding during the period: Common units - Basic 128,771,715 125,886,738 Common units - Diluted 128,771,715 125,886,738 For the three months ended June 30, 2020 and 2019 , all potential common units or convertible securities were considered antidilutive. Our loss per common unit is as follows for the periods indicated: Three Months Ended June 30, 2020 2019 (in thousands, except unit and per unit amounts) (Loss) income from continuing operations $ (33,766 ) $ 8,982 Less: Continuing operations (income) loss attributable to noncontrolling interests (51 ) 268 Net (loss) income from continuing operations attributable to NGL Energy Partners LP (33,817 ) 9,250 Less: Distributions to preferred unitholders (1) (22,054 ) (129,460 ) Less: Continuing operations net loss allocated to general partner (2) 56 84 Net loss from continuing operations allocated to common unitholders $ (55,815 ) $ (120,126 ) Loss from discontinued operations, net of tax $ (1,486 ) $ (943 ) Less: Discontinued operations loss allocated to general partner (2) 1 1 Net loss from discontinued operations allocated to common unitholders $ (1,485 ) $ (942 ) Net loss allocated to common unitholders $ (57,300 ) $ (121,068 ) Basic loss per common unit Loss from continuing operations $ (0.43 ) $ (0.95 ) Loss from discontinued operations, net of tax $ (0.01 ) $ (0.01 ) Net loss $ (0.44 ) $ (0.96 ) Diluted loss per common unit Loss from continuing operations $ (0.43 ) $ (0.95 ) Loss from discontinued operations, net of tax $ (0.01 ) $ (0.01 ) Net loss $ (0.44 ) $ (0.96 ) Basic weighted average common units outstanding 128,771,715 125,886,738 Diluted weighted average common units outstanding 128,771,715 125,886,738 (1) This amount includes distributions to preferred unitholders. The final accretion for the beneficial conversion of the 10.75% Class A Convertible Preferred Units and the excess of the 10.75% Class A Convertible Preferred Units repurchase price over the carrying value of the units are included in the three months ended June 30, 2019 . (2) Net loss allocated to the general partner includes distributions to which it is entitled as the holder of incentive distribution rights. |
Acquisitions
Acquisitions | 3 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions The following summarizes the status of the preliminary purchase price allocation of acquisitions completed prior to April 1, 2020: Hillstone Environmental Partners, LLC (“Hillstone”) Acquisition During the three months ended June 30, 2020, we received additional information and recorded an increase of less than $0.1 million to current assets and a decrease of $0.5 million to current liabilities with the offset to goodwill. There were no other adjustments to the fair value of assets acquired and liabilities assumed during the three months ended June 30, 2020. As of June 30, 2020, the allocation of the purchase price is considered preliminary as we are continuing to gather additional information to (i) finalize the calculation of the deferred tax liability and (ii) finalize working capital items. |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Our property, plant and equipment consists of the following at the dates indicated: Description Estimated June 30, 2020 March 31, 2020 (in years) (in thousands) Natural gas liquids terminal and storage assets 2 - 30 $ 316,327 $ 314,694 Pipeline and related facilities 30 - 40 244,937 244,751 Vehicles and railcars 3 - 25 126,199 123,937 Water treatment facilities and equipment 3 - 30 1,743,555 1,525,859 Crude oil tanks and related equipment 2 - 30 233,402 234,143 Barges and towboats 5 - 30 125,169 125,162 Information technology equipment 3 - 7 37,686 34,261 Buildings and leasehold improvements 3 - 40 154,054 151,690 Land 96,645 91,446 Tank bottoms and line fill (1) 20,346 20,346 Other 3 - 20 14,996 14,627 Construction in progress 290,492 499,707 3,403,808 3,380,623 Accumulated depreciation (570,806 ) (529,068 ) Net property, plant and equipment $ 2,833,002 $ 2,851,555 (1) Tank bottoms, which are product volumes required for the operation of storage tanks, are recorded at historical cost. We recover tank bottoms when the storage tanks are removed from service. Line fill, which represents our portion of the product volume required for the operation of the proportionate share of a pipeline we own, is recorded at historical cost. The following table summarizes depreciation expense and capitalized interest expense for the periods indicated: Three Months Ended June 30, 2020 2019 (in thousands) Depreciation expense $ 46,723 $ 25,456 Capitalized interest expense $ 1,668 $ — Amounts in the table above for the three months ended June 30, 2019 do not include depreciation expense and capitalized interest expense related to TPSL (as defined herein), as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statement of operations (see Note 18 ). 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 unaudited condensed consolidated statements of operations. The following table summarizes (gains) losses on the disposal or impairment of property, plant and equipment by segment for the periods indicated: Three Months Ended June 30, 2020 2019 (in thousands) Crude Oil Logistics $ 1,844 $ (533 ) Water Solutions 326 48 Liquids and Refined Products 4 (3 ) Total $ 2,174 $ (488 ) |
Goodwill
Goodwill | 3 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The following table summarizes changes in goodwill by segment during the three months ended June 30, 2020 : Crude Oil Water Liquids and Total (in thousands) Balances at March 31, 2020 $ 579,846 $ 294,658 $ 119,083 $ 993,587 Revisions to acquisition accounting (Note 4) — (473 ) — (473 ) Balances at June 30, 2020 $ 579,846 $ 294,185 $ 119,083 $ 993,114 |
Intangible Assets
Intangible Assets | 3 Months Ended |
Jun. 30, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible Assets | Intangible Assets Our intangible assets consist of the following at the dates indicated: June 30, 2020 March 31, 2020 Description Amortizable Lives Gross Carrying Accumulated Net Gross Carrying Accumulated Net (in years) (in thousands) Amortizable: Customer relationships 3 - 30 $ 1,435,573 $ (469,398 ) $ 966,175 $ 1,435,573 $ (445,250 ) $ 990,323 Customer commitments 10 - 25 502,000 (121,347 ) 380,653 502,000 (111,677 ) 390,323 Pipeline capacity rights 30 7,799 (1,712 ) 6,087 7,799 (1,647 ) 6,152 Rights-of-way and easements 1 - 45 89,709 (7,194 ) 82,515 89,476 (6,506 ) 82,970 Water rights 13 - 30 100,937 (9,972 ) 90,965 100,937 (8,441 ) 92,496 Executory contracts and other agreements 5 - 30 48,601 (18,990 ) 29,611 48,570 (18,210 ) 30,360 Non-compete agreements 2 - 24 12,723 (5,255 ) 7,468 12,723 (4,735 ) 7,988 Debt issuance costs (1) 3 - 5 44,457 (36,515 ) 7,942 44,051 (34,983 ) 9,068 Total amortizable 2,241,799 (670,383 ) 1,571,416 2,241,129 (631,449 ) 1,609,680 Non-amortizable: Trade names 2,800 — 2,800 2,800 — 2,800 Total $ 2,244,599 $ (670,383 ) $ 1,574,216 $ 2,243,929 $ (631,449 ) $ 1,612,480 (1) Includes debt issuance costs related to the Revolving Credit Facility (as defined herein) and the Sawtooth credit agreement. Debt issuance costs related to the fixed-rate notes, Bridge Term Credit Agreement (as defined herein) and Term Credit Agreement (as defined herein) are reported as a reduction of the carrying amount of long-term debt. The weighted-average remaining amortization period for intangible assets is approximately 18.7 years . Amortization expense is as follows for the periods indicated: Three Months Ended June 30, Recorded In 2020 2019 (in thousands) Depreciation and amortization $ 37,263 $ 28,298 Cost of sales 77 87 Interest expense 1,532 1,276 Operating expenses 62 151 Total $ 38,934 $ 29,812 Amounts in the table above for the three months ended June 30, 2019 do not include amortization expense related to TPSL, as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statement of operations (see Note 18 ). Expected amortization of our intangible assets is as follows (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 105,660 2022 131,329 2023 122,766 2024 116,563 2025 100,334 Thereafter 994,764 Total $ 1,571,416 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Our long-term debt consists of the following at the dates indicated: June 30, 2020 March 31, 2020 Face Unamortized Book Face Unamortized Book (in thousands) Revolving credit facility: Expansion capital borrowings $ 1,400,000 $ — $ 1,400,000 $ 1,120,000 $ — $ 1,120,000 Working capital borrowings 258,000 — 258,000 350,000 — 350,000 Senior unsecured notes: 7.500% Notes due 2023 ("2023 Notes") 592,323 (4,904 ) 587,419 607,323 (5,405 ) 601,918 6.125% Notes due 2025 ("2025 Notes") 380,020 (3,927 ) 376,093 387,320 (4,217 ) 383,103 7.500% Notes due 2026 ("2026 Notes") 425,081 (6,316 ) 418,765 450,000 (6,975 ) 443,025 Bridge term credit agreement — — — 250,000 (3,198 ) 246,802 Term credit agreement 250,000 (8,875 ) 241,125 — — — Other long-term debt 4,521 — 4,521 4,683 — 4,683 3,309,945 (24,022 ) 3,285,923 3,169,326 (19,795 ) 3,149,531 Less: Current maturities 4,521 — 4,521 4,683 — 4,683 Long-term debt $ 3,305,424 $ (24,022 ) $ 3,281,402 $ 3,164,643 $ (19,795 ) $ 3,144,848 (1) Debt issuance costs related to the Revolving Credit Facility and the Sawtooth credit agreement are reported within intangible assets, rather than as a reduction of the carrying amount of long-term debt. Amortization expense for debt issuance costs related to long-term debt in the table above was $2.0 million and $0.8 million during the three months ended June 30, 2020 and 2019 , respectively. Expected amortization of debt issuance costs is as follows (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 4,852 2022 6,429 2023 6,421 2024 3,322 2025 1,864 Thereafter 1,134 Total $ 24,022 Credit Agreement We are party to a credit agreement (“Credit Agreement”) with a syndicate of banks. The Credit Agreement provides up to $1.915 billion in aggregate commitments and consists of a revolving credit facility to fund working capital needs (“Working Capital Facility”), and another to fund acquisitions and expansion projects (“Expansion Capital Facility”). On April 27, 2020, we amended our Credit Agreement to reallocate availability between the two revolving credit facilities. We reduced the capacity of the Working Capital Facility to $350.0 million and increased the Expansion Capital Facility to $1.565 billion (the “Expansion Capital Facility,” and together with the Working Capital Facility, the “Revolving Credit Facility”). We had letters of credit of $85.2 million on the Working Capital Facility at June 30, 2020 . The capacity under the Working Capital Facility may be limited by a “borrowing base” (as defined in the Credit Agreement) which is calculated based on the value of certain working capital items at any point in time. The commitments under the Credit Agreement expire on October 5, 2021. At June 30, 2020 , the borrowings under the Credit Agreement had a weighted average interest rate of 2.74% , calculated as the weighted average LIBOR rate of 0.19% plus a margin of 2.50% for LIBOR borrowings and the prime rate of 3.25% plus a margin of 1.50% on alternate base rate borrowings. At June 30, 2020 , the interest rate in effect on letters of credit was 2.50% . Commitment fees are charged at a rate ranging from 0.375% to 0.50% on any unused capacity. The Credit Agreement specifies that our senior secured leverage ratio cannot be more than 3.50 to 1 , that our interest coverage ratio cannot be less than 2.50 to 1 and the total leverage indebtedness ratio cannot be more than 5.50 to 1 at any quarter end. At June 30, 2020 , our senior secured leverage ratio was approximately 3.06 to 1 , our interest coverage ratio was approximately 3.47 to 1 , and our total leverage indebtedness ratio was approximately 5.36 to 1. We were in compliance with the covenants under the Credit Agreement at June 30, 2020 . Senior Unsecured Notes The senior unsecured notes include the 2023 Notes, 2025 Notes and 2026 Notes (collectively, the “Senior Unsecured Notes”). Repurchases The following table summarizes repurchases of Senior Unsecured Notes for the period indicated: Three Months Ended June 30, 2020 (in thousands) 2023 Notes Notes repurchased $ 15,000 Cash paid (excluding payments of accrued interest) $ 8,421 Gain on early extinguishment of debt (1) $ 6,449 2025 Notes Notes repurchased $ 7,300 Cash paid (excluding payments of accrued interest) $ 3,647 Gain on early extinguishment of debt (2) $ 3,575 2026 Notes Notes repurchased $ 24,919 Cash paid (excluding payments of accrued interest) $ 12,972 Gain on early extinguishment of debt (3) $ 11,567 (1) Gain on early extinguishment of debt for the 2023 Notes is inclusive of the write-off of debt issuance costs of $0.1 million . The gain is reported within gain on early extinguishment of liabilities, net within our unaudited condensed consolidated statement of operations. (2) Gain on early extinguishment of debt for the 2025 Notes is inclusive of the write-off of debt issuance costs of $0.1 million . The gain is reported within gain on early extinguishment of liabilities, net within our unaudited condensed consolidated statement of operations. (3) Gain on early extinguishment of debt for the 2026 Notes is inclusive of the write-off of debt issuance costs of $0.4 million . The gain is reported within gain on early extinguishment of liabilities, net within our unaudited condensed consolidated statement of operations. Compliance At June 30, 2020 , we were in compliance with the covenants under the indentures for all of the Senior Unsecured Notes. Term Credit Agreement On June 3, 2020, we entered into a new $250.0 million term credit agreement (the “Term Credit Agreement”) with certain funds and accounts managed by affiliates of Apollo Global Management, Inc. to refinance the existing Bridge Term Credit Agreement (as defined herein). The commitments under the Term Credit Agreement expire on June 3, 2023 and are callable by us after two years at par. We are subject to prepayments of principal if we enter into certain transactions to sell assets, issue equity or obtain new borrowings. The obligations under the Term Credit Agreement are guaranteed by the Partnership and certain of NGL Energy Operating LLC’s (“Borrower”) wholly-owned subsidiaries, and are secured by substantially all of the assets of the Borrower, the Partnership and the other subsidiary guarantors subject to certain customary exclusions. All borrowings under the Term Credit Agreement bear interest at LIBOR (based on the higher of one-month or three-month LIBOR), subject to a 1.50% LIBOR floor, plus 8.00% . At June 30, 2020 , the borrowings under the Term Credit Agreement had an interest rate of 9.50% (as of June 30, 2020 the reference LIBOR rate was below the LIBOR floor of 1.50% ). The Term Credit Agreement contains various customary representations, warranties and covenants by the Partnership and its subsidiaries, including, without limitation, (i) financial covenants limiting leverage, including senior secured leverage and total leverage, and requiring a minimum interest coverage, (ii) negative covenants limiting indebtedness, liens, investments, equity distributions, dispositions and fundamental changes and involving the Partnership or its subsidiaries and (iii) affirmative covenants requiring, among other things, reporting of financial information and material events and covenants to maintain existence and pay taxes, in each case substantially consistent with the Borrower’s existing Revolving Credit Facility. The Term Credit Agreement specifies that our senior secured leverage ratio cannot be more than 3.50 to 1 , that our interest coverage ratio cannot be less than 2.50 to 1 and the total leverage indebtedness ratio cannot be more than 5.75 to 1 for the four fiscal quarters of the fiscal year ending March 31, 2021 . As of June 30, 2021 and through June 3, 2023, the maximum total leverage indebtedness ratio will be 5.50 to 1 . At June 30, 2020 , our senior secured leverage ratio was approximately 3.06 to 1 , our interest coverage ratio was approximately 3.47 to 1 , and our total leverage indebtedness ratio was approximately 5.36 to 1 . At June 30, 2020 , we were in compliance with the covenants under the Term Credit Agreement. Bridge Term Credit Agreement On July 2, 2019, we entered into a bridge term credit agreement (the “Bridge Term Credit Agreement”) with Toronto Dominion (Texas) LLC for a $250.0 million term loan facility. Toronto Dominion (Texas) LLC and certain of its affiliates are also lenders under our Credit Agreement. On June 3, 2020, we used the proceeds from the Term Credit Agreement to pay off the outstanding balance of the Bridge Term Credit Agreement. We wrote off $2.2 million of debt issuance costs to gain on early extinguishment of liabilities, net within our unaudited condensed consolidated statement of operations. Sawtooth Credit Agreement On November 27, 2019, Sawtooth Caverns LLC (“Sawtooth”), a joint venture in which we own approximately a 71.5% interest, entered into a credit agreement with Zions Bancorporation (doing business as “Amegy Bank”). The Sawtooth credit agreement has a capacity of $20.0 million . The commitments under the Sawtooth credit agreement expire on November 27, 2022. At June 30, 2020 , no amounts had been borrowed under the Sawtooth credit agreement. Commitment fees are charged at a rate of 0.50% on any unused capacity. 