Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Dec. 31, 2020 | Feb. 05, 2021 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Dec. 31, 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 | 129,168,035 | |
Entity Central Index Key | 0001504461 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
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 | 9 Months Ended | |
Dec. 31, 2020 | Mar. 31, 2020 | |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 9,223 | $ 22,704 |
Accounts receivable-trade, net of allowance for expected credit losses of $3,681 and $4,540, respectively | 599,207 | 566,834 |
Accounts receivable-affiliates | 17,194 | 12,934 |
Inventories | 169,654 | 69,634 |
Prepaid expenses and other current assets | 120,414 | 101,981 |
Total current assets | 915,692 | 774,087 |
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of $663,185 and $529,068, respectively | 2,744,374 | 2,851,555 |
PROPERTY, PLANT AND EQUIPMENT, accumulated depreciation | (663,185) | (529,068) |
GOODWILL | 744,439 | 993,587 |
INTANGIBLE ASSETS, net of accumulated amortization of $494,910 and $631,449, respectively | 1,322,697 | 1,612,480 |
INTANGIBLE ASSETS, accumulated amortization | (494,910) | (631,449) |
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 21,589 | 23,182 |
OPERATING LEASE RIGHT-OF-USE ASSETS | 156,398 | 180,708 |
OTHER NONCURRENT ASSETS | 46,521 | 63,137 |
Total assets | 5,951,710 | 6,498,736 |
CURRENT LIABILITIES: | ||
Accounts payable-trade | 506,792 | 515,049 |
Accounts payable-affiliates | 42,604 | 17,717 |
Accrued expenses and other payables | 102,769 | 232,062 |
Advance payments received from customers | 17,024 | 19,536 |
Current maturities of long-term debt | 2,146 | 4,683 |
Operating lease obligations | 48,082 | 56,776 |
Total current liabilities | 719,417 | 845,823 |
LONG-TERM DEBT, net of debt issuance costs of $20,426 and $19,795, respectively, and current maturities | 3,278,443 | 3,144,848 |
Debt issuance costs, noncurrent, net | (20,426) | (19,795) |
OPERATING LEASE OBLIGATIONS | 106,292 | 121,013 |
OTHER NONCURRENT LIABILITIES | 103,888 | 114,079 |
COMMITMENTS AND CONTINGENCIES (NOTE 9) | ||
EQUITY: | ||
General partner, representing a 0.1% interest, 129,297 and 128,901 notional units, respectively | (51,935) | (51,390) |
Limited partners, representing a 99.9% interest,129,168,035 and 128,771,715 common units issued and outstanding, respectively | 826,973 | 1,366,152 |
Accumulated other comprehensive loss | (266) | (385) |
Noncontrolling interests | 69,442 | 72,954 |
Total equity | 1,192,573 | 1,735,690 |
Total liabilities and equity | $ 5,951,710 | $ 6,498,736 |
General Partner | ||
EQUITY: | ||
General partner interest | 0.10% | |
General partner, notional units outstanding (in units) | 129,297 | 128,901 |
Limited Partner | ||
EQUITY: | ||
Limited partner interest | 99.90% | |
Limited partners, common units issued and outstanding (in units) | 129,168,035 | 128,771,715 |
Class D Preferred Units | ||
CURRENT LIABILITIES: | ||
PREFERRED UNITS | $ 551,097 | $ 537,283 |
Preferred units dividend rate | 9.00% | |
Temporary equity, issued and outstanding (in units) | 600,000 | 600,000 |
Class B Perpetual Preferred Units | ||
EQUITY: | ||
Preferred limited partners | $ 305,468 | $ 305,468 |
Preferred units, issued and outstanding (in units) | 12,585,642 | 12,585,642 |
Class C Perpetual Preferred Units | ||
EQUITY: | ||
Preferred limited partners | $ 42,891 | $ 42,891 |
Preferred units, issued and outstanding (in units) | 1,800,000 | 1,800,000 |
Trade Accounts Receivable | ||
CURRENT ASSETS: | ||
Accounts receivable, allowance for expected credit loss | $ 3,681 | $ 4,540 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
REVENUES: | ||||
Crude Oil Logistics | $ 485,289 | $ 690,989 | $ 1,228,169 | $ 2,048,301 |
Water Solutions | 98,925 | 121,607 | 275,668 | 294,639 |
Liquids and Refined Products | 877,491 | 1,413,653 | 1,969,813 | 3,559,017 |
Other | 314 | 280 | 942 | 799 |
Total Revenues | 1,462,019 | 2,226,529 | 3,474,592 | 5,902,756 |
COST OF SALES: | ||||
Crude Oil Logistics | 448,933 | 628,443 | 1,053,261 | 1,847,382 |
Water Solutions | 3,280 | 14,004 | 8,559 | 4,701 |
Liquids and Refined Products | 826,211 | 1,292,588 | 1,857,633 | 3,361,185 |
Other | 455 | 437 | 1,363 | 1,337 |
Total Cost of Sales | 1,278,879 | 1,935,472 | 2,920,816 | 5,214,605 |
OPERATING COSTS AND EXPENSES: | ||||
Operating | 61,427 | 94,412 | 182,468 | 230,610 |
General and administrative | 16,044 | 29,150 | 50,677 | 93,400 |
Depreciation and amortization | 78,200 | 73,726 | 249,655 | 190,593 |
Loss (gain) on disposal or impairment of assets, net | 373,776 | (12,626) | 391,752 | (10,482) |
Revaluation of liabilities | 0 | 10,000 | 0 | 10,000 |
Operating (Loss) Income | (346,307) | 96,395 | (320,776) | 174,030 |
OTHER INCOME (EXPENSE): | ||||
Equity in earnings of unconsolidated entities | 344 | 534 | 1,134 | 277 |
Interest expense | (47,252) | (46,920) | (138,148) | (131,814) |
Gain on early extinguishment of liabilities, net | 11,190 | 0 | 44,292 | 0 |
Other income (expense), net | 440 | (226) | 3,060 | 967 |
(Loss) Income From Continuing Operations Before Income Taxes | (381,585) | 49,783 | (410,438) | 43,460 |
INCOME TAX BENEFIT (EXPENSE) | 1,162 | (677) | 2,237 | (996) |
(Loss) Income From Continuing Operations | (380,423) | 49,106 | (408,201) | 42,464 |
Loss From Discontinued Operations, net of Tax | (107) | (6,115) | (1,746) | (192,800) |
Net (Loss) Income | (380,530) | 42,991 | (409,947) | (150,336) |
LESS: NET LOSS (INCOME) ATTRIBUTABLE TO NONCONTROLLING INTERESTS | 34 | 166 | (185) | 563 |
NET (LOSS) INCOME ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | (380,496) | 43,157 | (410,132) | (149,773) |
NET (LOSS) INCOME FROM CONTINUING OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | (403,755) | 28,895 | (477,503) | (123,792) |
NET LOSS FROM DISCONTINUED OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | (107) | (6,109) | (1,744) | (192,607) |
NET (LOSS) INCOME ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | $ (403,862) | $ 22,786 | $ (479,247) | $ (316,399) |
BASIC (LOSS) INCOME PER COMMON UNIT | ||||
(Loss) Income From Continuing Operations | $ (3.13) | $ 0.23 | $ (3.71) | $ (0.97) |
Loss From Discontinued Operations, net of Tax | 0 | (0.05) | (0.01) | (1.52) |
Net (Loss) Income | (3.13) | 0.18 | (3.72) | (2.49) |
DILUTED (LOSS) INCOME PER COMMON UNIT | ||||
(Loss) Income From Continuing Operations | (3.13) | 0.22 | (3.71) | (0.97) |
Loss From Discontinued Operations, net of Tax | 0 | (0.05) | (0.01) | (1.52) |
Net (Loss) Income | $ (3.13) | $ 0.18 | $ (3.72) | $ (2.49) |
BASIC WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 128,991,414 | 128,201,369 | 128,845,214 | 127,026,510 |
DILUTED WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 128,991,414 | 129,358,590 | 128,845,214 | 127,026,510 |
Weighted-average remaining amortization period for intangible assets | 20 years 3 months 18 days |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net (loss) income | $ (380,530) | $ 42,991 | $ (409,947) | $ (150,336) |
Other comprehensive income | 41 | 16 | 119 | 7 |
Comprehensive (loss) income | $ (380,489) | $ 43,007 | $ (409,828) | $ (150,329) |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Accumulated other comprehensive (loss) income | Preferred Class B and Class C Preferred Units | Noncontrolling Interests | Preferred Class B and Class C 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, 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 | ||||||||
Investment in NGL Energy Holdings LLC | 15,226 | |||||||
Other comprehensive loss | 7 | |||||||
Ending Balance (in units) at Dec. 31, 2019 | 14,385,642 | 128,348,906 | ||||||
Ending Balance at Dec. 31, 2019 | 2,053,917 | (248) | 74,739 | 348,393 | (51,038) | 1,682,071 | ||
Beginning Balance (in units) at Jun. 30, 2019 | 10,200,000 | 125,966,868 | ||||||
Beginning Balance at Jun. 30, 2019 | 2,150,265 | (218) | 58,480 | 245,369 | (50,773) | 1,897,407 | ||
Increase (Decrease) in Partnership Capital | ||||||||
Distributions to general and common unit partners and preferred unitholders (Note 10) | (55,110) | (85) | (55,025) | |||||
Distributions to noncontrolling interest owners | (570) | (570) | ||||||
Preferred units, issued (in units) | 4,185,642 | |||||||
Preferred units issued, net of offering costs | 102,757 | 102,757 | ||||||
Equity issued pursuant to incentive compensation plan (in units) | 2,151,781 | |||||||
Equity issued pursuant to incentive compensation plan (Note 10) | 26,593 | 27 | 26,566 | |||||
Investment in NGL Energy Holdings LLC | (11,466) | (11,466) | ||||||
Common unit repurchases and cancellations | (1,098) | (1,098) | ||||||
Common unit repurchases and cancellations (in units) | (78,229) | |||||||
Class C preferred unit issuance costs | 267 | 267 | ||||||
Issuance of warrants, net of offering costs | 41,685 | 41,685 | ||||||
Net (loss) income | (201,366) | (129) | (183) | (201,054) | ||||
Other comprehensive loss | (46) | (46) | ||||||
Ending Balance (in units) at Sep. 30, 2019 | 14,385,642 | 128,040,420 | ||||||
Ending Balance at Sep. 30, 2019 | 2,051,911 | (264) | 57,781 | 348,393 | (51,014) | 1,697,015 | ||
Increase (Decrease) in Partnership Capital | ||||||||
Distributions to general and common unit partners and preferred unitholders (Note 10) | (69,439) | (86) | (69,353) | |||||
Equity issued pursuant to incentive compensation plan (in units) | 318,975 | |||||||