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 $4.5 million at June 30, 2020 . Debt Maturity Schedule The scheduled maturities of our long-term debt are as follows at June 30, 2020 : Fiscal Year Ending March 31, Revolving Senior Term Credit Other Total (in thousands) 2021 (nine months) $ — $ — $ — $ 4,521 $ 4,521 2022 1,658,000 — — — 1,658,000 2023 — — — — — 2024 — 592,323 250,000 — 842,323 2025 — 380,020 — — 380,020 Thereafter — 425,081 — — 425,081 Total $ 1,658,000 $ 1,397,424 $ 250,000 $ 4,521 $ 3,309,945 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Contingencies In August 2015, LCT Capital, LLC (“LCT”) filed a lawsuit against NGL Energy Holdings LLC (the “GP”) and the Partnership seeking payment for investment banking services relating to the purchase of TransMontaigne Inc. and related assets in July 2014. After pre-trial rulings, LCT was limited to pursuing claims of (i) quantum meruit (the value of the services rendered by LCT) and (ii) fraudulent misrepresentation against the defendants. Following a jury trial conducted in Delaware state court from July 23, 2018 through August 1, 2018, the jury returned a verdict consisting of an award of $4.0 million for quantum meruit and $29.0 million for fraudulent misrepresentation, subject to statutory interest. The GP and the Partnership contend that the jury verdict, at least in respect of fraudulent misrepresentation, is not supportable by either controlling law or the evidentiary record. On December 5, 2019, in response to the defendants’ post-trial motion, the Court issued an Order overturning the jury’s damages award and ordering the case to be set for a damages-only trial. Both parties filed applications with the trial court asking the trial court to certify the December 5th Order for interlocutory, immediate review by the Appellate Court. On December 23, 2019, the trial court issued an Order certifying for immediate review by the appellate court the issue of whether the types of damages awarded by the jury are legally supportable since it was also determined by the Court that there was no contract between the parties. On January 7, 2020, the Supreme Court of Delaware entered an Order expanding the issues to be reviewed on appeal to include the additional issues raised by the NGL parties’ application - namely, whether the December 5th Order correctly set aside the jury’s $4.0 million quantum meruit award, whether certain jury instructions were correct and whether the evidence presented at trial supported the claims asserted by LCT. The Supreme Court consolidated the appeal proceedings for judicial efficiency and set a briefing cycle for the parties whereby the appeal-related briefs and materials were fully submitted by both parties on August 10, 2020. 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 of our general partner once all information is available to it and after the post-trial and any appellate process has concluded 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 June 30, 2020 , we have accrued $2.5 million related to this matter. We are party to various other claims, legal actions, and complaints arising in the ordinary course of business. In the opinion of our management, the ultimate resolution of these 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 June 30, 2020 , we have an environmental liability, measured on an undiscounted basis, of $1.9 million , which is recorded within accrued expenses and other payables in our unaudited condensed consolidated balance sheet. Our operations are subject to extensive federal, state, and local environmental laws and regulations. Although we believe our operations are in substantial compliance with applicable environmental laws and regulations, risks of additional costs and liabilities are inherent in our business, and there can be no assurance that we will not incur significant costs. Moreover, it is possible that other developments, such as increasingly stringent environmental laws, regulations and enforcement policies thereunder, and claims for damages to property or persons resulting from the operations, could result in substantial costs. Accordingly, we have adopted policies, practices, and procedures in the areas of pollution control, product safety, occupational health, and the handling, storage, use, and disposal of hazardous materials designed to prevent material environmental or other damage, and to limit the financial liability that could result from such events. However, some risk of environmental or other damage is inherent in our business. Asset Retirement Obligations We have contractual and regulatory obligations at certain facilities for which we have to perform remediation, dismantlement, or removal activities when the assets are retired. Our liability for asset retirement obligations is discounted to present value. To calculate the liability, we make estimates and assumptions about the retirement cost and the timing of retirement. Changes in our assumptions and estimates may occur as a result of the passage of time and the occurrence of future events. The following table summarizes changes in our asset retirement obligation, which is reported within other noncurrent liabilities in our unaudited condensed consolidated balance sheets (in thousands): Balance at March 31, 2020 $ 18,416 Liabilities incurred 830 Accretion expense 354 Balance at June 30, 2020 $ 19,600 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. Other Commitments We have noncancelable agreements for product storage, railcar spurs and real estate. The following table summarizes future minimum payments under these agreements at June 30, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 12,455 2022 11,838 2023 4,497 2024 197 2025 172 Thereafter 526 Total $ 29,685 As part of the acquisition of Hillstone, discussed in Note 4 , we assumed an obligation to pay a quarterly subsidy payment in the event that specified volumetric thresholds are not exceeded at a third-party facility. This agreement expires on December 31, 2022. For the three months ended June 30, 2020 , we recorded $0.7 million within operating expense in our unaudited condensed consolidated statement of operations. At June 30, 2020 , the range of potential payments we could be obligated to make pursuant to the subsidy agreement could be from $0.0 million to $8.1 million . Pipeline Capacity Agreements We have 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 prepaid expenses and other current assets and in other noncurrent assets in our unaudited condensed consolidated balance sheet for minimum shipping fees paid in both the current and previous periods that are expected to be recovered in future periods by exceeding the minimum monthly volumes (see Note 2 ). The following table summarizes future minimum throughput payments under these agreements at June 30, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 26,509 2022 35,314 2023 35,314 2024 35,410 2025 30,897 Total $ 163,444 Construction Commitments At June 30, 2020 , we had construction commitments of $2.5 million . Sales and Purchase Contracts We have entered into product sales and purchase contracts for which we expect the parties to physically settle and deliver the inventory in future periods. At June 30, 2020 , we had the following commodity purchase commitments (in thousands): Crude Oil (1) Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Purchase Commitments: 2021 (nine months) $ 48,972 1,347 $ 11,545 25,416 2022 — — 2,495 5,766 Total $ 48,972 1,347 $ 14,040 31,182 Index-Price Commodity Purchase Commitments: 2021 (nine months) $ 787,180 22,005 $ 456,844 937,433 2022 707,480 18,484 17,601 37,069 2023 643,062 15,702 — — 2024 602,350 14,359 — — 2025 436,785 10,220 — — Thereafter 17,426 390 — — Total $ 3,194,283 81,160 $ 474,445 974,502 (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 June 30, 2020 , we had the following commodity sale commitments (in thousands): Crude Oil Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Sale Commitments: 2021 (nine months) $ 49,667 1,347 $ 89,105 142,845 2022 — — 5,522 10,010 2023 — — 28 35 Total $ 49,667 1,347 $ 94,655 152,890 Index-Price Commodity Sale Commitments: 2021 (nine months) $ 545,789 13,865 $ 582,198 871,580 2022 193,108 4,745 11,309 18,682 2023 198,301 4,745 — — 2024 204,146 4,758 — — 2025 208,894 4,745 — — Thereafter 17,426 390 — — Total $ 1,367,664 33,248 $ 593,507 890,262 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 unaudited condensed consolidated balance sheet and are not included in the tables above. These contracts are included in the derivative disclosures in Note 11 , and represent $3.5 million of our prepaid expenses and other current assets and $2.7 million of our accrued expenses and other payables at June 30, 2020 . |
Equity
Equity | 3 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Equity | Equity Partnership Equity The Partnership’s equity consists of a 0.1% general partner interest and a 99.9% limited partner interest, which consists of common units. Our general partner has the right, but not the obligation, to contribute a proportionate amount of capital to us to maintain its 0.1% general partner interest. Our general partner is not required to guarantee or pay any of our debts and obligations. As of June 30, 2020 , we owned 8.69% of our general partner. Common Unit Repurchase Program On August 30, 2019, the board of directors of our general partner authorized a common unit repurchase program, under which we may repurchase up to $150.0 million of our outstanding common units through September 30, 2021 from time to time in the open market or in other privately negotiated transactions. We did not repurchase any units under this plan during the three months ended June 30, 2020 . Our Distributions The following table summarizes distributions declared on our common units during the last two quarters: Date Declared Record Date Payment Date Amount Per Unit Amount Paid/Payable Amount Paid/Payable (in thousands) (in thousands) April 27, 2020 May 7, 2020 May 15, 2020 $ 0.2000 $ 25,754 $ 26 July 23, 2020 August 6, 2020 August 14, 2020 $ 0.2000 $ 25,754 $ 26 Class B Preferred Units On June 13, 2017, we issued 8,400,000 of our 9.00% Class B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (“Class B Preferred Units”) representing limited partner interests at a price of $25.00 per unit for net proceeds of $202.7 million (net of the underwriters’ discount of $6.6 million and offering costs of $0.7 million ). On July 2, 2019, we issued 4,185,642 Class B Preferred Units to fund a portion of the purchase price for the Mesquite acquisition. The current distribution rate for the Class B Preferred Units is 9.00% per year of the $25.00 liquidation preference per unit (equal to $2.25 per unit per year). The following table summarizes distributions declared on our Class B Preferred Units during the last two quarters: Amount Paid to Class B Date Declared Record Date Payment Date Amount Per Unit Preferred Unitholders (in thousands) March 16, 2020 March 31, 2020 April 15, 2020 $ 0.5625 $ 7,079 June 15, 2020 June 30, 2020 July 15, 2020 $ 0.5625 $ 7,079 The distribution amount paid on July 15, 2020 is included in accrued expenses and other payables in our unaudited condensed consolidated balance sheet at June 30, 2020 . 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 (“Class C Preferred Units”) representing limited partner interests at a price of $25.00 per unit for net proceeds of $42.9 million (net of the underwriters’ discount of $1.4 million and offering costs of $0.7 million ). The current distribution rate for the Class C Preferred Units is 9.625% per year of the $25.00 liquidation preference per unit (equal to $2.41 per unit per year). The following table summarizes distributions declared on our Class C Preferred Units during the last two quarters: Amount Paid to Class C Date Declared Record Date Payment Date Amount Per Unit Preferred Unitholders (in thousands) March 16, 2020 March 31, 2020 April 15, 2020 $ 0.6016 $ 1,083 June 15, 2020 June 30, 2020 July 15, 2020 $ 0.6016 $ 1,083 The distribution amount paid on July 15, 2020 is included in accrued expenses and other payables in our unaudited condensed consolidated balance sheet at June 30, 2020 . Class D Preferred Units On July 2, 2019, we completed a private placement of an aggregate of 400,000 preferred units (“Class D Preferred Units”) and warrants exercisable to purchase an aggregate of 17,000,000 common units for net proceeds of $385.4 million . On October 31, 2019, we completed a private placement of an aggregate of 200,000 Class D Preferred Units and warrants exercisable to purchase an aggregate of 8,500,000 common units for net proceeds of $194.7 million . As of June 30, 2020 , all warrants are still outstanding. The current distribution rate for the Class D Preferred Units is 9.00% per year per unit (equal to $90.00 per every $1,000 in unit value per year). The following table summarizes distributions declared on our Class D Preferred Units during the last two quarters: Amount Paid to Class D Date Declared Record Date Payment Date Amount Per Unit Preferred Unitholders (in thousands) April 27, 2020 May 7, 2020 May 15, 2020 $ 11.25 $ 6,868 July 23, 2020 August 6, 2020 August 14, 2020 $ 11.25 $ 6,946 The distributions paid in cash for the three months ended June 30, 2020 of $6.9 million represented 50% of the Class D Preferred Units distribution amount. In accordance with the terms of our Partnership Agreement, the value of each Class D Preferred Unit shall automatically increase by the non-cash accretion, which is approximately $6.9 million in the aggregate with respect to the distributions for the three months ended June 30, 2020 . Equity-Based Incentive Compensation Our general partner has adopted a long-term incentive plan (“LTIP”), which allows for the issuance of equity-based compensation. Our general partner has granted certain restricted units to employees and directors, which vest in tranches, subject to the continued service of the recipients through the vesting date (the “Service Awards”). 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 Service Awards during the vesting period. The following table summarizes the Service Award activity during the three months ended June 30, 2020 : Unvested Service Award units at March 31, 2020 1,371,425 Units granted 3,000 Units forfeited (10,500 ) Unvested Service Award units at June 30, 2020 1,363,925 The following table summarizes the scheduled vesting of our unvested Service Award units at June 30, 2020 : Fiscal Year Ending March 31, 2021 (nine months) 907,700 2022 456,225 Total 1,363,925 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. The weighted-average grant price for June 30, 2020 was $4.54 . We record the expense for each Service Award on a straight-line basis over the requisite period for the entire award (that is, over the requisite service period of the last separately vesting portion of the award), ensuring that the amount of compensation cost recognized at any date at least equals the portion of the grant-date value of the award that is vested at that date. During the three months ended June 30, 2020 and 2019 , we recorded compensation expense related to Service Award units of $1.3 million and $2.8 million , respectively. The following table summarizes the estimated future expense we expect to record on the unvested Service Award units at June 30, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 3,602 2022 1,706 Total $ 5,308 As of June 30, 2020 , there are approximately 2.9 million common units remaining available for issuance under the LTIP. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Our cash and cash equivalents, accounts receivable, accounts payable, accrued expenses, and other current assets and liabilities (excluding derivative instruments) are carried at amounts which reasonably approximate their fair values due to their short-term nature. Commodity Derivatives The following table summarizes the estimated fair values of our commodity derivative assets and liabilities reported in our unaudited condensed consolidated balance sheet at the dates indicated: June 30, 2020 March 31, 2020 Derivative Derivative Derivative Derivative (in thousands) Level 1 measurements $ 23,080 $ (8,509 ) $ 64,037 $ (2,235 ) Level 2 measurements 3,486 (3,584 ) 25,217 (17,635 ) 26,566 (12,093 ) 89,254 (19,870 ) Netting of counterparty contracts (1) (8,530 ) 8,530 (2,282 ) 2,282 Net cash collateral provided (held) 3,688 — (50,104 ) (370 ) Commodity derivatives $ 21,724 $ (3,563 ) $ 36,868 $ (17,958 ) (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 unaudited condensed consolidated balance sheets at the dates indicated: June 30, 2020 March 31, 2020 (in thousands) Prepaid expenses and other current assets $ 21,724 $ 36,868 Accrued expenses and other payables (3,469 ) (17,777 ) Other noncurrent liabilities (94 ) (181 ) Net commodity derivative asset $ 18,161 $ 18,910 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 June 30, 2020: Crude oil fixed-price (1) July 2020–December 2021 (2,565 ) $ 13,408 Propane fixed-price (1) July 2020–December 2021 1,209 3,024 Refined products fixed-price (1) July 2020–March 2021 (193 ) (727 ) Other July 2020–March 2022 (1,232 ) 14,473 Net cash collateral provided 3,688 Net commodity derivative asset $ 18,161 At March 31, 2020: Crude oil fixed-price (1) April 2020–December 2021 (2,252 ) $ 41,721 Propane fixed-price (1) April 2020–December 2021 415 (738 ) Refined products fixed-price (1) April 2020–January 2021 (26 ) 27,401 Other April 2020–March 2022 1,000 69,384 Net cash collateral held (50,474 ) Net commodity derivative asset $ 18,910 (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. During the three months ended June 30, 2020 and 2019 , we recorded a net loss of $27.4 million and a net gain of $5.6 million , respectively, from our commodity derivatives to revenues and cost of sales in our unaudited condensed consolidated statements of operations. The amounts for the three months ended June 30, 2020 and 2019 do not include net gains and losses related to Mid-Con (as defined herein), Gas Blending (as defined herein) and TPSL, as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statement of operations (see Note 18 ). Credit Risk We have credit policies that we believe minimize our overall credit risk, including an evaluation of potential counterparties’ financial condition (including credit ratings), collateral requirements under certain circumstances, and the use of industry standard master netting agreements, which allow for offsetting counterparty receivable and payable balances for certain transactions. At June 30, 2020 , our primary counterparties were retailers, resellers, energy marketers, producers, refiners, and dealers. This concentration of counterparties may impact our overall exposure to credit risk, either positively or negatively, as the counterparties may be similarly affected by changes in economic, regulatory or other conditions. If a counterparty does not perform on a contract, we may not realize amounts that have been recorded in our unaudited condensed consolidated balance sheets and recognized in our net income. Interest Rate Risk The Revolving Credit Facility is variable-rate debt with interest rates that are generally indexed to bank prime or LIBOR interest rates. At June 30, 2020 , we had $1.7 billion of outstanding borrowings under the Revolving Credit Facility at a weighted average interest rate of 2.74% . The Term Credit Agreement is variable-rate debt with interest rates that are generally indexed to LIBOR interest rates. At June 30, 2020 , we had $250.0 million of outstanding borrowings under the Term Credit Agreement at an interest rate of 9.50% . Fair Value of Fixed-Rate Notes The following table provides fair value estimates of our fixed-rate notes at June 30, 2020 (in thousands): Senior Unsecured Notes: 2023 Notes $ 497,551 2025 Notes $ 292,972 2026 Notes $ 324,788 For the Senior Unsecured Notes, the fair value estimates were developed based on publicly traded quotes and would be classified as Level 2 in the fair value hierarchy. |
Segments
Segments | 3 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Segments | Segments As a result of the sale of a large part of the assets that constituted the former Refined Products and Renewables reportable segment, the Chief Operating Decision Maker (CODM) decided during the fourth quarter of fiscal year 2020 that the remaining business within the former Refined Products and Renewables reportable segment would be aggregated with the former Liquids reportable segment and form the current Liquids and Refined Products reportable segment. Operating results for the reportable segments have been recast for the three months ended June 30, 2019 to reflect these changes. Our Crude Oil Logistics and Water Solutions reportable segments remain unchanged from what has been previously reported. The following table summarizes revenues related to our segments. Transactions between segments are recorded based on prices negotiated between the segments. The “Corporate and Other” category in the table below includes certain corporate expenses that are not allocated to the reportable segments. Three Months Ended June 30, 2020 2019 (in thousands) Revenues: Crude Oil Logistics: Topic 606 revenues Crude oil sales $ 230,728 $ 682,069 Crude oil transportation and other 42,641 39,997 Non-Topic 606 revenues 3,169 3,621 Elimination of intersegment sales (499 ) (9,527 ) Total Crude Oil Logistics revenues 276,039 716,160 Water Solutions: Topic 606 revenues Disposal service fees 81,378 51,140 Sale of recovered crude oil 1,368 14,335 Sale of brackish non-potable water 1,833 2,096 Other service revenues 3,486 4,212 Total Water Solutions revenues 88,065 71,783 Liquids and Refined Products: Topic 606 revenues Refined products sales 210,547 674,713 Propane sales 121,528 139,374 Butane sales 55,197 82,225 Other product sales 48,335 114,605 Service revenues 6,342 8,787 Non-Topic 606 revenues 38,717 65,178 Elimination of intersegment sales (668 ) (1,189 ) Total Liquids and Refined Products revenues 479,998 1,083,693 Corporate and Other: Non-Topic 606 revenues 313 255 Total Corporate and Other revenues 313 255 Total revenues $ 844,415 $ 1,871,891 The following tables summarize depreciation and amortization expense (including amortization expense recorded within interest expense, cost of sales and operating expenses in Note 7 and Note 8 ) and operating income (loss) by segment for the periods indicated. Three Months Ended June 30, 2020 2019 (in thousands) Depreciation and Amortization: Crude Oil Logistics $ 16,795 $ 17,585 Water Solutions 58,195 28,223 Liquids and Refined Products 8,233 7,441 Corporate and Other 4,457 2,868 Total depreciation and amortization $ 87,680 $ 56,117 Operating Income (Loss): Crude Oil Logistics $ 23,320 $ 33,802 Water Solutions (16,047 ) 13,689 Liquids and Refined Products 4,562 15,371 Corporate and Other (22,620 ) (15,342 ) Total operating (loss) income $ (10,785 ) $ 47,520 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. The information below does not include goodwill by segment. Three Months Ended June 30, 2020 2019 (in thousands) Crude Oil Logistics $ 5,672 $ 14,805 Water Solutions 20,702 203,900 Liquids and Refined Products 1,532 5,553 Corporate and Other 2,032 739 Total $ 29,938 $ 224,997 All of the tables above do not include amounts for the three months ended June 30, 2019 related to Mid-Con, Gas Blending and TPSL, as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statement of operations (see Note 18 ). The following tables summarize long-lived assets (consisting of property, plant and equipment, intangible assets, operating lease right-of-use assets and goodwill) and total assets by segment at the dates indicated: June 30, 2020 March 31, 2020 (in thousands) Long-lived assets, net: Crude Oil Logistics $ 1,553,137 $ 1,567,503 Water Solutions 3,344,740 3,382,727 Liquids and Refined Products (1) 639,063 654,530 Corporate and Other 40,402 33,570 Total $ 5,577,342 $ 5,638,330 (1) Includes $23.9 million and $25.9 million of non-US long-lived assets at June 30, 2020 and March 31, 2020 , respectively. June 30, 2020 March 31, 2020 (in thousands) Total assets: Crude Oil Logistics $ 1,896,491 $ 1,886,211 Water Solutions 3,472,566 3,539,328 Liquids and Refined Products (1) 896,997 972,684 Corporate and Other 60,032 100,513 Total $ 6,326,086 $ 6,498,736 (1) Includes $44.9 million and $37.8 million of non-US total assets at June 30, 2020 and March 31, 2020 , respectively. |
Transactions with Affiliates
Transactions with Affiliates | 3 Months Ended |
Jun. 30, 2020 | |
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. (“WPX”). 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 unaudited condensed consolidated statement of operations). We also treat and dispose of produced water and solids received from WPX. The following table summarizes these related party transactions for the periods indicated: Three Months Ended June 30, 2020 2019 (in thousands) Sales to WPX $ 9,756 $ 8,436 Purchases from WPX (1) $ 33,773 $ 80,771 Sales to entities affiliated with management $ 880 $ 1,021 Purchases from entities affiliated with management $ 67 $ 1,156 Purchases from equity method investees $ 453 $ — (1) Amount primarily relates to purchases of crude oil under the definitive agreement we signed with WPX. Accounts receivable from affiliates consist of the following at the dates indicated: June 30, 2020 March 31, 2020 (in thousands) Receivables from NGL Energy Holdings LLC $ 7,940 $ 7,781 Receivables from WPX 4,784 3,563 Receivables from entities affiliated with management 104 151 Receivables from equity method investees 1,986 1,439 Total $ 14,814 $ 12,934 Accounts payable to affiliates consist of the following at the dates indicated: June 30, 2020 March 31, 2020 (in thousands) Payables to WPX $ 22,365 $ 17,039 Payables to entities affiliated with management 1 149 Payables to equity method investees 498 529 Total $ 22,864 $ 17,717 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 3 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customer | Revenue from Contracts with Customers 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. Our revenue contracts in scope under ASC 606 primarily have a single performance obligation and we do not receive material amounts of non-cash consideration. Our costs to obtain or fulfill our revenue contracts were not material as of June 30, 2020 . 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 842, respectively. See Note 12 for a detail of disaggregated revenue. Revenue from contracts accounted for as derivatives under ASC 815 within our Liquids and Refined Products segment includes $1.0 million of net gains related to changes in the mark-to-market value of these arrangements recorded during the three months ended June 30, 2020 . 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 June 30, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 181,644 2022 210,387 2023 204,131 2024 173,712 2025 147,638 Thereafter 164,437 Total (1) $ 1,081,949 (1) Amount includes revenue from a counterparty that filed for Chapter 11 bankruptcy in June 2020. See Note 17 for a further discussion. Contract Assets and Liabilities The following tables summarize the balances of our contract assets and liabilities at the dates indicated: Balance at March 31, 2020 June 30, 2020 (in thousands) Accounts receivable from contracts with customers $ 372,930 $ 324,290 Contract liabilities balance at March 31, 2020 $ 19,536 Payment received and deferred 12,711 Payment recognized in revenue (6,921 ) Contract liabilities balance at June 30, 2020 $ 25,326 |
Leases
Leases | 3 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Leases | Leases Lessee Accounting Our leasing activity primarily consists of product storage, office space, real estate, railcars, and equipment. The following table summarizes the components of our lease expense for the periods indicated: Three Months Ended June 30, 2020 2019 (in thousands) Operating lease expense $ 18,277 $ 29,398 Variable lease expense 4,879 1,808 Short-term lease expense 396 126 Total lease expense $ 23,552 $ 31,332 Amounts in the table above for the three months ended June 30, 2019 do not include lease expense related to TPSL and Gas Blending, as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statement of operations (see Note 18 ). The following table summarizes maturities of our operating lease obligations at June 30, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 61,077 2022 44,199 2023 30,703 2024 19,332 2025 10,252 Thereafter 59,762 Total lease payments 225,325 Less imputed interest (50,619 ) Total operating lease obligations $ 174,706 The following table summarizes supplemental cash flow and non-cash information related to our operating leases for the periods indicated: Three Months Ended June 30, 2020 2019 (1) (in thousands) Cash paid for amounts included in the measurement of operating lease obligations $ 17,678 $ 29,108 Operating lease right-of-use assets obtained in exchange for operating lease obligations $ 12,642 $ 552,527 (1) Amounts in the table for the three months ended June 30, 2019 include the leases and activity for the TPSL and Gas Blending businesses which were sold during the fiscal year ended March 31, 2020 (see Note 18). Lessor Accounting and Subleases Our lessor arrangements include storage and railcar contracts. We also, from time to time, sublease certain of our storage capacity and railcars to third parties. Fixed rental revenue is recognized on a straight-line basis over the lease term. During the three months ended June 30, 2020 , fixed rental revenue was $4.3 million , which includes $0.7 million of sublease revenue. During the three months ended June 30, 2019 , fixed rental revenue was $5.4 million , which includes $1.4 million of sublease revenue. The following table summarizes future minimum lease payments receivable under various noncancelable operating lease agreements at June 30, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 12,666 2022 8,112 2023 5,605 2024 3,001 2025 2,165 Thereafter 11,275 Total $ 42,824 |
Allowance for Current Expected
Allowance for Current Expected Credit Loss | 3 Months Ended |
Jun. 30, 2020 | |
Credit Loss [Abstract] | |
Allowance for Current Expected Credit Loss | Allowance for Current Expected Credit Loss (CECL) ASU 2016-13 requires that an allowance for expected credit losses be recognized for certain financial assets that reflects the current expected credit loss over the financial asset’s contractual life. The valuation allowance considers the risk of loss, even if remote, and considers past events, current conditions and reasonable and supportable forecasts. We are exposed to credit losses primarily through sale of products and services and notes receivable from third-parties. A counterparty’s ability to pay is assessed through a credit process that considers the payment terms, the counterparty’s established credit rating or our assessment of the counterparty’s credit worthiness and other risks. We can require prepayment or collateral to mitigate credit risks. We group our financial assets into pools of counterparties with similar risk characteristics for the purpose of determining the allowance for expected credit losses. Each reporting period, we assess whether a significant change in the risk of expected credit loss has occurred. Among the quantitative and qualitative factors considered in calculating our allowance for expected credit losses are historical financial data, including write-offs and allowances, current conditions, industry risk and current credit ratings. Financial assets will be written off in whole, or in part, when practical recovery efforts have been exhausted and no reasonable expectation of recovery exists. Subsequent recoveries of amounts previously written off are recorded as an increase to the allowance. We manage receivable pools using past due balances as a key credit quality indicator. The following table summarizes changes in our allowance for expected credit losses: Accounts Receivable - Trade Notes Receivable and Other (in thousands) Balance at March 31, 2020 $ 4,540 $ — Cumulative effect adjustment 433 680 Current period provision for expected credit losses (27 ) — Write-offs charged against the allowance (1,272 ) (222 ) Balance at June 30, 2020 $ 3,674 $ 458 |
Other Matters
Other Matters | 3 Months Ended |
Jun. 30, 2020 | |
Other Matters [Abstract] | |
Other Matters | Other Matters Third-party Loan Receivable As discussed previously in Note 2, we had an outstanding loan receivable of $26.7 million , including accrued interest, associated with our interest in the Facility that is utilized by a third party. Our loan receivable was secured by title to and a lien interest on the Facility. The third party filed a petition for bankruptcy under Chapter 11 of the bankruptcy code in July 2019, at which time we filed our Proof of Claim within the bankruptcy case. The Chapter 11 plan, as supplemented, was approved by the bankruptcy court in February 2020, pursuant to which we were expected to be paid a $26.7 million secured claim as an unimpaired creditor. After the approval of the supplemental plan, the third party attempted to negotiate with us to accept an amount less than the full amount of our claim or to take back the Facility in kind. In May 2020, we filed a motion with the bankruptcy court to compel the third party to pay us the full amount of the claim in accordance with the approved plan. The bankruptcy court ruled in May 2020 that the third party would need to either pay us the full amount of the claim or deliver the Facility to us at a destination of our reasonable choosing. On June 26, 2020, we settled our claim with the third party and agreed to receive $16.3 million , for which we released any and all claims and/or liens with respect to the Facility and transferred title of the Facility to the third party. For the remaining $10.4 million of the loan receivable, we have filed an unsecured claim within the bankruptcy. As of June 30, 2020 , we wrote-off approximately $9.4 million , the portion of the unsecured claimed we have deemed uncollectible, and this amount was recorded as a loss within loss (gain) on disposal or impairment of assets, net in our unaudited condensed consolidated statement of operations. As of June 30, 2020, the remaining balance of $0.6 million , net of an allowance for an expected credit loss, is recorded within prepaid expenses and other current assets in our unaudited condensed consolidated balance sheet. Third-party Bankruptcy During the three months ended June 30, 2020, a third-party, who is a significant shipper on our crude oil pipeline, filed a petition for bankruptcy under Chapter 11 of the bankruptcy code. This third-party has transportation contracts pursuant to which it has committed to ship crude oil on our pipeline through October 2026. As part of the bankruptcy filing, the third-party has requested that the court authorize it to reject these transportation contracts, effective June 14, 2020. We dispute the third party’s ability to reject the transportation contracts and have, among other things, filed an objection within the bankruptcy and, currently, a hearing on this matter is set to take place on September 3, 2020. The third-party also has a water disposal contract with our Water Solutions segment whereby we dispose of its produced water for a fee. For this contract, because we are secured by statutory liens, we have requested that they pay us for those prepetition services under authority granted to them by the bankruptcy court. Pending receipt of that payment, we will be filing a secured claim in the bankruptcy case. On August 10, 2020, the third-party filed a motion with the bankruptcy court to also reject our water disposal contract and we have 14 days from the date of their filing in which to respond with our objection. Since the filing of the bankruptcy petition, the third-party has continued to utilize the services under both the transportation contracts and the water disposal contract and the third-party is current on all of its post filing date receivables. |
Discontinued Operations
Discontinued Operations | 3 Months Ended |