Equity issued pursuant to incentive compensation plan (Note 10) | 1,763 | 3 | 1,760 | |||||
Mesquite Disposals Unlimited, LLC (“Mesquite”) acquisition | 17,124 | 17,124 | ||||||
Investment in NGL Energy Holdings LLC | (1,399) | (1,399) | ||||||
Common unit repurchases and cancellations | (107) | (107) | ||||||
Common unit repurchases and cancellations (in units) | (10,489) | |||||||
Issuance of warrants, net of offering costs | 11,057 | 11,057 | ||||||
Net (loss) income | 42,991 | (166) | 59 | 43,098 | ||||
Other comprehensive loss | 16 | 16 | ||||||
Ending Balance (in units) at Dec. 31, 2019 | 14,385,642 | 128,348,906 | ||||||
Ending Balance at Dec. 31, 2019 | 2,053,917 | (248) | 74,739 | 348,393 | (51,038) | 1,682,071 | ||
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 (Note 10) | 1,349 | 1,349 | ||||||
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 | ||
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 | ||||||||
Preferred units issued, net of offering costs | 100 | |||||||
Investment in NGL Energy Holdings LLC | 0 | |||||||
Other comprehensive loss | 119 | |||||||
Ending Balance (in units) at Dec. 31, 2020 | 14,385,642 | 129,168,035 | ||||||
Ending Balance at Dec. 31, 2020 | 1,192,573 | (266) | 69,442 | 348,359 | (51,935) | 826,973 | ||
Increase (Decrease) in Partnership Capital | ||||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | (1,113) | (1) | ||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | Limited Partner | (1,112) | |||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | (1,113) | (1) | ||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | Limited Partner | (1,112) | |||||||
Beginning Balance (in units) at Jun. 30, 2020 | 14,385,642 | 128,771,715 | ||||||
Beginning Balance at Jun. 30, 2020 | 1,650,783 | (341) | 70,748 | 348,359 | (51,474) | 1,283,491 | ||
Increase (Decrease) in Partnership Capital | ||||||||
Distributions to general and common unit partners and preferred unitholders (Note 10) | (47,834) | (26) | (47,808) | |||||
Distributions to noncontrolling interest owners | (598) | (598) | ||||||
Equity issued pursuant to incentive compensation plan (Note 10) | 1,308 | 1,308 | ||||||
Net (loss) income | 5,835 | 168 | (18) | 5,685 | ||||
Other comprehensive loss | 34 | 34 | ||||||
Ending Balance (in units) at Sep. 30, 2020 | 14,385,642 | 128,771,715 | ||||||
Ending Balance at Sep. 30, 2020 | 1,609,528 | (307) | 70,318 | 348,359 | (51,518) | 1,242,676 | ||
Increase (Decrease) in Partnership Capital | ||||||||
Distributions to general and common unit partners and preferred unitholders (Note 10) | (36,660) | (13) | (36,647) | |||||
Distributions to noncontrolling interest owners | (842) | (842) | ||||||
Equity issued pursuant to incentive compensation plan (in units) | 446,475 | |||||||
Equity issued pursuant to incentive compensation plan (Note 10) | 1,170 | 1,170 | ||||||
Common unit repurchases and cancellations | (134) | (134) | ||||||
Common unit repurchases and cancellations (in units) | (50,155) | |||||||
Net (loss) income | (380,530) | (34) | (404) | (380,092) | ||||
Other comprehensive loss | 41 | 41 | ||||||
Ending Balance (in units) at Dec. 31, 2020 | 14,385,642 | 129,168,035 | ||||||
Ending Balance at Dec. 31, 2020 | $ 1,192,573 | $ (266) | $ 69,442 | $ 348,359 | $ (51,935) | $ 826,973 |
Unaudited Condensed Consolida_5
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
OPERATING ACTIVITIES: | ||
Net loss | $ (409,947) | $ (150,336) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Loss from discontinued operations, net of tax | 1,746 | 192,800 |
Depreciation and amortization, including amortization of debt issuance costs | 260,054 | 198,613 |
(Gain) loss on early extinguishment of liabilities, net | (44,292) | 10,000 |
Non-cash equity-based compensation expense | 5,678 | 27,209 |
Loss (gain) on disposal or impairment of assets, net | 391,752 | (10,482) |
Provision for expected credit losses | 5,693 | 718 |
Net adjustments to fair value of commodity derivatives | 55,162 | (773) |
Equity in earnings of unconsolidated entities | (1,134) | (277) |
Distributions of earnings from unconsolidated entities | 3,355 | 0 |
Lower of cost or net realizable value adjustments | 754 | 291 |
Other | 1,405 | 1,630 |
Changes in operating assets and liabilities, exclusive of acquisitions: | ||
Accounts receivable-trade and affiliates | (42,759) | 58,457 |
Inventories | (100,806) | (50,658) |
Other current and noncurrent assets | 34,454 | 11,061 |
Accounts payable-trade and affiliates | 97,842 | (31,862) |
Other current and noncurrent liabilities | (71,643) | 17,197 |
Net cash provided by operating activities-continuing operations | 187,314 | 273,588 |
Net cash (used in) provided by operating activities-discontinued operations | (1,714) | 59,890 |
Net cash provided by operating activities | 185,600 | 333,478 |
INVESTING ACTIVITIES: | ||
Capital expenditures | (151,644) | (427,253) |
Acquisitions, net of cash acquired | 0 | (1,262,853) |
Net settlements of commodity derivatives | (40,815) | 2,735 |
Proceeds from sales of assets | 42,121 | 17,056 |
Investments in unconsolidated entities | (638) | (21,272) |
Distributions of capital from unconsolidated entities | 10 | 440 |
Repayments on loan for natural gas liquids facility | 0 | 3,022 |
Net cash used in investing activities-continuing operations | (150,966) | (1,688,125) |
Net cash provided by investing activities-discontinued operations | 0 | 281,908 |
Net cash used in investing activities | (150,966) | (1,406,217) |
FINANCING ACTIVITIES: | ||
Proceeds from borrowings under Revolving Credit Facility | 1,016,000 | 3,461,000 |
Payments on Revolving Credit Facility | (805,000) | (3,240,000) |
Issuance of senior unsecured notes and term credit agreement | 250,000 | 700,000 |
Repayment of bridge term credit agreement | (250,000) | 0 |
Repurchase of senior unsecured notes | (75,081) | 0 |
Proceeds from borrowings on other long-term debt | 48,750 | 0 |
Payments on other long-term debt | (5,013) | (489) |
Debt issuance costs | (10,145) | (13,198) |
Distributions to general and common unit partners and preferred unitholders | (118,358) | (180,021) |
Distributions to noncontrolling interest owners | (3,697) | (570) |
Proceeds from sale of preferred units, net of offering costs | 0 | 622,965 |
Payments for redemption of preferred units | 0 | (265,128) |
Common unit repurchases and cancellations | (134) | (1,205) |
Payments for settlement and early extinguishment of liabilities | (95,437) | (1,953) |
Investment in NGL Energy Holdings LLC | 0 | (15,226) |
Net cash (used in) provided by financing activities | (48,115) | 1,066,175 |
Net decrease in cash and cash equivalents | (13,481) | (6,564) |
Cash and cash equivalents, beginning of period | 22,704 | 18,572 |
Cash and cash equivalents, end of period | 9,223 | 12,008 |
Supplemental cash flow information: | ||
Cash interest paid | 145,375 | 123,562 |
Income taxes paid (net of income tax refunds) | 2,232 | 4,272 |
Supplemental non-cash investing and financing activities: | ||
Distributions declared but not paid to Class B, Class C and Class D preferred unitholders | 21,976 | 12,612 |
Accrued capital expenditures | $ 3,146 | $ 40,834 |
Organization and Operations
Organization and Operations | 9 Months Ended |
Dec. 31, 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 December 31, 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 | 9 Months Ended |
Dec. 31, 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 $47.4 million and $56.4 million at December 31, 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 sheets. 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 nine months ended December 31, 2020 was $3.0 million with an effective tax rate of 23.9%. The deferred tax benefit recorded during the nine months ended December 31, 2019 was $1.4 million with an effective tax rate of 25.1%. 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 December 31, 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: December 31, 2020 March 31, 2020 (in thousands) Propane $ 83,164 $ 25,163 Butane 22,341 9,619 Crude oil 41,837 18,201 Biodiesel 10,400 8,195 Ethanol 2,885 1,834 Diesel 1,803 2,414 Other 7,224 4,208 Total $ 169,654 $ 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 December 31, 2020 March 31, 2020 (in thousands) Water services and land company Water Solutions 50% November 2019 $ 15,143 $ 16,607 Water services and land company Water Solutions 50% November 2019 2,016 2,092 Water services and land company Water Solutions 10% November 2019 3,200 3,384 Aircraft company (2) Corporate and Other 50% June 2019 627 447 Water services company Water Solutions 50% August 2018 429 449 Natural gas liquids terminal company Liquids and Refined Products 50% March 2019 174 203 Total $ 21,589 $ 23,182 (1) Ownership interest percentages are at December 31, 2020. (2) This is an investment with a related party. Other Noncurrent Assets Other noncurrent assets consist of the following at the dates indicated: December 31, 2020 March 31, 2020 (in thousands) Loan receivable (1) $ 2,917 $ 5,374 Line fill (2) 23,039 25,763 Minimum shipping fees - pipeline commitments (3) 14,239 17,443 Other 6,326 14,557 Total $ 46,521 $ 63,137 (1) Amounts at December 31, 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 December 31, 2020 and March 31, 2020, line fill consisted of 335,069 barrels of crude oil. At March 31, 2020, line fill also consisted of 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 December 31, 2020, the deficiency credit was $18.5 million, of which $4.3 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: December 31, 2020 March 31, 2020 (in thousands) Accrued compensation and benefits $ 27,579 $ 29,990 Excise and other tax liabilities 10,273 9,941 Derivative liabilities 679 17,777 Accrued interest 23,126 39,803 Product exchange liabilities 4,972 1,687 Contingent consideration liability (1) 2,419 102,419 Other 33,721 30,445 Total $ 102,769 $ 232,062 (1) Decrease is due to the monthly installment payments made during the nine months ended December 31, 2020 related to our acquisition of certain assets of Mesquite. We made our last installment payment in December 2020. 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) Income Per Common Unit