Jun. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations As previously disclosed, on September 30, 2019, we completed the sale of TransMontaigne Product Services, LLC (“TPSL”) to Trajectory Acquisition Company, LLC. On January 3, 2020, we completed the sale of our refined products business in the mid-continent region of the United States (“Mid-Con”) to a third-party. On March 30, 2020, we completed the sale of our gas blending business in the southeastern and eastern regions of the United States (“Gas Blending”) to another third-party. As the sale of each of these businesses represented strategic shifts, the results of operations and cash flows related to these businesses are classified as discontinued operations for all periods presented, and prior periods have been retrospectively adjusted in the unaudited condensed consolidated statement of operations and unaudited condensed consolidated statement of cash flows. The following table summarizes the results of operations from discontinued operations for the periods indicated: Three Months Ended June 30, 2020 2019 (in thousands) Revenues $ 16,198 $ 4,766,000 Cost of sales 16,311 4,763,537 Operating expenses 208 2,955 General and administrative expense — 21 Depreciation and amortization — 454 Loss on disposal or impairment of assets, net (1) 1,065 — Operating loss from discontinued operations (1,386 ) (967 ) Interest expense (100 ) (31 ) Other income, net — 65 Loss from discontinued operations before taxes (1,486 ) (933 ) Income tax expense — (10 ) Loss from discontinued operations, net of tax $ (1,486 ) $ (943 ) (1) Amount for the three months ended June 30, 2020 includes a loss of $1.0 million on the sale of Gas Blending and $0.1 million on the sale of TPSL . Continuing Involvement As of June 30, 2020 , we have commitments to sell up to 56.8 million gallons of propane, valued at $37.4 million (based on the contract price), to Superior Plus Corp. and DCC LPG, the purchasers of our former Retail Propane segment, through May 2021. During the three months ended June 30, 2020 , we received $0.6 million from DCC LPG for propane sold to them during the period. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements include our accounts and those of our controlled subsidiaries. Intercompany transactions and account balances have been eliminated in consolidation. Investments we do not control, but can exercise significant influence over, are accounted for using the equity method of accounting. We also own an undivided interest in a crude oil pipeline, and include our proportionate share of assets, liabilities, and expenses related to this pipeline in our unaudited condensed consolidated financial statements. Our unaudited condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim consolidated financial information in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, the unaudited condensed consolidated financial statements exclude certain information and notes required by GAAP for complete annual consolidated financial statements. However, we believe that the disclosures made are adequate to make the information presented not misleading. The unaudited condensed consolidated financial statements include all adjustments that we consider necessary for a fair presentation of our consolidated financial position, results of operations and cash flows for the interim periods presented. Such adjustments consist only of normal recurring items, unless otherwise disclosed in this Quarterly Report. The unaudited condensed consolidated balance sheet at March 31, 2020 was derived from our audited consolidated financial statements for the fiscal year ended March 31, 2020 included in our Annual Report on Form 10-K (“Annual Report”) filed with the SEC on June 1, 2020. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amount of assets and liabilities reported at the date of the consolidated financial statements and the amount of revenues and expenses reported during the periods presented. Critical estimates we make in the preparation of our unaudited condensed consolidated financial statements include, among others, determining the fair value of assets and liabilities acquired in acquisitions, the fair value of derivative instruments, the collectibility of accounts and notes 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. |
Income Taxes | Income Taxes We qualify as a partnership for income tax purposes. As such, we generally do not pay United States federal income tax. Rather, each owner reports his or her share of our income or loss on his or her individual tax return. The aggregate difference in the basis of our net assets for financial and tax reporting purposes cannot be readily determined, as we do not have access to information regarding each partner’s basis in the Partnership. We have a deferred tax liability of $55.6 million and $56.4 million at June 30, 2020 and March 31, 2020 , respectively, as a result of acquiring corporations in connection with certain of our acquisitions, which is included within other noncurrent liabilities in our unaudited condensed consolidated balance sheet. 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 during the three months ended June 30, 2020 was $0.8 million with an effective tax rate of 23.5% . The deferred tax benefit recorded during the three months ended June 30, 2019 was $1.0 million with an effective tax rate of 24.6% . We evaluate uncertain tax positions for recognition and measurement in the unaudited condensed consolidated financial statements. To recognize a tax position, we determine whether it is more likely than not that the tax position will be sustained upon examination, including resolution of any related appeals or litigation, based on the technical merits of the position. A tax position that meets the more likely than not threshold is measured to determine the amount of benefit to be recognized in the unaudited condensed consolidated financial statements. We had no material uncertain tax positions that required recognition in our unaudited condensed consolidated financial statements at June 30, 2020 or March 31, 2020 . |
Inventories | Inventories |
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. |
Reclassifications | Reclassifications We have reclassified certain prior period financial statement information to be consistent with the classification methods used in the current fiscal year. These reclassifications did not impact previously reported amounts of assets, liabilities, equity, net income, or cash flows. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2020, the SEC issued “Financial Disclosures About Guarantors and Issuers of Guaranteed Securities and Affiliates Whose Securities Collateralize a Registrant’s Securities”, which amends the disclosure requirements for guarantors and issuers of guaranteed securities registered or being registered in Rule 3-10 of Regulation S-X. The amendment simplifies the disclosure requirements and permits the amended disclosures to be provided outside the footnotes in audited annual or unaudited interim consolidated financial statements in all filings. The guidance is effective for the Partnership for fiscal periods ending after January 4, 2021, although early adoption is permitted. We adopted this guidance effective April 1, 2020 and elected to include the required summarized financial information in “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Liquidity, Sources of Capital and Capital Resource Activities – Guarantor Summarized Financial Information .” In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, “Financial Instruments-Credit Losses.” The ASU requires a financial asset (or a group of financial assets) measured at amortized cost to be presented at the net amount expected to be collected, which would include trade 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. We adopted ASU No. 2016-13 on April 1, 2020, using the modified retrospective approach with a cumulative effect adjustment of $1.1 million to opening equity at the beginning of the period of adoption. See Note 16 for a further discussion of the impact of the adoption of this ASU on our unaudited condensed consolidated financial statements. |
Equity (Policies)
Equity (Policies) | 3 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
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. The weighted-average grant price for June 30, 2020 was $4.54 . 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) | 3 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue recognition | 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. Our revenue contracts in scope under ASC 606 primarily have a single performance obligation and we do not receive material amounts of non-cash consideration. Our costs to obtain or fulfill our revenue contracts were not material as of June 30, 2020 . |
Allowance for Current Expecte_2
Allowance for Current Expected Credit Loss (Policies) | 3 Months Ended |
Jun. 30, 2020 | |
Credit Loss [Abstract] | |
Expected credit loss |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of inventories | Inventories consist of the following at the dates indicated: June 30, 2020 March 31, 2020 (in thousands) Crude oil $ 44,246 $ 18,201 Propane 39,329 25,163 Butane 32,714 9,619 Biodiesel 8,247 8,195 Ethanol 5,525 1,834 Diesel 2,239 2,414 Other 3,618 4,208 Total $ 135,918 $ 69,634 |
Schedule of investments in unconsolidated entities | Our investments in unconsolidated entities consist of the following at the dates indicated: Entity Segment Ownership Date Acquired June 30, 2020 March 31, 2020 (in thousands) Water services and land company (2) Water Solutions 50% November 2019 $ 16,623 $ 16,607 Water services and land company (3) Water Solutions 50% November 2019 1,976 2,092 Water services and land company (4) Water Solutions 10% November 2019 3,103 3,384 Aircraft company (5) Corporate and Other 50% June 2019 286 447 Water services company (6) Water Solutions 50% August 2018 443 449 Natural gas liquids terminal company (7) Liquids and Refined Products 50% March 2019 195 203 Total $ 22,626 $ 23,182 (1) Ownership interest percentages are at June 30, 2020 . (2) This is an investment that we acquired as part of an acquisition in November 2019, and represents certain membership interests in a limited liability company and are related to specific land operations. (3) This is an investment that we acquired as part of an acquisition in November 2019, and represents certain membership interests in a limited liability company and are related to specific land operations. (4) This is an investment that we acquired as part of an acquisition in November 2019, and represents certain membership interests in a limited liability company and are related to specific water services operations. (5) This is an investment with a related party. (6) This is an investment that we acquired as part of an acquisition in August 2018. (7) This is an investment that we acquired as part of an acquisition in March 2019. |
Schedule of other noncurrent assets | Other noncurrent assets consist of the following at the dates indicated: June 30, 2020 March 31, 2020 (in thousands) Loan receivable (1) $ 2,830 $ 5,374 Line fill (2) 23,039 25,763 Minimum shipping fees - pipeline commitments (3) 16,374 17,443 Other 6,496 14,557 Total $ 48,739 $ 63,137 (1) Amounts at June 30, 2020 and March 31, 2020 represent the noncurrent portion of a loan receivable, net of an allowance for an expected credit loss, with Victory Propane, LLC. In addition, the amount at March 31, 2020 represents the noncurrent portion of a loan receivable associated with our interest in the construction of a natural gas liquids loading/unloading facility (the “Facility”) that is utilized by a third party. The third party filed for Chapter 11 bankruptcy in July 2019. For a further discussion, see Note 17. (2) Represents minimum volumes of product we are required to leave on certain third-party owned pipelines under long-term shipment commitments. At June 30, 2020 , line fill consisted of 335,069 barrels of crude oil. At March 31, 2020 , line fill consisted of 335,069 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 noncurrent portion of minimum shipping fees paid in excess of volumes shipped, or deficiency credits, for one contract with a crude oil pipeline operator. This amount can be recovered when volumes shipped exceed the minimum monthly volume commitment (see Note 9). As of June 30, 2020 , the deficiency credit was $21.1 million , of which $4.7 million is recorded within prepaid expenses and other current assets in our unaudited condensed consolidated balance sheet. |
Schedule of accrued expenses and other payables | Accrued expenses and other payables consist of the following at the dates indicated: June 30, 2020 March 31, 2020 (in thousands) Accrued compensation and benefits $ 26,646 $ 29,990 Excise and other tax liabilities 9,549 9,941 Derivative liabilities 3,469 17,777 Accrued interest 24,106 39,803 Product exchange liabilities 2,749 1,687 Contingent consideration liability (1) 36,169 102,419 Other 40,148 30,445 Total $ 142,836 $ 232,062 (1) Decrease is due to the monthly installment payments made during the three months ended June 30, 2020 related to our acquisition of certain assets of Mesquite Disposals Unlimited, LLC (“Mesquite”). We have made two monthly payments subsequent to June 30, 2020, and per the agreement, we currently have four remaining monthly payments. |
Loss Per Common Unit (Tables)
Loss Per Common Unit (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Earnings Per Unit [Abstract] | |
Schedule of weighted average number of units | The following table presents our calculation of basic and diluted weighted average common units outstanding for the periods indicated: Three Months Ended June 30, 2020 2019 Weighted average common units outstanding during the period: Common units - Basic 128,771,715 125,886,738 Common units - Diluted 128,771,715 125,886,738 For the three months ended June 30, 2020 and 2019 , all potential common units or convertible securities were considered antidilutive. |
Schedule of loss per common unit | Our loss per common unit is as follows for the periods indicated: Three Months Ended June 30, 2020 2019 (in thousands, except unit and per unit amounts) (Loss) income from continuing operations $ (33,766 ) $ 8,982 Less: Continuing operations (income) loss attributable to noncontrolling interests (51 ) 268 Net (loss) income from continuing operations attributable to NGL Energy Partners LP (33,817 ) 9,250 Less: Distributions to preferred unitholders (1) (22,054 ) (129,460 ) Less: Continuing operations net loss allocated to general partner (2) 56 84 Net loss from continuing operations allocated to common unitholders $ (55,815 ) $ (120,126 ) Loss from discontinued operations, net of tax $ (1,486 ) $ (943 ) Less: Discontinued operations loss allocated to general partner (2) 1 1 Net loss from discontinued operations allocated to common unitholders $ (1,485 ) $ (942 ) Net loss allocated to common unitholders $ (57,300 ) $ (121,068 ) Basic loss per common unit Loss from continuing operations $ (0.43 ) $ (0.95 ) Loss from discontinued operations, net of tax $ (0.01 ) $ (0.01 ) Net loss $ (0.44 ) $ (0.96 ) Diluted loss per common unit Loss from continuing operations $ (0.43 ) $ (0.95 ) Loss from discontinued operations, net of tax $ (0.01 ) $ (0.01 ) Net loss $ (0.44 ) $ (0.96 ) Basic weighted average common units outstanding 128,771,715 125,886,738 Diluted weighted average common units outstanding 128,771,715 125,886,738 (1) This amount includes distributions to preferred unitholders. The final accretion for the beneficial conversion of the 10.75% Class A Convertible Preferred Units and the excess of the 10.75% Class A Convertible Preferred Units repurchase price over the carrying value of the units are included in the three months ended June 30, 2019 . (2) Net loss allocated to the general partner includes distributions to which it is entitled as the holder of incentive distribution rights. |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | Our property, plant and equipment consists of the following at the dates indicated: Description Estimated June 30, 2020 March 31, 2020 (in years) (in thousands) Natural gas liquids terminal and storage assets 2 - 30 $ 316,327 $ 314,694 Pipeline and related facilities 30 - 40 244,937 244,751 Vehicles and railcars 3 - 25 126,199 123,937 Water treatment facilities and equipment 3 - 30 1,743,555 1,525,859 Crude oil tanks and related equipment 2 - 30 233,402 234,143 Barges and towboats 5 - 30 125,169 125,162 Information technology equipment 3 - 7 37,686 34,261 Buildings and leasehold improvements 3 - 40 154,054 151,690 Land 96,645 91,446 Tank bottoms and line fill (1) 20,346 20,346 Other 3 - 20 14,996 14,627 Construction in progress 290,492 499,707 3,403,808 3,380,623 Accumulated depreciation (570,806 ) (529,068 ) Net property, plant and equipment $ 2,833,002 $ 2,851,555 (1) Tank bottoms, which are product volumes required for the operation of storage tanks, are recorded at historical cost. We recover tank bottoms when the storage tanks are removed from service. Line fill, which represents our portion of the product volume required for the operation of the proportionate share of a pipeline we own, is recorded at historical cost. |
Schedule of depreciation expense and capitalized interest expense | The following table summarizes depreciation expense and capitalized interest expense for the periods indicated: Three Months Ended June 30, 2020 2019 (in thousands) Depreciation expense $ 46,723 $ 25,456 Capitalized interest expense $ 1,668 $ — Amounts in the table above for the three months ended June 30, 2019 do not include depreciation expense and capitalized interest expense related to TPSL (as defined herein), as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statement of operations (see Note 18 ). |
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 unaudited condensed consolidated statements of operations. The following table summarizes (gains) losses on the disposal or impairment of property, plant and equipment by segment for the periods indicated: Three Months Ended June 30, 2020 2019 (in thousands) Crude Oil Logistics $ 1,844 $ (533 ) Water Solutions 326 48 Liquids and Refined Products 4 (3 ) Total $ 2,174 $ (488 ) |
Goodwill (Tables)
Goodwill (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in goodwill by segment | The following table summarizes changes in goodwill by segment during the three months ended June 30, 2020 : Crude Oil Water Liquids and Total (in thousands) Balances at March 31, 2020 $ 579,846 $ 294,658 $ 119,083 $ 993,587 Revisions to acquisition accounting (Note 4) — (473 ) — (473 ) Balances at June 30, 2020 $ 579,846 $ 294,185 $ 119,083 $ 993,114 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of finite-lived intangible assets | Our intangible assets consist of the following at the dates indicated: June 30, 2020 March 31, 2020 Description Amortizable Lives Gross Carrying Accumulated Net Gross Carrying Accumulated Net (in years) (in thousands) Amortizable: Customer relationships 3 - 30 $ 1,435,573 $ (469,398 ) $ 966,175 $ 1,435,573 $ (445,250 ) $ 990,323 Customer commitments 10 - 25 502,000 (121,347 ) 380,653 502,000 (111,677 ) 390,323 Pipeline capacity rights 30 7,799 (1,712 ) 6,087 7,799 (1,647 ) 6,152 Rights-of-way and easements 1 - 45 89,709 (7,194 ) 82,515 89,476 (6,506 ) 82,970 Water rights 13 - 30 100,937 (9,972 ) 90,965 100,937 (8,441 ) 92,496 Executory contracts and other agreements 5 - 30 48,601 (18,990 ) 29,611 48,570 (18,210 ) 30,360 Non-compete agreements 2 - 24 12,723 (5,255 ) 7,468 12,723 (4,735 ) 7,988 Debt issuance costs (1) 3 - 5 44,457 (36,515 ) 7,942 44,051 (34,983 ) 9,068 Total amortizable 2,241,799 (670,383 ) 1,571,416 2,241,129 (631,449 ) 1,609,680 Non-amortizable: Trade names 2,800 — 2,800 2,800 — 2,800 Total $ 2,244,599 $ (670,383 ) $ 1,574,216 $ 2,243,929 $ (631,449 ) $ 1,612,480 (1) Includes debt issuance costs related to the Revolving Credit Facility (as defined herein) and the Sawtooth credit agreement. Debt issuance costs related to the fixed-rate notes, Bridge Term Credit Agreement (as defined herein) and Term Credit Agreement (as defined herein) are reported as a reduction of the carrying amount of long-term debt. |
Schedule of indefinite-lived intangible assets | Our intangible assets consist of the following at the dates indicated: June 30, 2020 March 31, 2020 Description Amortizable Lives Gross Carrying Accumulated Net Gross Carrying Accumulated Net (in years) (in thousands) Amortizable: Customer relationships 3 - 30 $ 1,435,573 $ (469,398 ) $ 966,175 $ 1,435,573 $ (445,250 ) $ 990,323 Customer commitments 10 - 25 502,000 (121,347 ) 380,653 502,000 (111,677 ) 390,323 Pipeline capacity rights 30 7,799 (1,712 ) 6,087 7,799 (1,647 ) 6,152 Rights-of-way and easements 1 - 45 89,709 (7,194 ) 82,515 89,476 (6,506 ) 82,970 Water rights 13 - 30 100,937 (9,972 ) 90,965 100,937 (8,441 ) 92,496 Executory contracts and other agreements 5 - 30 48,601 (18,990 ) 29,611 48,570 (18,210 ) 30,360 Non-compete agreements 2 - 24 12,723 (5,255 ) 7,468 12,723 (4,735 ) 7,988 Debt issuance costs (1) 3 - 5 44,457 (36,515 ) 7,942 44,051 (34,983 ) 9,068 Total amortizable 2,241,799 (670,383 ) 1,571,416 2,241,129 (631,449 ) 1,609,680 Non-amortizable: Trade names 2,800 — 2,800 2,800 — 2,800 Total $ 2,244,599 $ (670,383 ) $ 1,574,216 $ 2,243,929 $ (631,449 ) $ 1,612,480 (1) Includes debt issuance costs related to the Revolving Credit Facility (as defined herein) and the Sawtooth credit agreement. Debt issuance costs related to the fixed-rate notes, Bridge Term Credit Agreement (as defined herein) and Term Credit Agreement (as defined herein) are reported as a reduction of the carrying amount of long-term debt. |
Schedule of amortization expense | Amortization expense is as follows for the periods indicated: Three Months Ended June 30, Recorded In 2020 2019 (in thousands) Depreciation and amortization $ 37,263 $ 28,298 Cost of sales 77 87 Interest expense 1,532 1,276 Operating expenses 62 151 Total $ 38,934 $ 29,812 Amounts in the table above for the three months ended June 30, 2019 do not include amortization expense related to TPSL, as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statement of operations (see Note 18 ). |
Schedule of expected amortization of intangible assets | Expected amortization of our intangible assets is as follows (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 105,660 2022 131,329 2023 122,766 2024 116,563 2025 100,334 Thereafter 994,764 Total $ 1,571,416 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Long-Term Debt | |
Schedule of long-term debt | Our long-term debt consists of the following at the dates indicated: June 30, 2020 March 31, 2020 Face Unamortized Book Face Unamortized Book (in thousands) Revolving credit facility: Expansion capital borrowings $ 1,400,000 $ — $ 1,400,000 $ 1,120,000 $ — $ 1,120,000 Working capital borrowings 258,000 — 258,000 350,000 — 350,000 Senior unsecured notes: 7.500% Notes due 2023 ("2023 Notes") 592,323 (4,904 ) 587,419 607,323 (5,405 ) 601,918 6.125% Notes due 2025 ("2025 Notes") 380,020 (3,927 ) 376,093 387,320 (4,217 ) 383,103 7.500% Notes due 2026 ("2026 Notes") 425,081 (6,316 ) 418,765 450,000 (6,975 ) 443,025 Bridge term credit agreement — — — 250,000 (3,198 ) 246,802 Term credit agreement 250,000 (8,875 ) 241,125 — — — Other long-term debt 4,521 — 4,521 4,683 — 4,683 3,309,945 (24,022 ) 3,285,923 3,169,326 (19,795 ) 3,149,531 Less: Current maturities 4,521 — 4,521 4,683 — 4,683 Long-term debt $ 3,305,424 $ (24,022 ) $ 3,281,402 $ 3,164,643 $ (19,795 ) $ 3,144,848 (1) Debt issuance costs related to the Revolving Credit Facility and the Sawtooth credit agreement are reported within intangible assets, rather than as a reduction of the carrying amount of long-term debt. |
Schedule of future amortization expense of debt issuance costs | Expected amortization of debt issuance costs is as follows (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 4,852 2022 6,429 2023 6,421 2024 3,322 2025 1,864 Thereafter 1,134 Total $ 24,022 |
Schedule of maturities of long-term debt | The scheduled maturities of our long-term debt are as follows at June 30, 2020 : Fiscal Year Ending March 31, Revolving Senior Term Credit Other Total (in thousands) 2021 (nine months) $ — $ — $ — $ 4,521 $ 4,521 2022 1,658,000 — — — 1,658,000 2023 — — — — — 2024 — 592,323 250,000 — 842,323 2025 — 380,020 — — 380,020 Thereafter — 425,081 — — 425,081 Total $ 1,658,000 $ 1,397,424 $ 250,000 $ 4,521 $ 3,309,945 |
Repurchases | Senior unsecured notes | |
Long-Term Debt | |
Schedule of repurchases | The following table summarizes repurchases of Senior Unsecured Notes for the period indicated: Three Months Ended June 30, 2020 (in thousands) 2023 Notes Notes repurchased $ 15,000 Cash paid (excluding payments of accrued interest) $ 8,421 Gain on early extinguishment of debt (1) $ 6,449 2025 Notes Notes repurchased $ 7,300 Cash paid (excluding payments of accrued interest) $ 3,647 Gain on early extinguishment of debt (2) $ 3,575 2026 Notes Notes repurchased $ 24,919 Cash paid (excluding payments of accrued interest) $ 12,972 Gain on early extinguishment of debt (3) $ 11,567 (1) Gain on early extinguishment of debt for the 2023 Notes is inclusive of the write-off of debt issuance costs of $0.1 million . The gain is reported within gain on early extinguishment of liabilities, net within our unaudited condensed consolidated statement of operations. (2) Gain on early extinguishment of debt for the 2025 Notes is inclusive of the write-off of debt issuance costs of $0.1 million . The gain is reported within gain on early extinguishment of liabilities, net within our unaudited condensed consolidated statement of operations. (3) Gain on early extinguishment of debt for the 2026 Notes is inclusive of the write-off of debt issuance costs of $0.4 million . The gain is reported within gain on early extinguishment of liabilities, net within our unaudited condensed consolidated statement of operations. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of change in asset retirement obligation | The following table summarizes changes in our asset retirement obligation, which is reported within other noncurrent liabilities in our unaudited condensed consolidated balance sheets (in thousands): Balance at March 31, 2020 $ 18,416 Liabilities incurred 830 Accretion expense 354 Balance at June 30, 2020 $ 19,600 |
Schedule of future minimum payments under contractual commitments | The following table summarizes future minimum payments under these agreements at June 30, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 12,455 2022 11,838 2023 4,497 2024 197 2025 172 Thereafter 526 Total $ 29,685 |
Schedule of future minimum payments under pipeline capacity agreements | The following table summarizes future minimum throughput payments under these agreements at June 30, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 26,509 2022 35,314 2023 35,314 2024 35,410 2025 30,897 Total $ 163,444 |
Schedule of outstanding purchase commitments | At June 30, 2020 , we had the following commodity purchase commitments (in thousands): Crude Oil (1) Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Purchase Commitments: 2021 (nine months) $ 48,972 1,347 $ 11,545 25,416 2022 — — 2,495 5,766 Total $ 48,972 1,347 $ 14,040 31,182 Index-Price Commodity Purchase Commitments: 2021 (nine months) $ 787,180 22,005 $ 456,844 937,433 2022 707,480 18,484 17,601 37,069 2023 643,062 15,702 — — 2024 602,350 14,359 — — 2025 436,785 10,220 — — Thereafter 17,426 390 — — Total $ 3,194,283 81,160 $ 474,445 974,502 (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 sale commitments | At June 30, 2020 , we had the following commodity sale commitments (in thousands): Crude Oil Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Sale Commitments: 2021 (nine months) $ 49,667 1,347 $ 89,105 142,845 2022 — — 5,522 10,010 2023 — — 28 35 Total $ 49,667 1,347 $ 94,655 152,890 Index-Price Commodity Sale Commitments: 2021 (nine months) $ 545,789 13,865 $ 582,198 871,580 2022 193,108 4,745 11,309 18,682 2023 198,301 4,745 — — 2024 204,146 4,758 — — 2025 208,894 4,745 — — Thereafter 17,426 390 — — Total $ 1,367,664 33,248 $ 593,507 890,262 |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Equity | |
Schedule of distributions declared | The following table summarizes distributions declared on our common units during the last two quarters: Date Declared Record Date Payment Date Amount Per Unit Amount Paid/Payable Amount Paid/Payable (in thousands) (in thousands) April 27, 2020 May 7, 2020 May 15, 2020 $ 0.2000 $ 25,754 $ 26 July 23, 2020 August 6, 2020 August 14, 2020 $ 0.2000 $ 25,754 $ 26 |
Service awards | |
Equity | |
Schedule of Service Awards activity | The following table summarizes the Service Award activity during the three months ended June 30, 2020 : Unvested Service Award units at March 31, 2020 1,371,425 Units granted 3,000 Units forfeited (10,500 ) Unvested Service Award units at June 30, 2020 1,363,925 |
Schedule of scheduled vesting of Service Awards | The following table summarizes the scheduled vesting of our unvested Service Award units at June 30, 2020 : Fiscal Year Ending March 31, 2021 (nine months) 907,700 2022 456,225 Total 1,363,925 |
Schedule of estimated future expense to be recorded for Service Awards | The following table summarizes the estimated future expense we expect to record on the unvested Service Award units at June 30, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 3,602 2022 1,706 Total $ 5,308 |
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 quarters: Amount Paid to Class B Date Declared Record Date Payment Date Amount Per Unit Preferred Unitholders (in thousands) March 16, 2020 March 31, 2020 April 15, 2020 $ 0.5625 $ 7,079 June 15, 2020 June 30, 2020 July 15, 2020 $ 0.5625 $ 7,079 |
Class C Perpetual Preferred Units | |
Equity | |
Schedule of distributions declared | The following table summarizes distributions declared on our Class C Preferred Units during the last two quarters: Amount Paid to Class C Date Declared Record Date Payment Date Amount Per Unit Preferred Unitholders (in thousands) March 16, 2020 March 31, 2020 April 15, 2020 $ 0.6016 $ 1,083 June 15, 2020 June 30, 2020 July 15, 2020 $ 0.6016 $ 1,083 |
Class D Preferred Units | |
Equity | |
Schedule of distributions declared | The following table summarizes distributions declared on our Class D Preferred Units during the last two quarters: Amount Paid to Class D Date Declared Record Date Payment Date Amount Per Unit Preferred Unitholders (in thousands) April 27, 2020 May 7, 2020 May 15, 2020 $ 11.25 $ 6,868 July 23, 2020 August 6, 2020 August 14, 2020 $ 11.25 $ 6,946 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of estimated fair value measurements of assets and liabilities | The following table summarizes the estimated fair values of our commodity derivative assets and liabilities reported in our unaudited condensed consolidated balance sheet at the dates indicated: June 30, 2020 March 31, 2020 Derivative Derivative Derivative Derivative (in thousands) Level 1 measurements $ 23,080 $ (8,509 ) $ 64,037 $ (2,235 ) Level 2 measurements 3,486 (3,584 ) 25,217 (17,635 ) 26,566 (12,093 ) 89,254 (19,870 ) Netting of counterparty contracts (1) (8,530 ) 8,530 (2,282 ) 2,282 Net cash collateral provided (held) 3,688 — (50,104 ) (370 ) Commodity derivatives $ 21,724 $ (3,563 ) $ 36,868 $ (17,958 ) (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 unaudited condensed consolidated balance sheets | The following table summarizes the accounts that include our commodity derivative assets and liabilities in our unaudited condensed consolidated balance sheets at the dates indicated: June 30, 2020 March 31, 2020 (in thousands) Prepaid expenses and other current assets $ 21,724 $ 36,868 Accrued expenses and other payables (3,469 ) (17,777 ) Other noncurrent liabilities (94 ) (181 ) Net commodity derivative asset $ 18,161 $ 18,910 |
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 June 30, 2020: Crude oil fixed-price (1) July 2020–December 2021 (2,565 ) $ 13,408 Propane fixed-price (1) July 2020–December 2021 1,209 3,024 Refined products fixed-price (1) July 2020–March 2021 (193 ) (727 ) Other July 2020–March 2022 (1,232 ) 14,473 Net cash collateral provided 3,688 Net commodity derivative asset $ 18,161 At March 31, 2020: Crude oil fixed-price (1) April 2020–December 2021 (2,252 ) $ 41,721 Propane fixed-price (1) April 2020–December 2021 415 (738 ) Refined products fixed-price (1) April 2020–January 2021 (26 ) 27,401 Other April 2020–March 2022 1,000 69,384 Net cash collateral held (50,474 ) Net commodity derivative asset $ 18,910 (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. |
Schedule of fair value estimates of fixed-rate notes | The following table provides fair value estimates of our fixed-rate notes at June 30, 2020 (in thousands): Senior Unsecured Notes: 2023 Notes $ 497,551 2025 Notes $ 292,972 2026 Notes $ 324,788 |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Schedule of certain information related to results of operations by segment | The following table summarizes revenues related to our segments. Transactions between segments are recorded based on prices negotiated between the segments. The “Corporate and Other” category in the table below includes certain corporate expenses that are not allocated to the reportable segments. Three Months Ended June 30, 2020 2019 (in thousands) Revenues: Crude Oil Logistics: Topic 606 revenues Crude oil sales $ 230,728 $ 682,069 Crude oil transportation and other 42,641 39,997 Non-Topic 606 revenues 3,169 3,621 Elimination of intersegment sales (499 ) (9,527 ) Total Crude Oil Logistics revenues 276,039 716,160 Water Solutions: Topic 606 revenues Disposal service fees 81,378 51,140 Sale of recovered crude oil 1,368 14,335 Sale of brackish non-potable water 1,833 2,096 Other service revenues 3,486 4,212 Total Water Solutions revenues 88,065 71,783 Liquids and Refined Products: Topic 606 revenues Refined products sales 210,547 674,713 Propane sales 121,528 139,374 Butane sales 55,197 82,225 Other product sales 48,335 114,605 Service revenues 6,342 8,787 Non-Topic 606 revenues 38,717 65,178 Elimination of intersegment sales (668 ) (1,189 ) Total Liquids and Refined Products revenues 479,998 1,083,693 Corporate and Other: Non-Topic 606 revenues 313 255 Total Corporate and Other revenues 313 255 Total revenues $ 844,415 $ 1,871,891 The following tables summarize depreciation and amortization expense (including amortization expense recorded within interest expense, cost of sales and operating expenses in Note 7 and Note 8 ) and operating income (loss) by segment for the periods indicated. Three Months Ended June 30, 2020 2019 (in thousands) Depreciation and Amortization: Crude Oil Logistics $ 16,795 $ 17,585 Water Solutions 58,195 28,223 Liquids and Refined Products 8,233 7,441 Corporate and Other 4,457 2,868 Total depreciation and amortization $ 87,680 $ 56,117 Operating Income (Loss): Crude Oil Logistics $ 23,320 $ 33,802 Water Solutions (16,047 ) 13,689 Liquids and Refined Products 4,562 15,371 Corporate and Other (22,620 ) (15,342 ) Total operating (loss) income $ (10,785 ) $ 47,520 |
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. The information below does not include goodwill by segment. Three Months Ended June 30, 2020 2019 (in thousands) Crude Oil Logistics $ 5,672 $ 14,805 Water Solutions 20,702 203,900 Liquids and Refined Products 1,532 5,553 Corporate and Other 2,032 739 Total $ 29,938 $ 224,997 All of the tables above do not include amounts for the three months ended June 30, 2019 related to Mid-Con, Gas Blending and TPSL, as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statement of operations (see Note 18 ). |
Schedule of long-lived assets (consisting of property, plant and equipment, intangible assets, operating lease right-of-use assets and goodwill) and total assets by segment | The following tables summarize long-lived assets (consisting of property, plant and equipment, intangible assets, operating lease right-of-use assets and goodwill) and total assets by segment at the dates indicated: June 30, 2020 March 31, 2020 (in thousands) Long-lived assets, net: Crude Oil Logistics $ 1,553,137 $ 1,567,503 Water Solutions 3,344,740 3,382,727 Liquids and Refined Products (1) 639,063 654,530 Corporate and Other 40,402 33,570 Total $ 5,577,342 $ 5,638,330 (1) Includes $23.9 million and $25.9 million of non-US long-lived assets at June 30, 2020 and March 31, 2020 , respectively. June 30, 2020 March 31, 2020 (in thousands) Total assets: Crude Oil Logistics $ 1,896,491 $ 1,886,211 Water Solutions 3,472,566 3,539,328 Liquids and Refined Products (1) 896,997 972,684 Corporate and Other 60,032 100,513 Total $ 6,326,086 $ 6,498,736 (1) Includes $44.9 million and $37.8 million of non-US total assets at June 30, 2020 and March 31, 2020 , respectively. |
Transactions with Affiliates (T
Transactions with Affiliates (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of purchase and sale transactions of products and services | The following table summarizes these related party transactions for the periods indicated: Three Months Ended June 30, 2020 2019 (in thousands) Sales to WPX $ 9,756 $ 8,436 Purchases from WPX (1) $ 33,773 $ 80,771 Sales to entities affiliated with management $ 880 $ 1,021 Purchases from entities affiliated with management $ 67 $ 1,156 Purchases from equity method investees $ 453 $ — (1) Amount primarily relates to purchases of crude oil under the definitive agreement we signed with WPX. |
Schedule of accounts receivable from affiliates | Accounts receivable from affiliates consist of the following at the dates indicated: June 30, 2020 March 31, 2020 (in thousands) Receivables from NGL Energy Holdings LLC $ 7,940 $ 7,781 Receivables from WPX 4,784 3,563 Receivables from entities affiliated with management 104 151 Receivables from equity method investees 1,986 1,439 Total $ 14,814 $ 12,934 |
Schedule of accounts payable to affiliates | Accounts payable to affiliates consist of the following at the dates indicated: June 30, 2020 March 31, 2020 (in thousands) Payables to WPX $ 22,365 $ 17,039 Payables to entities affiliated with management 1 149 Payables to equity method investees 498 529 Total $ 22,864 $ 17,717 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of amount and timing of remaining performance obligations | The following table summarizes the amount and timing of revenue recognition for such contracts at June 30, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 181,644 2022 210,387 2023 204,131 2024 173,712 2025 147,638 Thereafter 164,437 Total (1) $ 1,081,949 (1) Amount includes revenue from a counterparty that filed for Chapter 11 bankruptcy in June 2020. See Note 17 for a further discussion. |