(Loss) Income Per Common Unit | 9 Months Ended |
Dec. 31, 2020 | |
Earnings Per Unit [Abstract] | |
(Loss) Income Per Common Unit | (Loss) Income 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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 Weighted average common units outstanding during the period: Common units - Basic 128,991,414 128,201,369 128,845,214 127,026,510 Effect of Dilutive Securities: Service awards — 1,157,221 — — Common units - Diluted 128,991,414 129,358,590 128,845,214 127,026,510 For the three months ended December 31, 2020 and the nine months ended December 31, 2020 and 2019, all potential common units or convertible securities were considered antidilutive. For the three months ended December 31, 2019, the warrants were antidilutive. Our (loss) income per common unit is as follows for the periods indicated: Three Months Ended December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands, except unit and per unit amounts) (Loss) income from continuing operations $ (380,423) $ 49,106 $ (408,201) $ 42,464 Less: Continuing operations loss (income) attributable to noncontrolling interests 34 166 (185) 563 Net (loss) income from continuing operations attributable to NGL Energy Partners LP (380,389) 49,272 (408,386) 43,027 Less: Distributions to preferred unitholders (1) (23,770) (20,312) (69,594) (166,835) Less: Continuing operations net loss (income) allocated to general partner (2) 404 (65) 477 16 Net (loss) income from continuing operations allocated to common unitholders $ (403,755) $ 28,895 $ (477,503) $ (123,792) Loss from discontinued operations, net of tax $ (107) $ (6,115) $ (1,746) $ (192,800) Less: Discontinued operations loss allocated to general partner (2) — 6 2 193 Net loss from discontinued operations allocated to common unitholders $ (107) $ (6,109) $ (1,744) $ (192,607) Net (loss) income allocated to common unitholders $ (403,862) $ 22,786 $ (479,247) $ (316,399) Basic (loss) income per common unit (Loss) income from continuing operations $ (3.13) $ 0.23 $ (3.71) $ (0.97) Loss from discontinued operations, net of tax $ — $ (0.05) $ (0.01) $ (1.52) Net (loss) income $ (3.13) $ 0.18 $ (3.72) $ (2.49) Diluted (loss) income per common unit (Loss) income from continuing operations $ (3.13) $ 0.22 $ (3.71) $ (0.97) Loss from discontinued operations, net of tax $ — $ (0.05) $ (0.01) $ (1.52) Net (loss) income $ (3.13) $ 0.18 $ (3.72) $ (2.49) Basic weighted average common units outstanding 128,991,414 128,201,369 128,845,214 127,026,510 Diluted weighted average common units outstanding 128,991,414 129,358,590 128,845,214 127,026,510 (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 nine months ended December 31, 2019. (2) Net loss (income) allocated to the general partner includes distributions to which it is entitled as the holder of incentive distribution rights. |
Acquisitions
Acquisitions | 9 Months Ended |
Dec. 31, 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 As of December 31, 2020, we completed the acquisition accounting for this acquisition. During the nine months ended December 31, 2020, we received additional information and recorded a decrease of $0.7 million to current assets, a decrease of $5.1 million to current liabilities and a decrease of $6.0 million to the deferred tax liability with the offset to goodwill. Also, there was a $0.9 million decrease to the preliminary purchase price as a result of a true up to the working capital acquired. This amount was recorded as an offset to goodwill. There were no other adjustments to the fair value of assets acquired and liabilities assumed during the nine months ended December 31, 2020. |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Dec. 31, 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 December 31, 2020 March 31, 2020 (in years) (in thousands) Natural gas liquids terminal and storage assets 2 - 30 $ 317,112 $ 314,694 Pipeline and related facilities 30 - 40 244,079 244,751 Vehicles and railcars 3 - 25 126,097 123,937 Water treatment facilities and equipment 3 - 30 1,869,594 1,525,859 Crude oil tanks and related equipment 2 - 30 234,037 234,143 Barges and towboats 5 - 30 136,759 125,162 Information technology equipment 3 - 7 48,956 34,261 Buildings and leasehold improvements 3 - 40 159,364 151,690 Land 100,492 91,446 Tank bottoms and line fill (1) 20,275 20,346 Other 3 - 20 15,176 14,627 Construction in progress 135,618 499,707 3,407,559 3,380,623 Accumulated depreciation (663,185) (529,068) Net property, plant and equipment $ 2,744,374 $ 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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Depreciation expense $ 45,139 $ 37,687 $ 145,152 $ 94,477 Capitalized interest expense $ 450 $ 439 $ 2,563 $ 439 Amounts in the table above for the three months and nine months ended December 31, 2019 do not include depreciation expense and capitalized interest expense related to TransMontaigne Product Services, LLC (“TPSL”), as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statements 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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Crude Oil Logistics $ (72) $ 198 $ 1,772 $ (592) Water Solutions (17,877) 4,476 (11,137) 8,075 Liquids and Refined Products (43) (26) 4 (33) Corporate and Other 1 — (1) — Total $ (17,991) $ 4,648 $ (9,362) $ 7,450 |
Goodwill
Goodwill | 9 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The following table summarizes changes in goodwill by segment during the nine months ended December 31, 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) — (11,348) — (11,348) Impairment (237,800) — — (237,800) Balances at December 31, 2020 $ 342,046 $ 283,310 $ 119,083 $ 744,439 Goodwill Impairment As discussed in Note 17, in December 2020, we reached a settlement in the Extraction Oil & Gas, Inc.(“Extraction”) bankruptcy case, which is expected to result in decreases in future cash flows for certain of our assets. Based on this aforementioned event, we concluded that a triggering event occurred, which required us to perform a quantitative impairment test as of December 31, 2020 for our Crude Oil Logistics reporting unit. We estimated the fair value of the Crude Oil Logistics reporting unit based on the income approach, also known as the discounted cash flow method, which utilizes the present value of future expected cash flows to estimate the fair value. The future cash flows of the Crude Oil Logistics reporting unit were projected based upon estimates as of the test date of future revenues, operating expenses and cash outflows necessary to support these cash flows, including working capital and maintenance capital expenditures. We also considered expectations regarding: (i) the crude oil price environment as reflected in crude oil forward prices as of the test date, (ii) volumes based on historical information and estimates of future drilling and completion activity, as well as expectations for future demand recovery and (iii) estimated fixed and variable costs. The discounted cash flows for the Crude Oil Logistics reporting unit were based on five years of projected cash flows and we applied discount rates and terminal multiples that we believe would be applied by a theoretical market participant in similar market transactions. Based on this test, we concluded that the fair value of the Crude Oil Logistics reporting unit was less than its carrying value by approximately 17.0%. During the three months ended December 31, 2020, in our Crude Oil Logistics reporting unit, we recorded a goodwill impairment charge of $237.8 million within loss (gain) on disposal or impairment of assets, net in our unaudited condensed consolidated statement of operations. |
Intangible Assets
Intangible Assets | 9 Months Ended |
Dec. 31, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible Assets | Intangible Assets Our intangible assets consist of the following at the dates indicated: December 31, 2020 March 31, 2020 Description Amortizable Lives Gross Carrying Accumulated Net Gross Carrying Accumulated Net (in years) (in thousands) Amortizable: Customer relationships 3 - 30 $ 1,318,639 $ (394,285) $ 924,354 $ 1,435,573 $ (445,250) $ 990,323 Customer commitments 10 - 25 192,000 (11,520) 180,480 502,000 (111,677) 390,323 Pipeline capacity rights 30 7,799 (1,842) 5,957 7,799 (1,647) 6,152 Rights-of-way and easements 1 - 45 90,620 (8,522) 82,098 89,476 (6,506) 82,970 Water rights 13 - 30 100,368 (12,933) 87,435 100,937 (8,441) 92,496 Executory contracts and other agreements 5 - 30 48,689 (20,512) 28,177 48,570 (18,210) 30,360 Non-compete agreements 2 - 24 12,100 (5,626) 6,474 12,723 (4,735) 7,988 Debt issuance costs (1) 3 - 5 44,592 (39,670) 4,922 44,051 (34,983) 9,068 Total amortizable 1,814,807 (494,910) 1,319,897 2,241,129 (631,449) 1,609,680 Non-amortizable: Trade names 2,800 — 2,800 2,800 — 2,800 Total $ 1,817,607 $ (494,910) $ 1,322,697 $ 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 Caverns, LLC (“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 20.3 years. During the three months ended December 31, 2020, we recorded an impairment charge of $145.8 million against the customer commitment intangible asset related to a transportation contract with Extraction that was rejected as part of Extraction’s bankruptcy. See Note 17 for a further discussion of Extraction’s bankruptcy and the impairment of the intangible asset. Amortization expense is as follows for the periods indicated: Three Months Ended December 31, Nine Months Ended December 31, Recorded In 2020 2019 2020 2019 (in thousands) Depreciation and amortization $ 33,061 $ 36,039 $ 104,503 $ 96,116 Cost of sales 77 86 230 262 Interest expense 1,595 1,371 4,687 3,927 Operating expenses 62 110 185 372 Total $ 34,795 $ 37,606 $ 109,605 $ 100,677 Amounts in the table above for the three months and nine months ended December 31, 2019 do not include amortization expense related to TPSL, as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statements of operations (see Note 18). Expected amortization of our intangible assets is as follows (in thousands): Fiscal Year Ending March 31, 2021 (three months) $ 27,060 2022 100,347 2023 91,729 2024 85,527 2025 69,296 Thereafter 945,938 Total $ 1,319,897 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Our long-term debt consists of the following at the dates indicated: December 31, 2020 March 31, 2020 Face Unamortized Book Face Unamortized Book (in thousands) Revolving credit facility: Expansion capital borrowings $ 1,478,000 $ — $ 1,478,000 $ 1,120,000 $ — $ 1,120,000 Working capital borrowings 203,000 — 203,000 350,000 — 350,000 Senior unsecured notes: 7.500% Notes due 2023 (“2023 Notes”) 555,251 (3,908) 551,343 607,323 (5,405) 601,918 6.125% Notes due 2025 (“2025 Notes”) 380,020 (3,507) 376,513 387,320 (4,217) 383,103 7.500% Notes due 2026 (“2026 Notes”) 386,323 (5,247) 381,076 450,000 (6,975) 443,025 Bridge term credit agreement — — — 250,000 (3,198) 246,802 Term credit agreement 250,000 (7,692) 242,308 — — — Other long-term debt 48,421 (72) 48,349 4,683 — 4,683 3,301,015 (20,426) 3,280,589 3,169,326 (19,795) 3,149,531 Less: Current maturities 2,146 — 2,146 4,683 — 4,683 Long-term debt $ 3,298,869 $ (20,426) $ 3,278,443 $ 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. Recent Developments On February 4, 2021, we closed on our private offering of $2.05 billion of 7.5% 2026 senior secured notes (“2026 Senior Secured Notes”) and our new credit agreement (the “New Credit Agreement”) which consists of a $500.0 million asset-based revolving credit facility (“ABL Facility”). We estimate that total offering costs and expenses will be approximately $150.0 million, which includes certain make-whole and consent costs. We used the net proceeds from the issuance of the 2026 Senior Secured Notes (along with borrowings under our new ABL Facility) to (i) repay all outstanding borrowings under and terminate our existing revolving credit facility, (ii) repay all outstanding borrowings under and terminate our term credit agreement and (iii) pay fees and expenses in connection therewith as well as fees and expenses in connection with the issuance of the 2026 Senior Secured Notes and entering into the ABL Facility. 2026 Senior Secured Notes The 2026 Senior Secured Notes bear interest at 7.5%, which is payable on February 1 and August 1 of each year, beginning on August 1, 2021. The 2026 Senior Secured Notes mature on February 1, 2026. The 2026 Senior Secured Notes were issued pursuant to an indenture dated February 4, 2021 (the “Indenture”). The 2026 Senior Secured Notes are secured by first priority liens in substantially all of our assets other than our accounts receivable, inventory, pledged deposit accounts, cash and cash equivalents, renewable energy tax credits and related assets and second priority liens in our accounts receivable, inventory, pledged deposit accounts, cash and cash equivalents, renewable energy tax credits and related assets. The Indenture contains covenants that, among other things, limit our ability to: pay distributions or make other restricted payments or repurchase stock; incur or guarantee additional indebtedness or issue disqualified stock or certain preferred stock; make certain investments; create or incur liens; sell assets; enter into restrictions affecting the ability of restricted subsidiaries to make distributions, make loans or advances or transfer assets to the guarantors (including the Partnership); enter into certain transactions with our affiliates; designate restricted subsidiaries as unrestricted subsidiaries; and merge, consolidate or transfer or sell all or substantially all of our assets. The Indenture specifically restricts our ability to pay distributions until our Total Leverage Ratio (as defined in the Indenture) for the most recently ended four full fiscal quarters at the time of the distribution is not greater than 4.75 to 1.00. These covenants are subject to a number of important exceptions and qualifications. We have an option to redeem all or a portion of the 2026 Senior Secured Notes at any time on or after February 1, 2023 at fixed redemption prices contained within the Indenture. Prior to such time, we, at our option, may redeem up to 40% of the aggregate principal amount of the 2026 Senior Secured Notes with an amount of cash not greater than the net cash proceeds from certain equity offerings at the redemption price specified in the Indenture. In addition, before February 1, 2023, we may redeem some or all of the 2026 Senior Secured Notes at a redemption price equal to 100% of the aggregate principal amount of the 2026 Senior Secured Notes redeemed, plus the applicable premium as specified in the Indenture and accrued and unpaid interest, if any, to, but not including, the redemption date. If we experience certain kinds of change of control triggering events, we will be required to offer to repurchase the 2026 Senior Secured Notes at 101% of the aggregate principal amount of the 2026 Senior Secured Notes repurchased plus accrued and unpaid interest on the 2026 Senior Secured Notes repurchased to, but not including, the date of purchase. ABL Facility Our new $500.0 million ABL Facility is subject to a borrowing base, which includes a sub-limit for letters of credit. The initial borrowing base is $500.0 million and the sub-limit for letters of credit is $200.0 million. The ABL Facility is secured by a lien on substantially all of our assets, including among other things, a first priority lien on our accounts receivable, inventory, pledged deposit accounts, cash and cash equivalents, renewable energy tax credits and related assets. and a second priority lien on our all of our other assets. The ABL Facility is scheduled to mature at the earliest of (a) February 4, 2026 or (b) 91 days prior to the earliest maturity date in respect to any of our indebtedness in an aggregate principal amount of $50.0 million or greater, if such indebtedness is outstanding at such time, subject to certain exceptions. The ABL Facility bears interest at a LIBOR-based rate (with such customary provisions under the ABL Facility providing for the replacement of LIBOR with any successor rate) or an alternate base rate, in each case plus an applicable borrowing margin based on our Fixed Charge Coverage Ratio (as defined in the New Credit Agreement). The applicable margin for alternate base rate loans varies from 1.50% to 2.00% and the applicable margin for LIBOR-based loans varies from 2.50% to 3.00%. In addition, a commitment fee will be charged and payable quarterly in arrears based on the average daily unused portion of the revolving commitments under the ABL Facility. Such commitment fee will be 0.50% per year, subject to a reduction to 0.375% in the event our Fixed Charge Coverage Ratio is greater than 1.75 to 1.00. The New Credit Agreement contains various affirmative and negative covenants, including financial reporting requirements and limitations on indebtedness, liens, mergers, consolidations, liquidations and dissolutions, sales of assets, distributions and other restricted payments, investments (including acquisitions) and transactions with affiliates. The New Credit Agreement contains, as the only financial covenant, a minimum Fixed Charge Coverage Ratio financial covenant that is tested based on the financial statements for the most recently ended fiscal quarter upon the occurrence and during the continuation of a Cash Dominion Event (as defined in the New Credit Agreement). We are in compliance with all of the covenants under the ABL Facility. Related Party Transaction In order to complete the transactions described above, we were required to receive the consent of the holders of our Class D Preferred Units (as defined herein), who are represented on the board of directors of our general partner. For their consent, we paid to the holders of the Class D Preferred Units $40.0 million. Credit Agreement We were party to a credit agreement (“Credit Agreement”) with a syndicate of banks. The Credit Agreement provided up to $1.915 billion in aggregate commitments and consisted 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 $140.1 million on the Working Capital Facility at December 31, 2020. The capacity under the Working Capital Facility could be limited by a “borrowing base” (as defined in the Credit Agreement) which was calculated based on the value of certain working capital items at any point in time. At December 31, 2020, the borrowings under the Credit Agreement had a weighted average interest rate of 2.94%, calculated as the weighted average LIBOR rate of 0.16% plus a margin of 2.75% for LIBOR borrowings and the prime rate of 3.25% plus a margin of 1.75% on alternate base rate borrowings. At December 31, 2020, the interest rate in effect on letters of credit was 2.75%. Commitment fees are charged at a rate ranging from 0.375% to 0.50% on any unused capacity. As discussed above, on February 4, 2021, we repaid all of the outstanding borrowings under and terminated the Credit Agreement. The commitments under the Credit Agreement were set to expire on October 5, 2021. As we were able to refinance this short-term obligation on a long-term basis, we have presented the amounts due under the Credit Agreement as long-term as of December 31, 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 periods indicated: Three Months Ended Nine Months Ended December 31, December 31, 2020 2020 (in thousands) 2023 Notes Notes repurchased $ 17,605 $ 52,072 Cash paid (excluding payments of accrued interest) $ 11,814 $ 33,566 Gain on early extinguishment of debt (1) $ 5,661 $ 18,096 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 $ 14,500 $ 63,677 Cash paid (excluding payments of accrued interest) $ 8,768 $ 37,868 Gain on early extinguishment of debt (3) $ 5,529 $ 24,878 (1) Gain on early extinguishment of debt for the three months and nine months ended December 31, 2020 is inclusive of the write-off of debt issuance costs of $0.1 million and $0.4 million, respectively. 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 nine months ended December 31, 2020 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 three months and nine months ended December 31, 2020 is inclusive of the write-off of debt issuance costs of $0.2 million and $0.9 million, respectively. The gain is reported within gain on early extinguishment of liabilities, net within our unaudited condensed consolidated statement of operations. Compliance At December 31, 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 previous Bridge Term Credit Agreement (as defined herein). The commitments under the Term Credit Agreement were set to expire on June 3, 2023 and were callable by us after two years at par. We were 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 were guaranteed by the Partnership and certain of NGL Energy Operating LLC’s (“Borrower”) wholly-owned subsidiaries and were 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 bore 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 December 31, 2020, the borrowings under the Term Credit Agreement had an interest rate of 9.50% (as of December 31, 2020 the reference LIBOR rate was below the LIBOR floor of 1.50%). As discussed above, on February 4, 2021, we repaid all of the outstanding borrowings under and terminated the Term Credit Agreement. This termination required us to pay a make-whole fee of $55.6 million. 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 $2.3 million of debt issuance costs which is reported within gain on early extinguishment of liabilities, net within our unaudited condensed consolidated statement of operations. Sawtooth Credit Agreement On November 27, 2019, 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 December 31, 2020, $3.8 million had been borrowed under the Sawtooth credit agreement. The borrowings under this facility had an average interest rate of 2.65%. Commitment fees are charged at a rate of 0.50% on any unused capacity. Other Long-Term Debt On October 29, 2020, we entered into an equipment loan for $45.0 million with Stonebriar Commercial Finance LLC which bears interest at a rate of 8.6% and is secured by certain of our barges and towboats. We have an aggregate principal balance of $44.7 million at December 31, 2020. The loan matures on November 1, 2027. Debt Maturity Schedule The scheduled maturities of our long-term debt are as follows at December 31, 2020: Fiscal Year Ending March 31, Revolving Senior Term Credit Sawtooth Other Total (in thousands) 2021 (three months) $ — $ — $ — $ — $ 376 $ 376 2022 1,681,000 — — — 2,373 1,683,373 2023 — — — 3,759 2,585 6,344 2024 — 555,251 250,000 — 2,816 808,067 2025 — 380,020 — — 3,068 383,088 Thereafter — 386,323 — — 33,444 419,767 Total $ 1,681,000 $ 1,321,594 $ 250,000 $ 3,759 $ 44,662 $ 3,301,015 Amortization of Debt Issuance Costs Amortization expense for debt issuance costs related to long-term debt was $1.6 million and $1.6 million during the three months ended December 31, 2020 and 2019, respectively, and $5.3 million and $3.5 million during the nine months ended December 31, 2020 and 2019, respectively. Expected amortization of debt issuance costs is as follows (in thousands): Fiscal Year Ending March 31, 2021 (three months) $ 1,609 2022 6,393 2023 6,384 2024 3,204 2025 1,775 Thereafter 1,061 Total $ 20,426 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure | 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. 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 January 7, 2020, the Supreme Court of Delaware (“Supreme Court”) entered an Order accepting an interlocutory appeal of various issues relating to both the quantum meruit and fraudulent misrepresentation verdicts. The Supreme Court heard oral arguments of the parties on November 4, 2020, took the matters presented under advisement and on January 28, 2021, issued a ruling that (a) LCT is not entitled to “benefit-of-the-bargain” damages on its fraud claim; (b) LCT is not entitled to receive fraudulent misrepresentation damages separate from its quantum meruit damages; (c) the trial court abused its discretion when it ordered a new trial on damages relating to LCT’s claim of fraudulent misrepresentation; and (d) the trial court properly ordered a new trial on LCT’s claim of quantum meruit damages. The date for a new trial, to be limited to the quantum meruit claim, has not yet been set by the trial court. Any allocation of the ultimate verdict award, if any, 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 new trial, any post-trial and/or any appellate process has concluded and the verdict is final as a matter of law. As of December 31, 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 December 31, 2020, we have an environmental liability, measured on an undiscounted basis, of $1.8 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 5,778 Liabilities associated with disposed assets (1) (22) Liabilities settled (9) Accretion expense 1,314 Balance at December 31, 2020 $ 25,477 (1) This amount relates to the sale of certain assets (see Note 17). 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 December 31, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (three months) $ 1,411 2022 7,506 2023 4,399 2024 4,399 2025 74 Thereafter 331 Total $ 18,120 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 and nine months ended December 31, 2020, we recorded $0.6 million and $2.0 million, respectively, within operating expense in our unaudited condensed consolidated statements of operations. At December 31, 2020, the range of potential payments we could be obligated to make pursuant to the subsidy agreement could be from $0.0 million to $6.5 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 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 December 31, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (three months) $ 8,708 2022 35,314 2023 35,314 2024 35,410 2025 30,897 Total $ 145,643 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 December 31, 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 (three months) $ 100,635 2,155 $ 9,771 20,514 2022 — — 2,406 5,586 Total $ 100,635 2,155 $ 12,177 26,100 Index-Price Commodity Purchase Commitments: 2021 (three months) $ 544,253 11,555 $ 269,443 359,329 2022 928,468 19,760 36,449 50,929 2023 726,406 15,702 — — 2024 652,178 14,359 — — 2025 458,811 10,220 — — Thereafter 17,437 390 — — Total $ 3,327,553 71,986 $ 305,892 410,258 (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 December 31, 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 (three months) $ 102,064 2,174 $ 85,512 121,917 2022 — — 5,993 10,373 2023 — — 289 454 Total $ 102,064 2,174 $ 91,794 132,744 Index-Price Commodity Sale Commitments: 2021 (three months) $ 477,990 9,814 $ 390,678 415,439 2022 495,340 10,331 40,493 42,948 2023 219,785 4,745 — — 2024 216,292 4,758 — — 2025 213,429 4,745 — — Thereafter 17,492 390 — — Total $ 1,640,328 34,783 $ 431,171 458,387 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 $5.5 million of our prepaid expenses and other current assets and $0.7 million of our accrued expenses and other payables at December 31, 2020. |
Equity
Equity | 9 Months Ended |