Schedule of contract assets and liabilities | The following tables summarize the balances of our contract assets and liabilities at the dates indicated: Balance at March 31, 2020 June 30, 2020 (in thousands) Accounts receivable from contracts with customers $ 372,930 $ 324,290 Contract liabilities balance at March 31, 2020 $ 19,536 Payment received and deferred 12,711 Payment recognized in revenue (6,921 ) Contract liabilities balance at June 30, 2020 $ 25,326 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Schedule of components of lease expense | The following table summarizes the components of our lease expense for the periods indicated: Three Months Ended June 30, 2020 2019 (in thousands) Operating lease expense $ 18,277 $ 29,398 Variable lease expense 4,879 1,808 Short-term lease expense 396 126 Total lease expense $ 23,552 $ 31,332 Amounts in the table above for the three months ended June 30, 2019 do not include lease expense related to TPSL and Gas Blending, as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statement of operations (see Note 18 ). |
Schedule of maturities of operating lease obligations | The following table summarizes maturities of our operating lease obligations at June 30, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 61,077 2022 44,199 2023 30,703 2024 19,332 2025 10,252 Thereafter 59,762 Total lease payments 225,325 Less imputed interest (50,619 ) Total operating lease obligations $ 174,706 |
Schedule of supplemental cash flow and non-cash information for operating leases | The following table summarizes supplemental cash flow and non-cash information related to our operating leases for the periods indicated: Three Months Ended June 30, 2020 2019 (1) (in thousands) Cash paid for amounts included in the measurement of operating lease obligations $ 17,678 $ 29,108 Operating lease right-of-use assets obtained in exchange for operating lease obligations $ 12,642 $ 552,527 (1) Amounts in the table for the three months ended June 30, 2019 include the leases and activity for the TPSL and Gas Blending businesses which were sold during the fiscal year ended March 31, 2020 (see Note 18). |
Schedule of future minimum lease payments receivable under contractual commitments | The following table summarizes future minimum lease payments receivable under various noncancelable operating lease agreements at June 30, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (nine months) $ 12,666 2022 8,112 2023 5,605 2024 3,001 2025 2,165 Thereafter 11,275 Total $ 42,824 |
Allowance for Current Expecte_3
Allowance for Current Expected Credit Loss (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Credit Loss [Abstract] | |
Schedule of allowance for expected credit losses | The following table summarizes changes in our allowance for expected credit losses: Accounts Receivable - Trade Notes Receivable and Other (in thousands) Balance at March 31, 2020 $ 4,540 $ — Cumulative effect adjustment 433 680 Current period provision for expected credit losses (27 ) — Write-offs charged against the allowance (1,272 ) (222 ) Balance at June 30, 2020 $ 3,674 $ 458 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 3 Months Ended |
Jun. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of results of operations of discontinued operations | The following table summarizes the results of operations from discontinued operations for the periods indicated: Three Months Ended June 30, 2020 2019 (in thousands) Revenues $ 16,198 $ 4,766,000 Cost of sales 16,311 4,763,537 Operating expenses 208 2,955 General and administrative expense — 21 Depreciation and amortization — 454 Loss on disposal or impairment of assets, net (1) 1,065 — Operating loss from discontinued operations (1,386 ) (967 ) Interest expense (100 ) (31 ) Other income, net — 65 Loss from discontinued operations before taxes (1,486 ) (933 ) Income tax expense — (10 ) Loss from discontinued operations, net of tax $ (1,486 ) $ (943 ) (1) Amount for the three months ended June 30, 2020 includes a loss of $1.0 million on the sale of Gas Blending and $0.1 million on the sale of TPSL . |
Significant Accounting Polici_4
Significant Accounting Policies - Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | |
Accounting Policies [Abstract] | |||
Deferred tax liability | $ 55.6 | $ 56.4 | |
Deferred tax benefit | $ 0.8 | $ 1 | |
Effective tax rate | 23.50% | 24.60% |
Significant Accounting Polici_5
Significant Accounting Policies - Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Mar. 31, 2020 |
Inventories | ||
Crude oil | $ 44,246 | $ 18,201 |
Propane | 39,329 | 25,163 |
Butane | 32,714 | 9,619 |
Biodiesel | 8,247 | 8,195 |
Ethanol | 5,525 | 1,834 |
Diesel | 2,239 | 2,414 |
Other | 3,618 | 4,208 |
Total | $ 135,918 | $ 69,634 |
Significant Accounting Polici_6
Significant Accounting Policies - Investments in Unconsolidated Entities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Mar. 31, 2020 |
Investments in Unconsolidated Entities | ||
Carrying value | $ 22,626 | $ 23,182 |
Water Services and Land Company No. 1 | Water solutions | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 16,623 | 16,607 |
Water Services and Land Company No. 2 | Water solutions | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 1,976 | 2,092 |
Water Services and Land Company No. 3 | Water solutions | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 10.00% | |
Carrying value | $ 3,103 | 3,384 |
Aircraft Company | Corporate and other | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 286 | 447 |
Water Services Company | Water solutions | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 443 | 449 |
Natural Gas Liquids Terminal Company | Liquids and refined products | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 195 | $ 203 |
Significant Accounting Polici_7
Significant Accounting Policies - Other Noncurrent Assets (Details) $ in Thousands | Jun. 30, 2020USD ($)bbl | Mar. 31, 2020USD ($)bbl |
Other Assets, Noncurrent [Abstract] | ||
Loan receivable | $ 2,830 | $ 5,374 |
Line fill | 23,039 | 25,763 |
Minimum shipping fees - pipeline commitments, noncurrent | 16,374 | 17,443 |
Other | 6,496 | 14,557 |
Total | $ 48,739 | $ 63,137 |
Other Noncurrent Assets | ||
Number of contracts | 1 | |
Minimum shipping fees - pipeline commitments, total | $ 21,100 | |
Minimum shipping fees - pipeline commitments, current | $ 4,700 | |
Crude oil | ||
Other Noncurrent Assets | ||
Number of barrels of product | bbl | 335,069 | 335,069 |
Propane sales | ||
Other Noncurrent Assets | ||
Number of barrels of product | bbl | 262,000 |
Significant Accounting Polici_8
Significant Accounting Policies - Accrued Expenses and Other Payables (Details) $ in Thousands | Aug. 10, 2020 | Aug. 05, 2020 | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) |
Accrued compensation and benefits | $ 26,646 | $ 29,990 | ||
Excise and other tax liabilities | 9,549 | 9,941 | ||
Derivative liabilities | 3,469 | 17,777 | ||
Accrued interest | 24,106 | 39,803 | ||
Product exchange liabilities | 2,749 | 1,687 | ||
Contingent consideration liability (1) | 36,169 | 102,419 | ||
Other | 40,148 | 30,445 | ||
Total | $ 142,836 | $ 232,062 | ||
Subsequent Event | Mesquite | ||||
Number of installment payments (amended) | 4 | 2 |
Significant Accounting Polici_9
Significant Accounting Policies - Recent Accounting Pronouncements (Details) $ in Millions | Apr. 01, 2020USD ($) |
Accounting Changes and Error Corrections [Abstract] | |
Cumulative effect adjustment for adoption of ASU 2016-13 | $ 1.1 |
Loss Per Common Unit (Details)
Loss Per Common Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Loss Per Common Unit | ||
(Loss) income from continuing operations | $ (33,766) | $ 8,982 |
Less: Continuing operations (income) loss attributable to noncontrolling interests | (51) | 268 |
Net (loss) income from continuing operations attributable to NGL Energy Partners LP | (33,817) | 9,250 |
Less: Distributions to preferred unitholders (1) | (22,054) | (129,460) |
Less: Continuing operations net loss allocated to general partner (2) | 56 | 84 |
NET LOSS FROM CONTINUING OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | (55,815) | (120,126) |
Loss from discontinued operations, net of tax | (1,486) | (943) |
Less: Discontinued operations loss allocated to general partner (2) | 1 | 1 |
NET LOSS FROM DISCONTINUED OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | (1,485) | (942) |
NET LOSS ALLOCATED TO COMMON UNITHOLDERS | $ (57,300) | $ (121,068) |
BASIC LOSS PER COMMON UNIT | ||
Loss From Continuing Operations | $ (0.43) | $ (0.95) |
Loss From Discontinued Operations, net of Tax | (0.01) | (0.01) |
Net Loss | (0.44) | (0.96) |
DILUTED LOSS PER COMMON UNIT | ||
Loss From Continuing Operations | (0.43) | (0.95) |
Loss From Discontinued Operations, net of Tax | (0.01) | (0.01) |
Net Loss | $ (0.44) | $ (0.96) |
Basic weighted average common units outstanding (in units) | 128,771,715 | 125,886,738 |
Diluted weighted average common units outstanding (in units) | 128,771,715 | 125,886,738 |
Common units | ||
BASIC LOSS PER COMMON UNIT | ||
Loss From Continuing Operations | $ (0.43) | $ (0.95) |
Loss From Discontinued Operations, net of Tax | (0.01) | (0.01) |
Net Loss | (0.44) | (0.96) |
DILUTED LOSS PER COMMON UNIT | ||
Loss From Continuing Operations | (0.43) | (0.95) |
Loss From Discontinued Operations, net of Tax | (0.01) | (0.01) |
Net Loss | $ (0.44) | $ (0.96) |
Basic weighted average common units outstanding (in units) | 128,771,715 | 125,886,738 |
Diluted weighted average common units outstanding (in units) | 128,771,715 | 125,886,738 |
Acquisitions - Hillstone (Detai
Acquisitions - Hillstone (Details) - Hillstone $ in Millions | 3 Months Ended |
Jun. 30, 2020USD ($) | |
Business Acquisition | |
Purchase accounting adjustment, current assets | $ 0.1 |
Purchase accounting adjustment, current liabilities | $ 0.5 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | |
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 3,403,808 | $ 3,380,623 | |
Accumulated depreciation | (570,806) | (529,068) | |
Net property, plant and equipment | 2,833,002 | 2,851,555 | |
Depreciation expense | 46,723 | $ 25,456 | |
Capitalized interest expense | 1,668 | 0 | |
Gain (loss) on sales and write-downs of certain assets | 2,174 | (488) | |
Crude oil logistics | |||
Property, Plant and Equipment | |||
Gain (loss) on sales and write-downs of certain assets | 1,844 | (533) | |
Water solutions | |||
Property, Plant and Equipment | |||
Gain (loss) on sales and write-downs of certain assets | 326 | 48 | |
Liquids and refined products | |||
Property, Plant and Equipment | |||
Gain (loss) on sales and write-downs of certain assets | 4 | $ (3) | |
Natural gas liquids terminal and storage assets | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 316,327 | 314,694 | |
Natural gas liquids terminal and storage assets | Minimum | |||
Property, Plant and Equipment | |||
Useful life | 2 years | ||
Natural gas liquids terminal and storage assets | Maximum | |||
Property, Plant and Equipment | |||
Useful life | 30 years | ||
Pipeline and related facilities | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 244,937 | 244,751 | |
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 | $ 126,199 | 123,937 | |
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 | $ 1,743,555 | 1,525,859 | |
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 | $ 233,402 | 234,143 | |
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 | $ 125,169 | 125,162 | |
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 | $ 37,686 | 34,261 | |
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 | $ 154,054 | 151,690 | |
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 | $ 96,645 | 91,446 | |
Tank bottoms and line fill | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | 20,346 | 20,346 | |
Other | |||
Property, Plant and Equipment | |||
Gross property, plant and equipment | $ 14,996 | 14,627 | |
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 | $ 290,492 | $ 499,707 |
Goodwill (Details)
Goodwill (Details) $ in Thousands | 3 Months Ended |
Jun. 30, 2020USD ($) | |
Goodwill [Roll Forward] | |
Goodwill at the beginning of the period | $ 993,587 |
Revisions to acquisition accounting (Note 4) | (473) |
Goodwill at the end of the period | 993,114 |
Crude oil logistics | |
Goodwill [Roll Forward] | |
Goodwill at the beginning of the period | 579,846 |
Revisions to acquisition accounting (Note 4) | 0 |
Goodwill at the end of the period | 579,846 |
Water solutions | |
Goodwill [Roll Forward] | |
Goodwill at the beginning of the period | 294,658 |
Revisions to acquisition accounting (Note 4) | (473) |
Goodwill at the end of the period | 294,185 |
Liquids and refined products | |
Goodwill [Roll Forward] | |
Goodwill at the beginning of the period | 119,083 |
Revisions to acquisition accounting (Note 4) | 0 |
Goodwill at the end of the period | $ 119,083 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2020 | Mar. 31, 2020 | |
Amortizable | ||
Finite-lived intangible assets, gross | $ 2,241,799 | $ 2,241,129 |
Accumulated amortization | (670,383) | (631,449) |
Finite-lived intangible assets, net | 1,571,416 | 1,609,680 |
INTANGIBLE ASSETS, net of accumulated amortization | 1,574,216 | 1,612,480 |
Non-Amortizable | ||
Gross carrying amount of intangible assets | $ 2,244,599 | 2,243,929 |
Weighted-average remaining amortization period for intangible assets | 18 years 8 months 12 days | |
Trade names | ||
Non-Amortizable | ||
Indefinite-lived intangible assets | $ 2,800 | 2,800 |
Customer relationships | ||
Amortizable | ||
Finite-lived intangible assets, gross | 1,435,573 | 1,435,573 |
Accumulated amortization | (469,398) | (445,250) |
Finite-lived intangible assets, net | $ 966,175 | 990,323 |
Customer relationships | Minimum | ||
Amortizable | ||
Amortizable life | 3 years | |
Customer relationships | Maximum | ||
Amortizable | ||
Amortizable life | 30 years | |
Customer commitments | ||
Amortizable | ||
Finite-lived intangible assets, gross | $ 502,000 | 502,000 |
Accumulated amortization | (121,347) | (111,677) |
Finite-lived intangible assets, net | $ 380,653 | 390,323 |
Customer commitments | Minimum | ||
Amortizable | ||
Amortizable life | 10 years | |
Customer commitments | Maximum | ||
Amortizable | ||
Amortizable life | 25 years | |
Pipeline capacity rights | ||
Amortizable | ||
Amortizable life | 30 years | |
Finite-lived intangible assets, gross | $ 7,799 | 7,799 |
Accumulated amortization | (1,712) | (1,647) |
Finite-lived intangible assets, net | 6,087 | 6,152 |
Rights-of-way and easements | ||
Amortizable | ||
Finite-lived intangible assets, gross | 89,709 | 89,476 |
Accumulated amortization | (7,194) | (6,506) |
Finite-lived intangible assets, net | $ 82,515 | 82,970 |
Rights-of-way and easements | Minimum | ||
Amortizable | ||
Amortizable life | 1 year | |
Rights-of-way and easements | Maximum | ||
Amortizable | ||
Amortizable life | 45 years | |
Water rights | ||
Amortizable | ||
Finite-lived intangible assets, gross | $ 100,937 | 100,937 |
Accumulated amortization | (9,972) | (8,441) |
Finite-lived intangible assets, net | $ 90,965 | 92,496 |
Water rights | Minimum | ||
Amortizable | ||
Amortizable life | 13 years | |
Water rights | Maximum | ||
Amortizable | ||
Amortizable life | 30 years | |
Executory contracts and other agreements | ||
Amortizable | ||
Finite-lived intangible assets, gross | $ 48,601 | 48,570 |
Accumulated amortization | (18,990) | (18,210) |
Finite-lived intangible assets, net | $ 29,611 | 30,360 |
Executory contracts and other agreements | Minimum | ||
Amortizable | ||
Amortizable life | 5 years | |
Executory contracts and other agreements | Maximum | ||
Amortizable | ||
Amortizable life | 30 years | |
Non-compete agreements | ||
Amortizable | ||
Finite-lived intangible assets, gross | $ 12,723 | 12,723 |
Accumulated amortization | (5,255) | (4,735) |
Finite-lived intangible assets, net | $ 7,468 | 7,988 |
Non-compete agreements | Minimum | ||
Amortizable | ||
Amortizable life | 2 years | |
Non-compete agreements | Maximum | ||
Amortizable | ||
Amortizable life | 24 years | |
Debt issuance costs | ||
Amortizable | ||
Finite-lived intangible assets, gross | $ 44,457 | 44,051 |
Accumulated amortization | (36,515) | (34,983) |
Finite-lived intangible assets, net | $ 7,942 | $ 9,068 |
Debt issuance costs | Minimum | ||
Amortizable | ||
Amortizable life | 3 years | |
Debt issuance costs | Maximum | ||
Amortizable | ||
Amortizable life | 5 years |
Intangible Assets - Amortizatio
Intangible Assets - Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | |
Amortization related to intangible assets | |||
Amortization expense | $ 38,934 | $ 29,812 | |
Future amortization expense of intangible assets | |||
2021 (nine months) | 105,660 | ||
2022 | 131,329 | ||
2023 | 122,766 | ||
2024 | 116,563 | ||
2025 | 100,334 | ||
Thereafter | 994,764 | ||
Finite-lived intangible assets, net | 1,571,416 | $ 1,609,680 | |
Depreciation and amortization | |||
Amortization related to intangible assets | |||
Amortization expense | 37,263 | 28,298 | |
Cost of sales | |||
Amortization related to intangible assets | |||
Amortization expense | 77 | 87 | |
Interest expense | |||
Amortization related to intangible assets | |||
Amortization expense | 1,532 | 1,276 | |
Operating expenses | |||
Amortization related to intangible assets | |||
Amortization expense | $ 62 | $ 151 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | |
Long-Term Debt | |||
Face amount | $ 3,309,945 | $ 3,169,326 | |
Face amount, current portion | 4,521 | 4,683 | |
Face amount, long-term | 3,305,424 | 3,164,643 | |
LONG-TERM DEBT, debt issuance costs | (24,022) | (19,795) | |
Debt issuance costs, current, net | 0 | 0 | |
Debt issuance costs, noncurrent, net | (24,022) | (19,795) | |
Book value | 3,285,923 | 3,149,531 | |
Book value, current | 4,521 | 4,683 | |
LONG-TERM DEBT, net of debt issuance costs and current maturities | 3,281,402 | 3,144,848 | |
Amortization of debt issuance costs | 2,000 | $ 800 | |
Expected Future Amortization of Debt Issuance Costs | |||
2021 (nine months) | 4,852 | ||
2022 | 6,429 | ||
2023 | 6,421 | ||
2024 | 3,322 | ||
2025 | 1,864 | ||
Thereafter | 1,134 | ||
Total | $ 24,022 | ||
7.50% Senior Notes due 2023 | |||
Long-Term Debt | |||
Fixed interest rate | 7.50% | ||
Face amount | $ 592,323 | 607,323 | |
LONG-TERM DEBT, debt issuance costs | (4,904) | (5,405) | |
Book value | $ 587,419 | 601,918 | |
6.125% Senior Notes due 2025 | |||
Long-Term Debt | |||
Fixed interest rate | 6.125% | ||
Face amount | $ 380,020 | 387,320 | |
LONG-TERM DEBT, debt issuance costs | (3,927) | (4,217) | |
Book value | $ 376,093 | 383,103 | |
7.50% Senior Notes due 2026 | |||
Long-Term Debt | |||
Fixed interest rate | 7.50% | ||
Face amount | $ 425,081 | 450,000 | |
LONG-TERM DEBT, debt issuance costs | (6,316) | (6,975) | |