Dec. 31, 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 December 31, 2020, we owned 8.69% of our general partner. General Partner Contributions In connection with the issuance of common units for the vesting of restricted units during the nine months ended December 31, 2020, we issued 396 notional units to our general partner for less than $0.1 million in order to maintain its 0.1% interest in us. 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 nine months ended December 31, 2020. Our Distributions The following table summarizes distributions declared on our common units during the last three quarters: Date Declared Record Date Payment Date Amount Per Unit Amount Paid Amount Paid (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 October 27, 2020 November 6, 2020 November 13, 2020 $ 0.1000 $ 12,877 $ 13 No distributions were declared for the common units for the three months ended December 31, 2020 as the board of directors of our general partner decided to temporarily suspend all distributions (common unit distributions beginning with the three months ended December 31, 2020 and all preferred unit distributions beginning with the three months ending March 31, 2021) in order to deleverage our balance sheet and meet the financial performance ratios set within the Indenture of the 2026 Senior Secured Notes, as discussed further in Note 8. 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 four 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 September 15, 2020 September 30, 2020 October 15, 2020 $ 0.5625 $ 7,079 December 17, 2020 January 1, 2021 January 15, 2021 $ 0.5625 $ 7,079 The distribution amount paid on January 15, 2021 is included in accrued expenses and other payables in our unaudited condensed consolidated balance sheet at December 31, 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 four 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 September 15, 2020 September 30, 2020 October 15, 2020 $ 0.6016 $ 1,083 December 17, 2020 January 1, 2021 January 15, 2021 $ 0.6016 $ 1,083 The distribution amount paid on January 15, 2021 is included in accrued expenses and other payables in our unaudited condensed consolidated balance sheet at December 31, 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 December 31, 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 four quarters: Amount Paid/Payable 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 October 27, 2020 November 6, 2020 November 13, 2020 $ 26.01 $ 15,608 January 20, 2021 February 5, 2021 February 12, 2021 $ 26.01 $ 15,608 The distributions for the quarters ended September 30, 2020 and December 31, 2020 include a 1.0% rate increase due to us exceeding the adjusted total leverage ratio, as defined within the amended and restated limited partnership agreement. The distributions paid in cash for both the three months ended March 31, 2020 and June 30, 2020 of $6.9 million represented 50% of the Class D Preferred Units distribution amount, as represented in the table above. In accordance with the terms of our Partnership Agreement, the value of each Class D Preferred Unit automatically increased by the non-cash accretion, which was approximately $6.9 million in the aggregate with respect to the distributions for both the three months ended March 31, 2020 and June 30, 2020. The distributions for the three months ended September 30, 2020 were paid in cash and the distributions for the three months ended December 31, 2020 will also be paid in cash. 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 nine months ended December 31, 2020: Unvested Service Award units at March 31, 2020 1,371,425 Units granted 6,000 Units vested and issued (446,475) Units forfeited (39,000) Unvested Service Award units at December 31, 2020 891,950 In connection with the vesting of certain restricted units during the nine months ended December 31, 2020, we canceled 50,155 of the newly-vested common units in satisfaction of $0.1 million of employee tax liability paid by us. Pursuant to the terms of the LTIP, these canceled units are available for future grants under the LTIP. The following table summarizes the scheduled vesting of our unvested Service Award units at December 31, 2020: Fiscal Year Ending March 31, 2021 (three months) 445,475 2022 446,475 Total 891,950 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 the nine months ended December 31, 2020 was $3.86. 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 December 31, 2020 and 2019, we recorded compensation expense related to Service Award units of $1.2 million and $1.8 million, respectively. During the nine months ended December 31, 2020 and 2019, we recorded compensation expense related to Service Award units of $3.8 million and $6.6 million, respectively. The following table summarizes the estimated future expense we expect to record on the unvested Service Award units at December 31, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (three months) $ 898 2022 1,669 Total $ 2,567 As of December 31, 2020, there are approximately 3.1 million common units remaining available for issuance under the LTIP. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Dec. 31, 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: December 31, 2020 March 31, 2020 Derivative Derivative Derivative Derivative (in thousands) Level 1 measurements $ 8,248 $ (14,451) $ 64,037 $ (2,235) Level 2 measurements 5,466 (700) 25,217 (17,635) 13,714 (15,151) 89,254 (19,870) Netting of counterparty contracts (1) (8,264) 8,264 (2,282) 2,282 Net cash collateral (held) provided (203) 6,203 (50,104) (370) Commodity derivatives $ 5,247 $ (684) $ 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: December 31, 2020 March 31, 2020 (in thousands) Prepaid expenses and other current assets $ 5,247 $ 36,868 Accrued expenses and other payables (679) (17,777) Other noncurrent liabilities (5) (181) Net commodity derivative asset $ 4,563 $ 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 December 31, 2020: Crude oil fixed-price (1) January 2021–December 2021 (1,113) $ (1,163) Propane fixed-price (1) January 2021–December 2022 (670) (2,793) Refined products fixed-price (1) January 2021–December 2021 (172) (430) Butane fixed-price (1) January 2021–January 2022 (56) (1,698) Other January 2021–March 2022 4,647 (1,437) Net cash collateral provided 6,000 Net commodity derivative asset $ 4,563 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 December 31, 2020 and 2019, we recorded a net loss of $24.6 million and a net loss of $15.1 million, respectively, from our commodity derivatives to revenues and cost of sales in our unaudited condensed consolidated statements of operations. During the nine months ended December 31, 2020 and 2019, we recorded a net loss of $55.2 million and a net gain of $0.8 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 and nine months ended December 31, 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 statements 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 December 31, 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 was variable-rate debt with interest rates that are generally indexed to bank prime or LIBOR interest rates. At December 31, 2020, we had $1.7 billion of outstanding borrowings under the Revolving Credit Facility at a weighted average interest rate of 2.94%. The Term Credit Agreement was variable-rate debt with interest rates that are generally indexed to LIBOR interest rates. At December 31, 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 December 31, 2020 (in thousands): Senior Unsecured Notes: 2023 Notes $ 389,601 2025 Notes $ 238,463 2026 Notes $ 237,267 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 | 9 Months Ended |
Dec. 31, 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 and nine months ended December 31, 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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Revenues: Crude Oil Logistics: Topic 606 revenues Crude oil sales $ 455,790 $ 646,296 $ 1,104,692 $ 1,925,039 Crude oil transportation and other 28,407 44,613 118,615 127,767 Non-Topic 606 revenues 2,919 3,585 9,193 10,825 Elimination of intersegment sales (1,827) (3,505) (4,331) (15,330) Total Crude Oil Logistics revenues 485,289 690,989 1,228,169 2,048,301 Water Solutions: Topic 606 revenues Disposal service fees 82,008 94,218 239,390 226,635 Sale of recovered crude oil 6,778 16,470 16,532 45,566 Sale of brackish non-potable water 5,221 5,634 8,201 9,737 Other service revenues 4,918 5,285 11,545 12,701 Total Water Solutions revenues 98,925 121,607 275,668 294,639 Liquids and Refined Products: Topic 606 revenues Refined products sales 286,640 627,590 785,968 1,942,146 Propane sales 276,459 309,668 534,525 564,820 Butane sales 191,710 226,730 336,827 396,776 Other product sales 99,624 145,082 238,377 376,148 Service revenues 4,685 5,181 17,710 22,230 Non-Topic 606 revenues 20,302 105,944 59,816 269,748 Elimination of intersegment sales (1,929) (6,542) (3,410) (12,851) Total Liquids and Refined Products revenues 877,491 1,413,653 1,969,813 3,559,017 Corporate and Other: Non-Topic 606 revenues 314 280 942 799 Total Corporate and Other revenues 314 280 942 799 Total revenues $ 1,462,019 $ 2,226,529 $ 3,474,592 $ 5,902,756 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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Depreciation and Amortization: Crude Oil Logistics $ 16,513 $ 17,950 $ 50,540 $ 53,228 Water Solutions 53,388 48,184 173,865 114,438 Liquids and Refined Products 7,071 7,030 22,406 21,296 Corporate and Other 4,576 3,752 13,243 9,651 Total depreciation and amortization $ 81,548 $ 76,916 $ 260,054 $ 198,613 Operating Income (Loss): Crude Oil Logistics $ (382,192) $ 28,696 $ (310,633) $ 101,018 Water Solutions 15,821 (583) (13,503) 34,380 Liquids and Refined Products 32,438 89,038 51,338 113,207 Corporate and Other (12,374) (20,756) (47,978) (74,575) Total operating (loss) income $ (346,307) $ 96,395 $ (320,776) $ 174,030 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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Crude Oil Logistics $ 785 $ 4,953 $ 9,555 $ 23,817 Water Solutions 5,177 692,826 38,139 1,838,237 Liquids and Refined Products 2,572 2,641 7,292 13,689 Corporate and Other 2,983 2,427 10,887 5,485 Total $ 11,517 $ 702,847 $ 65,873 $ 1,881,228 All of the tables above do not include amounts for the three months and nine months ended December 31, 2019 related to Mid-Con, Gas Blending and TPSL, as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statements 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: December 31, 2020 March 31, 2020 (in thousands) Long-lived assets, net: Crude Oil Logistics $ 1,101,836 $ 1,567,503 Water Solutions 3,209,163 3,382,727 Liquids and Refined Products (1) 614,966 654,530 Corporate and Other 41,943 33,570 Total $ 4,967,908 $ 5,638,330 (1) Includes $19.3 million and $25.9 million of non-US long-lived assets at December 31, 2020 and March 31, 2020, respectively. December 31, 2020 March 31, 2020 (in thousands) Total assets: Crude Oil Logistics $ 1,542,429 $ 1,886,211 Water Solutions 3,319,273 3,539,328 Liquids and Refined Products (1) 1,023,861 972,684 Corporate and Other 66,147 100,513 Total $ 5,951,710 $ 6,498,736 (1) Includes $47.3 million and $37.8 million of non-US total assets at December 31, 2020 and March 31, 2020, respectively. |
Transactions with Affiliates
Transactions with Affiliates | 9 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Transactions with Affiliates | Transactions with AffiliatesA member of the board of directors of our general partner was 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 and cost of sales in our unaudited condensed consolidated statement of operations). We also treat and dispose of produced water and solids received from WPX. On January 7, 2021, Devon Energy Corporation (“Devon”) acquired WPX and the member of the board of directors of our general partner has since retired from WPX/Devon. Due to his retirement, we will no longer be classifying transactions with WPX or Devon as related party transactions after December 31, 2020. The following table summarizes our related party transactions for the periods indicated: Three Months Ended December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Sales to WPX $ 16,888 $ 13,888 $ 39,129 $ 36,716 Purchases from WPX (1) $ 100,427 $ 81,578 $ 216,487 $ 247,745 Sales to entities affiliated with management $ 5,369 $ 3,642 $ 7,492 $ 5,362 Purchases from entities affiliated with management $ 393 $ 953 $ 684 $ 3,068 Purchases from equity method investees $ 689 $ 188 $ 1,434 $ 317 (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: December 31, 2020 March 31, 2020 (in thousands) NGL Energy Holdings LLC $ 8,226 $ 7,781 WPX 5,349 3,563 Entities affiliated with management 1,260 151 Equity method investees 2,359 1,439 Total $ 17,194 $ 12,934 Accounts payable to affiliates consist of the following at the dates indicated: December 31, 2020 March 31, 2020 (in thousands) WPX $ 41,712 $ 17,039 Entities affiliated with management 205 149 Equity method investees 687 529 Total $ 42,604 $ 17,717 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 9 Months Ended |
Dec. 31, 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 December 31, 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 $0.4 million of net losses related to changes in the mark-to-market value of these arrangements recorded during the nine months ended December 31, 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 December 31, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (three months) $ 38,060 2022 107,276 2023 101,540 2024 78,242 2025 56,287 Thereafter 22,638 Total $ 404,043 Contract Assets and Liabilities The following tables summarize the balances of our contract assets and liabilities at the dates indicated: December 31, 2020 March 31, 2020 (in thousands) Accounts receivable from contracts with customers $ 464,610 $ 372,930 Contract liabilities balance at March 31, 2020 $ 19,536 Payment received and deferred 29,018 Payment recognized in revenue (31,530) Contract liabilities balance at December 31, 2020 $ 17,024 |
Leases
Leases | 9 Months Ended |
Dec. 31, 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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Operating lease expense $ 17,048 $ 22,320 $ 53,278 $ 66,707 Variable lease expense 4,737 6,170 13,950 11,835 Short-term lease expense 293 219 1,094 478 Total lease expense $ 22,078 $ 28,709 $ 68,322 $ 79,020 Amounts in the table above for the three months and nine months ended December 31, 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 statements of operations (see Note 18 ) . The following table summarizes maturities of our operating lease obligations at December 31, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (three months) $ 54,882 2022 41,684 2023 26,495 2024 16,593 2025 7,735 Thereafter 52,584 Total lease payments 199,973 Less imputed interest (45,599) Total operating lease obligations $ 154,374 The following table summarizes supplemental cash flow and non-cash information related to our operating leases for the periods indicated: Nine Months Ended December 31, 2020 2019 (1) Cash paid for amounts included in the measurement of operating lease obligations $ 52,849 $ 81,779 Operating lease right-of-use assets obtained in exchange for operating lease obligations $ 24,073 $ 584,538 (1) Amounts 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 December 31, 2020 and 2019, fixed rental revenue was $4.1 million, which includes $0.5 million of sublease revenue, and $4.9 million, which includes $1.3 million of sublease revenue, respectively. During the nine months ended December 31, 2020 and 2019, fixed rental revenue was $12.6 million, which includes $1.9 million of sublease revenue, and $15.8 million, which includes $3.7 million of sublease revenue, respectively. The following table summarizes future minimum lease payments receivable under various noncancelable operating lease agreements at December 31, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (three months) $ 3,938 2022 11,783 2023 8,927 2024 4,817 2025 690 Thereafter 1,192 Total $ 31,347 |
Allowance for Current Expected
Allowance for Current Expected Credit Loss | 9 Months Ended |
Dec. 31, 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 24 — Write-offs charged against the allowance (1,316) (222) Balance at December 31, 2020 $ 3,681 $ 458 |
Other Matters
Other Matters | 9 Months Ended |
Dec. 31, 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 December 31, 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, Extraction, who is a significant shipper on our crude oil pipeline, filed a petition for bankruptcy under Chapter 11 of the bankruptcy code. Extraction 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, Extraction requested that the court authorize it to reject these transportation contracts, effective June 14, 2020. We disputed its ability to reject the transportation contracts, filed objections and took various other legal steps within the bankruptcy proceedings to protect the value to us of the contracts at issue. On November 2, 2020, the bankruptcy court issued a bench ruling granting Extraction’s motion to reject the transportation contracts effective as of June 14, 2020. We disputed the rejection motion and appealed the bankruptcy court’s approval of the rejection of the transportation contracts. On December 21, 2020, we announced a global settlement agreement with Extraction, as it relates to Extraction’s emergence from bankruptcy, which occurred on January 21, 2021. Among other consideration, the global settlement agreement provides for the following: (i) a new long-term supply agreement, which includes a significant acreage dedication in the DJ Basin, and retains Extraction’s crude oil volumes for shipping on our Grand Mesa Pipeline; (ii) a new rate structure under the supply agreement which is based on calendar month average New York Mercantile Exchange (“NYMEX”) prices with an agreed upon differential plus an increase in the rate when those NYMEX prices exceed $50.00 per barrel; and (iii) the receipt of $35.0 million from Extraction as a liquidated payment for our unsecured claims, which was received on January 21, 2021. Due to entering into a new supply agreement and withdrawing our appeal of the rejection of our transportation contract, we determined that the customer commitment intangible asset related to one of the transportation contracts was impaired as of December 31, 2020. We recorded an impairment charge of $145.8 million , which was calculated as the difference between the carrying value of the intangible asset of $180.8 million and the $35.0 million received from Extraction. We recorded the impairment charge within loss (gain) on disposal or impairment of assets, net in our unaudited condensed consolidated statement of operations for the three months ended December 31, 2020 and the $35.0 million was recorded within other current assets in our unaudited condensed consolidated balance sheet as of December 31, 2020. We also determined, as a result of these transactions, that it was more likely than not, that the fair value of our Crude Oil Logistics reporting unit was less than its carrying value and assessed goodwill for impairment, which