Book value | 418,765 | 443,025 | |
Bridge Term Credit Agreement | |||
Long-Term Debt | |||
Face amount | 0 | 250,000 | |
LONG-TERM DEBT, debt issuance costs | 0 | (3,198) | |
Book value | 0 | 246,802 | |
Term Credit Agreement | |||
Long-Term Debt | |||
Face amount | 250,000 | 0 | |
LONG-TERM DEBT, debt issuance costs | (8,875) | 0 | |
Book value | 241,125 | 0 | |
Other long-term debt | |||
Long-Term Debt | |||
Face amount | 4,521 | 4,683 | |
LONG-TERM DEBT, debt issuance costs | 0 | 0 | |
Book value | 4,521 | 4,683 | |
Expansion Capital Facility | Revolving Credit Facility | |||
Long-Term Debt | |||
Face amount | 1,400,000 | 1,120,000 | |
LONG-TERM DEBT, debt issuance costs | 0 | 0 | |
Book value | 1,400,000 | 1,120,000 | |
Working Capital Facility | Revolving Credit Facility | |||
Long-Term Debt | |||
Face amount | 258,000 | 350,000 | |
LONG-TERM DEBT, debt issuance costs | 0 | 0 | |
Book value | $ 258,000 | $ 350,000 |
Long-Term Debt - Credit Agreeme
Long-Term Debt - Credit Agreement (Details) $ in Millions | 3 Months Ended |
Jun. 30, 2020USD ($) | |
Revolving Credit Facility | |
Long-Term Debt | |
Maximum borrowing capacity | $ 1,915 |
Debt instrument, actual senior secured leverage ratio | 3.06 |
Debt instrument, actual interest coverage ratio | 3.47 |
Debt instrument, actual total leverage indebtedness ratio | 5.36 |
Revolving Credit Facility | Minimum | |
Long-Term Debt | |
Commitment fees charged on unused capacity | 0.375% |
Debt instrument, actual interest coverage ratio | 2.50 |
Revolving Credit Facility | Maximum | |
Long-Term Debt | |
Commitment fees charged on unused capacity | 0.50% |
Debt instrument, actual senior secured leverage ratio | 3.50 |
Debt instrument, actual total leverage indebtedness ratio | 5.50 |
Revolving Credit Facility | LIBOR option | |
Long-Term Debt | |
Reference rate | 0.19% |
Interest rate margin added to variable rate base | 2.50% |
Revolving Credit Facility | Prime rate | |
Long-Term Debt | |
Reference rate | 3.25% |
Interest rate margin added to variable rate base | 1.50% |
Revolving Credit Facility | |
Long-Term Debt | |
Interest rate | 2.74% |
Working Capital Facility | Revolving Credit Facility | |
Long-Term Debt | |
Maximum borrowing capacity | $ 350 |
Working Capital Facility | Letter of Credit | |
Long-Term Debt | |
Outstanding letters of credit | 85.2 |
Expansion Capital Facility | Revolving Credit Facility | |
Long-Term Debt | |
Maximum borrowing capacity | $ 1,565 |
Letter of Credit | Revolving Credit Facility | |
Long-Term Debt | |
Fixed interest rate | 2.50% |
Long-Term Debt - Senior Unsecur
Long-Term Debt - Senior Unsecured Notes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Long-Term Debt | ||
Notes repurchased | $ 250,000 | $ 0 |
Cash paid (excluding payments of accrued interest) | 25,040 | 0 |
Gain on early extinguishment of liabilities, net | 19,355 | $ 0 |
Repurchases | 7.50% Senior Notes due 2023 | ||
Long-Term Debt | ||
Notes repurchased | 15,000 | |
Cash paid (excluding payments of accrued interest) | 8,421 | |
Gain on early extinguishment of liabilities, net | 6,449 | |
Write off of debt issuance costs | 100 | |
Repurchases | 6.125% Senior Notes due 2025 | ||
Long-Term Debt | ||
Notes repurchased | 7,300 | |
Cash paid (excluding payments of accrued interest) | 3,647 | |
Gain on early extinguishment of liabilities, net | 3,575 | |
Write off of debt issuance costs | 100 | |
Repurchases | 7.50% Senior Notes due 2026 | ||
Long-Term Debt | ||
Notes repurchased | 24,919 | |
Cash paid (excluding payments of accrued interest) | 12,972 | |
Gain on early extinguishment of liabilities, net | 11,567 | |
Write off of debt issuance costs | $ 400 |
Long-Term Debt - Term Credit Ag
Long-Term Debt - Term Credit Agreement (Details) - Term Credit Agreement $ in Millions | 3 Months Ended | 23 Months Ended | |
Jun. 30, 2020 | Jun. 03, 2023 | Jun. 03, 2020USD ($) | |
Long-Term Debt | |||
Secured debt | $ 250 | ||
Interest rate | 9.50% | ||
Debt instrument, actual senior secured leverage ratio | 3.06 | ||
Debt instrument, actual interest coverage ratio | 3.47 | ||
Debt instrument, actual total leverage indebtedness ratio | 5.36 | ||
LIBOR option | |||
Long-Term Debt | |||
LIBOR floor | 1.50% | ||
Interest rate margin added to variable rate base | 8.00% | ||
Reference rate | 1.50% | ||
Maximum | |||
Long-Term Debt | |||
Debt instrument, actual senior secured leverage ratio | 3.50 | ||
Debt instrument, actual total leverage indebtedness ratio | 5.75 | ||
Minimum | |||
Long-Term Debt | |||
Debt instrument, actual interest coverage ratio | 2.50 | ||
Subsequent Event | Maximum | |||
Long-Term Debt | |||
Debt instrument, actual total leverage indebtedness ratio | 5.50 |
Long-Term Debt - Bridge Term Cr
Long-Term Debt - Bridge Term Credit Agreement (Details) - Bridge Term Credit Agreement - USD ($) $ in Millions | Jun. 03, 2020 | Jul. 02, 2019 |
Long-Term Debt | ||
Secured debt | $ 250 | |
Write off of debt issuance costs | $ 2.2 |
Long-Term Debt - Sawtooth Credi
Long-Term Debt - Sawtooth Credit Agreement (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2020 | Mar. 31, 2020 | |
Line of Credit Facility | ||
Face amount | $ 3,309,945,000 | $ 3,169,326,000 |
Sawtooth Credit Facility | ||
Line of Credit Facility | ||
Ownership percentage in Sawtooth | 71.50% | |
Maximum borrowing capacity | $ 20,000,000 | |
Face amount | $ 0 | |
Commitment fees charged on unused capacity | 0.50% |
Long-Term Debt - Other Long-Ter
Long-Term Debt - Other Long-Term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Mar. 31, 2020 |
Long-Term Debt | ||
Face amount | $ 3,309,945 | $ 3,169,326 |
Equipment loan | ||
Long-Term Debt | ||
Face amount | $ 4,500 | |
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 | Jun. 30, 2020USD ($) |
Maturities | |
2021 (nine months) | $ 4,521 |
2022 | 1,658,000 |
2023 | 0 |
2024 | 842,323 |
2025 | 380,020 |
Thereafter | 425,081 |
Total | 3,309,945 |
Revolving Credit Facility | |
Maturities | |
2022 | 1,658,000 |
Total | 1,658,000 |
Senior unsecured notes | |
Maturities | |
2024 | 592,323 |
2025 | 380,020 |
Thereafter | 425,081 |
Total | 1,397,424 |
Term Credit Agreement | |
Maturities | |
2024 | 250,000 |
Total | 250,000 |
Other long-term debt | |
Maturities | |
2021 (nine months) | 4,521 |
Total | $ 4,521 |
Commitments and Contingencies -
Commitments and Contingencies - Legal Contingencies (Details) $ in Millions | 3 Months Ended |
Jun. 30, 2020USD ($) | |
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 Millions | Jun. 30, 2020USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Environmental matters liability | $ 1.9 |
Commitments and Contingencies_3
Commitments and Contingencies - Asset Retirement Obligations (Details) $ in Thousands | 3 Months Ended |
Jun. 30, 2020USD ($) | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |
Balance at beginning of period | $ 18,416 |
Liabilities incurred | 830 |
Accretion expense | 354 |
Balance at end of period | $ 19,600 |
Commitments and Contingencies_4
Commitments and Contingencies - Other Commitments (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Future minimum payments | |
2021 (nine months) | $ 12,455 |
2022 | 11,838 |
2023 | 4,497 |
2024 | 197 |
2025 | 172 |
Thereafter | 526 |
Total | 29,685 |
Hillstone Subsidy Payment | |
Other Commitments | |
Contractual obligation | 700 |
Minimum | Hillstone Subsidy Payment | |
Other Commitments | |
Contractual obligation | 0 |
Maximum | Hillstone Subsidy Payment | |
Other Commitments | |
Contractual obligation | $ 8,100 |
Commitments and Contingencies_5
Commitments and Contingencies - Pipeline Capacity Agreements (Details) $ in Thousands | 3 Months Ended |
Jun. 30, 2020USD ($) | |
Customer contracts | |
Future minimum throughput payments | |
Number of months to continue shipping after maturity date of contract | 6 months |
Pipeline capacity agreements | |
Future minimum throughput payments | |
2021 (nine months) | $ 26,509 |
2022 | 35,314 |
2023 | 35,314 |
2024 | 35,410 |
2025 | 30,897 |
Contractual obligation, total due | $ 163,444 |
Commitments and Contingencies_6
Commitments and Contingencies - Construction Commitments (Details) $ in Millions | Jun. 30, 2020USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Construction commitments | $ 2.5 |
Commitments and Contingencies_7
Commitments and Contingencies - Purchase Commitments (Details) gal in Thousands, bbl in Thousands, $ in Thousands | Jun. 30, 2020USD ($)bblgal |
Crude oil | |
Purchase commitments for crude oil and natural gas | |
Fixed-price purchase commitments, due in remainder of fiscal year | $ 48,972 |
Fixed-price purchase commitments (in barrels/gallons), due in remainder of fiscal year | bbl | 1,347 |
Total fixed-price purchase commitments | $ 48,972 |
Total fixed-price purchase commitments (in barrels/gallons) | bbl | 1,347 |
Index-price purchase commitments, due remainder of fiscal year | $ 787,180 |
Index-price purchase commitments (in barrels/gallons), due in remainder of fiscal year | bbl | 22,005 |
Index-price purchase commitments, due in second year | $ 707,480 |
Index-price purchase commitments (in barrels/gallons), due in second year | bbl | 18,484 |
Index-price purchase commitments, due in third year | $ 643,062 |
Index-price purchase commitments (in barrels), due in third year | bbl | 15,702 |
Index-price purchase commitments, due in fourth year | $ 602,350 |
Index-price purchase commitments (in barrels), due in fourth year | bbl | 14,359 |
Index-price purchase commitments, due in fifth year | $ 436,785 |
Index-price purchase commitments (in barrels), due in fifth year | bbl | 10,220 |
Index-price purchase commitments, due after fifth year | $ 17,426 |
Index-price purchase commitments (in barrels), due after fifth year | bbl | 390 |
Total index-price purchase commitments | $ 3,194,283 |
Total index-price purchase commitments (in barrels/gallons) | bbl | 81,160 |
Natural gas liquids | |
Purchase commitments for crude oil and natural gas | |
Fixed-price purchase commitments, due in remainder of fiscal year | $ 11,545 |
Fixed-price purchase commitments (in barrels/gallons), due in remainder of fiscal year | gal | 25,416 |
Fixed-price purchase commitments, due in second year | $ 2,495 |
Fixed-price purchase commitments (in gallons), due in second year | gal | 5,766 |
Total fixed-price purchase commitments | $ 14,040 |
Total fixed-price purchase commitments (in barrels/gallons) | gal | 31,182 |
Index-price purchase commitments, due remainder of fiscal year | $ 456,844 |
Index-price purchase commitments (in barrels/gallons), due in remainder of fiscal year | gal | 937,433 |
Index-price purchase commitments, due in second year | $ 17,601 |
Index-price purchase commitments (in barrels/gallons), due in second year | gal | 37,069 |
Total index-price purchase commitments | $ 474,445 |
Total index-price purchase commitments (in barrels/gallons) | gal | 974,502 |
Commitments and Contingencies_8
Commitments and Contingencies - Sale Commitments (Details) gal in Thousands, bbl in Thousands, $ in Thousands | Jun. 30, 2020USD ($)bblgal | Mar. 31, 2020USD ($) |
Sale commitments for crude oil and natural gas | ||
Net commodity derivative asset | $ 18,161 | $ 18,910 |
Crude oil | ||
Sale commitments for crude oil and natural gas | ||
Fixed-price sale commitments, due in remainder of fiscal year | $ 49,667 | |
Fixed-price sale commitments (in barrels/gallons), due in remainder of fiscal year | bbl | 1,347 | |
Total fixed-price sale commitments | $ 49,667 | |
Total fixed-price sale commitments (in barrels/gallons) | bbl | 1,347 | |
Index-price sale commitments, due in remainder of fiscal year | $ 545,789 | |
Index-price sale commitments (in barrels/gallons), due in remainder of fiscal year | bbl | 13,865 | |
Index-price sale commitments, due in second year | $ 193,108 | |
Index-price sale commitments (in barrels/gallons), due in second year | bbl | 4,745 | |
Index-price sale commitments, due in third year | $ 198,301 | |
Index-price sale commitments (in barrels), due in third year | bbl | 4,745 | |
Index-price sale commitments, due in fourth year | $ 204,146 | |
Index-price sale commitments (in barrels), due in fourth year | bbl | 4,758 | |
Index-price sale commitments, due in fifth year | $ 208,894 | |
Index-price sale commitments (in barrels), due in fifth year | bbl | 4,745 | |
Index-price sale commitments, due after fifth year | $ 17,426 | |
Index-price sale commitments (in barrels), due after fifth year | bbl | 390 | |
Total index-price sale commitments | $ 1,367,664 | |
Total index-price sale commitment (in barrels/gallons) | bbl | 33,248 | |
Natural gas liquids | ||
Sale commitments for crude oil and natural gas | ||
Fixed-price sale commitments, due in remainder of fiscal year | $ 89,105 | |
Fixed-price sale commitments (in barrels/gallons), due in remainder of fiscal year | gal | 142,845 | |
Fixed-price sale commitments, due in second year | $ 5,522 | |
Fixed-price sale commitments (in gallons), due in second year | gal | 10,010 | |
Fixed-price sale commitments, due in third year | $ 28 | |
Fixed-price sale commitments (in gallons), due in third year | gal | 35 | |
Total fixed-price sale commitments | $ 94,655 | |
Total fixed-price sale commitments (in barrels/gallons) | gal | 152,890 | |
Index-price sale commitments, due in remainder of fiscal year | $ 582,198 | |
Index-price sale commitments (in barrels/gallons), due in remainder of fiscal year | gal | 871,580 | |
Index-price sale commitments, due in second year | $ 11,309 | |
Index-price sale commitments (in barrels/gallons), due in second year | gal | 18,682 | |
Total index-price sale commitments | $ 593,507 | |
Total index-price sale commitment (in barrels/gallons) | gal | 890,262 | |
Prepaid expenses and other current assets | ||
Sale commitments for crude oil and natural gas | ||
Net commodity derivative asset | $ 3,500 | |
Accrued expenses and other payables | ||
Sale commitments for crude oil and natural gas | ||
Net commodity derivative asset | $ 2,700 |
Equity - Partnership Equity (De
Equity - Partnership Equity (Details) | 3 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Mar. 31, 2020 | |
Common units | ||
Equity | ||
Ownership interest in NGL Energy Holdings LLC | 8.69% | |
General Partner | ||
Equity | ||
General partner interest | 0.10% | 0.10% |
General Partner | Common units | ||
Equity | ||
General partner interest | 0.10% | |
Limited Partner | ||
Equity | ||
Limited partner interest | 99.90% | 99.90% |
Limited Partner | Common units | ||
Equity | ||
Limited partner interest | 99.90% |
Equity - Common Unit Repurchase
Equity - Common Unit Repurchase Program (Details) $ in Millions | Aug. 30, 2019USD ($) |
Share Repurchase Program | |
Equity | |
Common unit repurchase program, authorized amount | $ 150 |
Equity - Distributions (Details
Equity - Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 14, 2020 | Jul. 23, 2020 | May 15, 2020 | Apr. 27, 2020 |
Subsequent Event | ||||
Amount Per Unit | $ 0.2000 | |||
Amount Paid/Payable to Limited Partners | $ 25,754 | |||
Amount Paid/Payable to General Partner | $ 26 | |||
Subsequent Event | ||||
Subsequent Event | ||||
Amount Per Unit | $ 0.2000 | |||
Amount Paid/Payable to Limited Partners | $ 25,754 | |||
Amount Paid/Payable to General Partner | $ 26 |
Equity - Class B Preferred Unit
Equity - Class B Preferred Units (Details) - USD ($) $ / shares in Units, $ in Thousands | Jul. 15, 2020 | Apr. 15, 2020 | Jul. 02, 2019 | Jun. 13, 2017 | Jun. 30, 2019 |
Preferred Units | |||||
Preferred units issued, net of offering costs | $ 42,638 | ||||
Class B Perpetual Preferred Units | |||||
Preferred Units | |||||
Preferred units dividend rate | 9.00% | ||||
Preferred unit par or stated value per unit | $ 25 | ||||
Preferred units issued, net of offering costs | $ 202,700 | ||||
Preferred units, underwriting discounts and commissions | 6,600 | ||||
Preferred units, offering costs | $ 700 | ||||
Distributions made to preferred unitholders distributions declared per unit | $ 0.5625 | ||||
Amount paid to preferred unitholders | $ 7,079 | ||||
Class B Perpetual Preferred Units | |||||
Preferred Units | |||||
Preferred units, dividend payment terms | The current distribution rate for the Class B Preferred Units is 9.00% per year of the $25.00 liquidation preference per unit (equal to $2.25 per unit per year). | ||||
Class B Perpetual Preferred Units | Class B Perpetual Preferred Units | |||||
Preferred Units | |||||
Preferred units, issued (in units) | 8,400,000 | ||||
Class B Perpetual Preferred Units | Class B Perpetual Preferred Units | |||||
Preferred Units | |||||
Preferred units, issued (in units) | 4,185,642 | ||||
Subsequent Event | Class B Perpetual Preferred Units | |||||
Preferred Units | |||||
Distributions made to preferred unitholders distributions declared per unit | $ 0.5625 | ||||
Amount paid to preferred unitholders | $ 7,079 |
Equity - Class C Preferred Unit
Equity - Class C Preferred Units (Details) - USD ($) $ / shares in Units, $ in Thousands | Jul. 15, 2020 | Apr. 15, 2020 | Apr. 02, 2019 | Jun. 30, 2019 |
Schedule of Capitalization, Equity | ||||
Preferred units issued, net of offering costs | $ 42,638 | |||
Class C Perpetual Preferred Units | ||||
Schedule of Capitalization, Equity | ||||
Preferred units dividend rate | 9.625% | |||
Preferred unit par or stated value per unit | $ 25 | |||
Preferred units issued, net of offering costs | $ 42,900 | |||
Preferred units, underwriting discounts and commissions | 1,400 | |||
Preferred units, offering costs | $ 700 | |||
Distributions made to preferred unitholders distributions declared per unit | $ 0.6016 | |||
Amount paid to preferred unitholders | $ 1,083 | |||
Class C Perpetual Preferred Units | ||||
Schedule of Capitalization, Equity | ||||
Preferred units, dividend payment terms | The current distribution rate for the Class C Preferred Units is 9.625% per year of the $25.00 liquidation preference per unit (equal to $2.41 per unit per year). | |||
Class C Perpetual Preferred Units | Class C Perpetual Preferred Units | ||||
Schedule of Capitalization, Equity | ||||
Preferred units, issued (in units) | 1,800,000 | |||
Subsequent Event | Class C Perpetual Preferred Units | ||||
Schedule of Capitalization, Equity | ||||
Distributions made to preferred unitholders distributions declared per unit | $ 0.6016 | |||
Amount paid to preferred unitholders | $ 1,083 |
Equity - Class D Preferred Unit
Equity - Class D Preferred Units (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 14, 2020 | May 15, 2020 | Oct. 31, 2019 | Jul. 02, 2019 | Jun. 30, 2020 | Mar. 31, 2020 |
Class D Preferred Units | ||||||
Subsequent Event | ||||||
Preferred units, dividend payment terms | The current distribution rate for the Class D Preferred Units is 9.00% per year per unit (equal to $90.00 per every $1,000 in unit value per year). | |||||
Class D Preferred Units First Issuance | ||||||
Subsequent Event | ||||||
Temporary equity, issued (in units) | 400,000 | |||||
Proceeds from sale of preferred units and warrants, net of offering costs | $ 385,400 | |||||
Class D Preferred Units Second Issuance | ||||||
Subsequent Event | ||||||
Temporary equity, issued (in units) | 200,000 | |||||
Proceeds from sale of preferred units and warrants, net of offering costs | $ 194,700 | |||||
Class D Preferred Units | ||||||
Subsequent Event | ||||||
Temporary equity, issued (in units) | 600,000 | 600,000 | ||||
Distributions made to preferred unitholders distributions declared per unit | $ 11.25 | |||||
Amount paid to preferred unitholders | $ 6,868 | |||||
Class D Preferred Units | Subsequent Event | ||||||
Subsequent Event | ||||||
Distributions made to preferred unitholders distributions declared per unit | $ 11.25 | |||||
Amount paid to preferred unitholders | $ 6,946 | |||||
Dividends paid-in-kind | $ 6,900 | |||||
Percent of dividend not paid in cash | 50.00% | |||||
Class D Preferred Units First Issuance | ||||||
Subsequent Event | ||||||
Warrants outstanding (in units) | 17,000,000 | |||||
Class D Preferred Units Second Issuance | ||||||
Subsequent Event | ||||||
Warrants outstanding (in units) | 8,500,000 |
Equity - Equity-Based Incentive
Equity - Equity-Based Incentive Compensation - Service Awards (Details) - Service awards - USD ($) | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Equity-Based Incentive Compensation | ||
Distributions on Service Awards during the vesting period | $ 0 | |
Weighted-average grant price | $ 4.54 | |
Expense recorded | $ 1,300,000 | $ 2,800,000 |
Service Award Activity | ||
Unvested restricted units at the beginning of the period (in units) | 1,371,425 | |
Units granted (in units) | 3,000 | |
Units forfeited (in units) | (10,500) | |
Unvested restricted units at the end of the period (in units) | 1,363,925 | |
Expected Future Expense | ||
2021 (nine months) | $ 3,602,000 | |
2022 | 1,706,000 | |
Total | $ 5,308,000 | |
2021 (nine months) | ||
Equity-Based Incentive Compensation | ||
Scheduled vesting | 907,700 | |
2022 | ||
Equity-Based Incentive Compensation | ||
Scheduled vesting | 456,225 |
Equity - Equity-Based Compensat
Equity - Equity-Based Compensation - LTIP (Details) shares in Millions | Jun. 30, 2020shares |
Restricted units | |
LTIP | |
Number of units available for grant | 2.9 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Fair Value of Commodity Derivative Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Mar. 31, 2020 |
Derivative assets (liabilities) | ||
Net commodity derivative asset | $ 18,161 | $ 18,910 |
Prepaid expenses and other current assets | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | 3,500 | |
Accrued expenses and other payables | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | 2,700 | |
Commodity contracts | ||
Assets: | ||
Derivative assets | 26,566 | 89,254 |
Netting of counterparty contracts, assets | (8,530) | (2,282) |
Net cash collateral provided (held) | 3,688 | (50,104) |
Commodity derivatives | 21,724 | 36,868 |
Liabilities: | ||
Derivative liabilities | (12,093) | (19,870) |
Netting of counterparty contracts, liabilities | 8,530 | 2,282 |
Net cash collateral provided (held) | 0 | (370) |
Commodity derivatives | (3,563) | (17,958) |
Derivative assets (liabilities) | ||
Net commodity derivative asset | 18,161 | 18,910 |
Commodity contracts | Prepaid expenses and other current assets | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | 21,724 | 36,868 |
Commodity contracts | Accrued expenses and other payables | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | (3,469) | (17,777) |
Commodity contracts | Other noncurrent liabilities | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | (94) | (181) |
Level 1 | Commodity contracts | ||
Assets: | ||
Derivative assets | 23,080 | 64,037 |
Liabilities: | ||
Derivative liabilities | (8,509) | (2,235) |
Level 2 | Commodity contracts | ||
Assets: | ||
Derivative assets | 3,486 | 25,217 |
Liabilities: | ||
Derivative liabilities | $ (3,584) | $ (17,635) |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Derivative Contract Positions (Details) bbl in Thousands, $ in Thousands | Jun. 30, 2020USD ($)bbl | Mar. 31, 2020USD ($)bbl |
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | $ 14,473 | $ 69,384 |
Net cash collateral provided | 3,688 | (50,474) |
Net commodity derivative asset | 18,161 | 18,910 |
Crude oil fixed-price | ||
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | $ 13,408 | $ 41,721 |
Crude oil fixed-price | Short | ||
Fair value of financial instruments | ||
Net Long (Short) Notional Units (in barrels) | bbl | 2,565 | 2,252 |
Propane fixed-price | ||
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | $ 3,024 | $ (738) |
Propane fixed-price | Long | ||
Fair value of financial instruments | ||
Net Long (Short) Notional Units (in barrels) | bbl | 1,209 | 415 |
Refined products fixed-price | ||
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | $ (727) | $ 27,401 |
Refined products fixed-price | Short | ||
Fair value of financial instruments | ||
Net Long (Short) Notional Units (in barrels) | bbl | 193 | 26 |
Other | ||
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | $ (1,232) | $ 1,000 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - (Losses) Gains From Commodity Derivatives (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | ||
Net adjustments to fair value of commodity derivatives | $ (27,402) | $ 5,559 |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments - Interest Rate Risk (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Mar. 31, 2020 |
Interest Rate Risk | ||
Face amount | $ 3,309,945 | $ 3,169,326 |
Term Credit Agreement | ||
Interest Rate Risk | ||
Interest rate | 9.50% | |
Face amount | $ 250,000 | $ 0 |
Revolving Credit Facility | ||
Interest Rate Risk | ||
Outstanding debt | $ 1,700,000 | |
Interest rate | 2.74% |
Fair Value of Financial Instr_7
Fair Value of Financial Instruments - Fair Value of Fixed-Rate Notes (Details) $ in Thousands | Jun. 30, 2020USD ($) |
7.50% Senior Notes due 2023 | |
Fair Value of Fixed-Rate Notes | |
Fair value of fixed-rate notes | $ 497,551 |
6.125% Senior Notes due 2025 | |
Fair Value of Fixed-Rate Notes | |
Fair value of fixed-rate notes | 292,972 |
7.50% Senior Notes due 2026 | |
Fair Value of Fixed-Rate Notes | |
Fair value of fixed-rate notes | $ 324,788 |
Segments (Details)
Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | |
Segment information | |||
REVENUES | $ 844,415 | $ 1,871,891 | |
Depreciation and amortization, including amortization of debt issuance costs | 87,680 | 56,117 | |
Operating (Loss) Income | (10,785) | 47,520 | |
Additions to property, plant and equipment and intangible assets | 29,938 | 224,997 | |
Long-lived assets, net | 5,577,342 | $ 5,638,330 | |
Total assets | 6,326,086 | 6,498,736 | |
Operating segment | Crude oil logistics | |||
Segment information | |||
REVENUES | 276,039 | 716,160 | |
Depreciation and amortization, including amortization of debt issuance costs | 16,795 | 17,585 | |
Operating (Loss) Income | 23,320 | 33,802 | |
Additions to property, plant and equipment and intangible assets | 5,672 | 14,805 | |
Long-lived assets, net | 1,553,137 | 1,567,503 | |
Total assets | 1,896,491 | 1,886,211 | |
Operating segment | Crude oil logistics | Crude oil sales | |||
Segment information | |||
REVENUES | 230,728 | 682,069 | |
Operating segment | Crude oil logistics | Crude oil transportation and other | |||
Segment information | |||
REVENUES | 42,641 | 39,997 | |
Operating segment | Crude oil logistics | Non-Topic 606 revenues | |||
Segment information | |||
Non-Topic 606 revenues | 3,169 | 3,621 | |
Operating segment | Water solutions | |||
Segment information | |||
REVENUES | 88,065 | 71,783 | |
Depreciation and amortization, including amortization of debt issuance costs | 58,195 | 28,223 | |
Operating (Loss) Income | (16,047) | 13,689 | |
Additions to property, plant and equipment and intangible assets | 20,702 | 203,900 | |
Long-lived assets, net | 3,344,740 | 3,382,727 | |
Total assets | 3,472,566 | 3,539,328 | |
Operating segment | Water solutions | Disposal service fees | |||
Segment information | |||
REVENUES | 81,378 | 51,140 | |
Operating segment | Water solutions | Sale of recovered crude oil | |||
Segment information | |||
REVENUES | 1,368 | 14,335 | |
Operating segment | Water solutions | Sale of brackish non-potable water | |||
Segment information | |||
REVENUES | 1,833 | 2,096 | |
Operating segment | Water solutions | Other revenues | |||
Segment information | |||
REVENUES | 3,486 | 4,212 | |
Operating segment | Liquids and refined products | |||
Segment information | |||
REVENUES | 479,998 | 1,083,693 | |
Depreciation and amortization, including amortization of debt issuance costs | 8,233 | 7,441 | |
Operating (Loss) Income | 4,562 | 15,371 | |
Additions to property, plant and equipment and intangible assets | 1,532 | 5,553 | |
Long-lived assets, net | 639,063 | 654,530 | |
Total assets | 896,997 | 972,684 | |
Operating segment | Liquids and refined products | Non-Topic 606 revenues | |||
Segment information | |||
Non-Topic 606 revenues | 38,717 | 65,178 | |
Operating segment | Liquids and refined products | Other revenues | |||
Segment information | |||
REVENUES | 6,342 | 8,787 | |
Operating segment | Liquids and refined products | Refined products sales | |||
Segment information | |||
REVENUES | 210,547 | 674,713 | |
Operating segment | Liquids and refined products | Propane sales | |||
Segment information | |||
REVENUES | 121,528 | 139,374 | |
Operating segment | Liquids and refined products | Butane sales | |||
Segment information | |||
REVENUES | 55,197 | 82,225 | |
Operating segment | Liquids and refined products | Other product sales | |||
Segment information | |||
REVENUES | 48,335 | 114,605 | |
Operating segment | Corporate and other | |||
Segment information | |||
REVENUES | 313 | 255 | |
Operating segment | Corporate and other | Non-Topic 606 revenues | |||
Segment information | |||
Non-Topic 606 revenues | 313 | 255 | |
Corporate and other | |||
Segment information | |||
Depreciation and amortization, including amortization of debt issuance costs | 4,457 | 2,868 | |
Operating (Loss) Income | (22,620) | (15,342) | |
Additions to property, plant and equipment and intangible assets | 2,032 | 739 | |
Long-lived assets, net | 40,402 | 33,570 | |
Total assets | 60,032 | 100,513 | |
Elimination of intersegment sales | Crude oil logistics | |||
Segment information | |||
REVENUES | (499) | (9,527) | |
Elimination of intersegment sales | Liquids and refined products | |||
Segment information | |||
REVENUES | (668) | $ (1,189) | |
Non-US | Liquids and refined products | |||
Segment information | |||
Long-lived assets, net | 23,900 | 25,900 | |
Total assets | $ 44,900 | $ 37,800 |
Transactions with Affiliates (D
Transactions with Affiliates (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | |
Transactions with Affiliates | |||
Accounts receivable-affiliates | $ 14,814 | $ 12,934 | |
Accounts payable-affiliates | 22,864 | 17,717 | |
WPX Energy | |||
Transactions with Affiliates | |||
Sales to related party | 9,756 | $ 8,436 | |
Purchases from related party | 33,773 | 80,771 | |
Accounts receivable-affiliates | 4,784 | 3,563 | |
Accounts payable-affiliates | 22,365 | 17,039 | |
Entities affiliated with management | |||
Transactions with Affiliates | |||
Sales to related party | 880 | 1,021 | |
Purchases from related party | 67 | 1,156 | |
Accounts receivable-affiliates | 104 | 151 | |
Accounts payable-affiliates | 1 | 149 | |
Equity method investee | |||
Transactions with Affiliates | |||
Purchases from related party | 453 | $ 0 | |
Accounts receivable-affiliates | 1,986 | 1,439 | |
Accounts payable-affiliates | 498 | 529 | |
NGL Energy Holdings LLC | |||
Transactions with Affiliates | |||
Accounts receivable-affiliates | $ 7,940 | $ 7,781 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Revenue Agreements (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Net adjustments to fair value of commodity derivatives | $ (27,402) | $ 5,559 |
Liquids and refined products | ||
Net adjustments to fair value of commodity derivatives | $ (1,000) |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Performance Obligations (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | |
Revenue expected to be recognized as of June 30, 2020 | $ 1,081,949 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | |
Revenue expected to be recognized as of June 30, 2020 | $ 181,644 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 9 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-04-01 | |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | |
Revenue expected to be recognized as of June 30, 2020 | $ 210,387 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01 | |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | |
Revenue expected to be recognized as of June 30, 2020 | $ 204,131 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | |
Revenue expected to be recognized as of June 30, 2020 | $ 173,712 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | |
Revenue expected to be recognized as of June 30, 2020 | $ 147,638 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-04-01 | |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | |
Revenue expected to be recognized as of June 30, 2020 | $ 164,437 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue from Contracts with C_6
Revenue from Contracts with Customers - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2020 | Mar. 31, 2020 | |
Contract with Customer, Asset and Liability [Abstract] | ||
Accounts receivable from contracts with customers | $ 324,290 | $ 372,930 |
Contract liabilities balance | 25,326 | $ 19,536 |
Payment received and deferred | 12,711 | |
Payment recognized in revenue | $ (6,921) |
Leases - Lease Expense (Details
Leases - Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Lease, Cost [Abstract] | ||
Operating lease expense | $ 18,277 | $ 29,398 |
Variable lease expense | 4,879 | 1,808 |
Short-term lease expense | 396 | 126 |
Total lease expense | $ 23,552 | $ 31,332 |
Leases - Lessee Maturities of O
Leases - Lessee Maturities of Operating Lease Obligations (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Leases [Abstract] | |
2021 (nine months) | $ 61,077 |
2022 | 44,199 |
2023 | 30,703 |
2024 | 19,332 |
2025 | 10,252 |
Thereafter | 59,762 |
Total lease payments | 225,325 |
Less imputed interest | (50,619) |
Total operating lease obligations | $ 174,706 |
Leases - Lessee Supplemental Ca
Leases - Lessee Supplemental Cash Flow and Non-Cash Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Leases [Abstract] | ||
Cash paid for amounts included in the measurement of operating lease obligations | $ 17,678 | $ 29,108 |
Operating lease right-of-use assets obtained in exchange for operating lease obligations | $ 12,642 | $ 552,527 |
Leases - Lessor Income Statemen
Leases - Lessor Income Statement Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Leases [Abstract] | ||
Operating lease revenues | $ 4.3 | $ 5.4 |
Sublease revenue | $ 0.7 | $ 1.4 |
Leases Leases - Lessor Future M
Leases Leases - Lessor Future Minimum Lease Payments Receivable (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Leases [Abstract] | |
2021 (nine months) | $ 12,666 |
2022 | 8,112 |
2023 | 5,605 |
2024 | 3,001 |
2025 | 2,165 |
Thereafter | 11,275 |
Total | $ 42,824 |
Allowance for Current Expecte_4
Allowance for Current Expected Credit Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | |
Allowance for Expected Credit Loss | |||
Current period provision for expected credit losses | $ (27) | $ 280 | |
Trade Accounts Receivable | |||
Allowance for Expected Credit Loss | |||
Accounts receivable, allowance for expected credit loss | 3,674 | $ 4,540 | |
Cumulative effect adjustment | 433 | ||
Current period provision for expected credit losses | (27) | ||
Write-offs charged against the allowance | (1,272) | ||
Notes Receivable and Other | |||
Allowance for Expected Credit Loss | |||
Cumulative effect adjustment | 680 | ||
Write-offs charged against the allowance | (222) | ||
Notes receivable and other, allowance for expected credit loss | $ 458 |
Other Matters - Third-party Loa
Other Matters - Third-party Loan Receivable (Details) - Third-party Loan Receivable - USD ($) $ in Millions | 3 Months Ended | |
Jun. 30, 2020 | Mar. 31, 2020 | |
Accounts, Notes, Loans and Financing Receivable | ||
Financing receivable, before allowance for credit loss | $ 10.4 | $ 26.7 |
Proceeds from collection of receivables | 16.3 | |
Write-off of loan receivable | 9.4 | |
Financing receivable, after allowance for credit loss | $ 0.6 |
Discontinued Operations (Detail
Discontinued Operations (Details) $ in Thousands, gal in Millions | 3 Months Ended | |
Jun. 30, 2020USD ($)gal | Jun. 30, 2019USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||
(Gain) loss on disposal or impairment of assets, net | $ 1,065 | $ 0 |
Amount received from DCC and Superior for propane sales | 600 | |
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||
Revenues | 16,198 | 4,766,000 |
Cost of sales | 16,311 | 4,763,537 |
Operating expenses | 208 | 2,955 |
General and administrative expense | 0 | 21 |
Depreciation and amortization | 0 | 454 |
(Gain) loss on disposal or impairment of assets, net | 1,065 | 0 |
Operating loss from discontinued operations | (1,386) | (967) |
Interest expense | (100) | (31) |
Other income, net | 0 | 65 |
Loss from discontinued operations before taxes | (1,486) | (933) |
Income tax expense | 0 | (10) |
Loss From Discontinued Operations, net of Tax | $ (1,486) | $ (943) |
Propane sales | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||
Sale commitments (in gallons) | gal | 56.8 | |
Sale commitments (in dollars) | $ 37,400 | |
Gas Blending | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||
(Gain) loss on disposal or impairment of assets, net | (1,000) | |
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||
(Gain) loss on disposal or impairment of assets, net | (1,000) | |
TPSL | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||
(Gain) loss on disposal or impairment of assets, net | 100 | |
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||
(Gain) loss on disposal or impairment of assets, net | $ 100 |