resulted in an impairment charge of $237.8 million . See Note 6 for a further discussion of the impairment of goodwill. Extraction continued to utilize, during the bankruptcy period, the services under the transportation contracts by nominating and delivering barrels to be shipped on our pipeline. During the three months ended September 30, 2020, Extraction paid us for the barrels that have actually been shipped, but did not pay for the difference between the minimum volume commitment specified under the contracts and the actual volumes shipped (“deficiency volumes”). The amount owed by Extraction related to the deficiency volumes is $5.7 million. Following our global settlement, we deemed this amount uncollectible and wrote off the entire amount to bad debt expense within our unaudited condensed consolidated statement of operations during the three months ended December 31, 2020. Extraction also has a water disposal contract with our Water Solutions segment whereby we dispose of its produced water for a fee. On August 10, 2020, they filed a motion with the bankruptcy court to also reject our water disposal contract but subsequently filed a motion to remove that contract from the list of contracts it was asking the court for permission to reject. Since the filing of the bankruptcy petition, Extraction continued, and will continue after emerging from bankruptcy, to utilize the services under the water disposal contract and they are current on all its post-filing date receivables but owe us approximately $0.8 million, as of December 31, 2020, for prepetition services. We received payment for this outstanding balance on January 26, 2021. Sale of Certain Assets During the three months ended December 31, 2020, we sold certain permits, land and a saltwater disposal facility to a third-party for total proceeds of $43.2 million, of which $2.0 million was held back until satisfaction of certain conditions. We recorded a gain of $12.1 million within loss (gain) on disposal or impairment of assets, net in our unaudited condensed consolidated statement of operations for the three months ended December 31, 2020 . |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Dec. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued OperationsAs previously disclosed, on September 30, 2019, we completed the sale of 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. The following table summarizes the results of operations from discontinued operations for the periods indicated: Three Months Ended December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Revenues $ — $ 1,938,398 $ 16,198 $ 10,493,630 Cost of sales 106 1,936,324 16,535 10,497,492 Operating expenses 1 397 281 5,898 General and administrative expense — — — 53 Depreciation and amortization — — — 749 Loss on disposal or impairment of assets, net (1) — 7,791 1,181 182,240 Operating loss from discontinued operations (107) (6,114) (1,799) (192,802) Interest expense — (1) — (111) Other income, net — — — 133 Loss from discontinued operations before taxes (107) (6,115) (1,799) (192,780) Income tax benefit (expense) — — 53 (20) Loss from discontinued operations, net of tax $ (107) $ (6,115) $ (1,746) $ (192,800) (1) Amount for the nine months ended December 31, 2020 includes a loss of $1.0 million on the sale of Gas Blending and a loss of $0.2 million on the sale of TPSL. Amount for the three months ended December 31, 2019 includes a loss of $6.8 million on the sale of TPSL and a loss of $1.0 million on the sale of virtually all of our remaining Retail Propane segment to Superior on July 10, 2018. Amount for the nine months ended December 31, 2019 includes a loss of $181.2 million on the sale of TPSL and a loss of $1.0 million on the sale of virtually all of our remaining Retail Propane segment to Superior on July 10, 2018. Continuing Involvement As of December 31, 2020, we have commitments to sell up to 32.7 million gallons of propane, valued at $29.3 million (based on the contract price), to Superior Plus Corp. and DCC LPG, the purchasers of our former Retail Propane segment, through December 2021. During the three months and nine months ended December 31, 2020, we received $12.7 million and $20.4 million, respectively, from DCC LPG and Superior Plus Corp. for propane sold to them during the period. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsOn February 4, 2021, we closed on our private offering of our 2026 Senior Secured Notes and our new ABL Facility. We used the net proceeds of the offering to (i) repay all outstanding borrowings under and terminate our existing revolving credit facility, (ii) repay all outstanding borrowings under and terminate our Term Credit Agreement and (iii) pay fees and expenses in connection therewith as well as fees and expenses in connection with the issuance of the 2026 Senior Secured Notes and entering into the ABL Facility. For a further discussion of these transactions and a description of the 2026 Senior Secured Notes and the ABL Facility, see Note 8. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Dec. 31, 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. 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 | 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 $47.4 million and $56.4 million at December 31, 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 sheets. 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 nine months ended December 31, 2020 was $3.0 million with an effective tax rate of 23.9%. The deferred tax benefit recorded during the nine months ended December 31, 2019 was $1.4 million with an effective tax rate of 25.1%. 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 December 31, 2020 or March 31, 2020. |
Inventories | InventoriesOur inventories are valued at the lower of cost or net realizable value, with cost determined using either the weighted-average cost or the first in, first out (FIFO) methods, including the cost of transportation and storage, and with net realizable value defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. In performing this analysis, we consider fixed-price forward commitments. |
Investments in Unconsolidated Entities | Investments in Unconsolidated Entities Investments we do not control, but can exercise significant influence over, are accounted for using the equity method of accounting. Investments in partnerships and limited liability companies, unless our investment is considered to be minor, and investments in unincorporated joint ventures are also accounted for using the equity method of accounting. |
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. |
Commitment and Contingencies (P
Commitment and Contingencies (Policies) | 9 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Asset Retirement Obligation | Asset Retirement ObligationsWe 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. |
Equity (Policies)
Equity (Policies) | 9 Months Ended |
Dec. 31, 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 the nine months ended December 31, 2020 was $3.86. 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) | 9 Months Ended |
Dec. 31, 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 December 31, 2020. |
Allowance for Current Expecte_2
Allowance for Current Expected Credit Loss (Policies) | 9 Months Ended |
Dec. 31, 2020 | |
Credit Loss [Abstract] | |
Expected credit loss | 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. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 9 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of inventories | Inventories consist of the following at the dates indicated: December 31, 2020 March 31, 2020 (in thousands) Propane $ 83,164 $ 25,163 Butane 22,341 9,619 Crude oil 41,837 18,201 Biodiesel 10,400 8,195 Ethanol 2,885 1,834 Diesel 1,803 2,414 Other 7,224 4,208 Total $ 169,654 $ 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 December 31, 2020 March 31, 2020 (in thousands) Water services and land company Water Solutions 50% November 2019 $ 15,143 $ 16,607 Water services and land company Water Solutions 50% November 2019 2,016 2,092 Water services and land company Water Solutions 10% November 2019 3,200 3,384 Aircraft company (2) Corporate and Other 50% June 2019 627 447 Water services company Water Solutions 50% August 2018 429 449 Natural gas liquids terminal company Liquids and Refined Products 50% March 2019 174 203 Total $ 21,589 $ 23,182 (1) Ownership interest percentages are at December 31, 2020. (2) This is an investment with a related party. |
Schedule of other noncurrent assets | Other noncurrent assets consist of the following at the dates indicated: December 31, 2020 March 31, 2020 (in thousands) Loan receivable (1) $ 2,917 $ 5,374 Line fill (2) 23,039 25,763 Minimum shipping fees - pipeline commitments (3) 14,239 17,443 Other 6,326 14,557 Total $ 46,521 $ 63,137 (1) Amounts at December 31, 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 December 31, 2020 and March 31, 2020, line fill consisted of 335,069 barrels of crude oil. At March 31, 2020, line fill also consisted of 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 |
Schedule of accrued expenses and other payables | Accrued expenses and other payables consist of the following at the dates indicated: December 31, 2020 March 31, 2020 (in thousands) Accrued compensation and benefits $ 27,579 $ 29,990 Excise and other tax liabilities 10,273 9,941 Derivative liabilities 679 17,777 Accrued interest 23,126 39,803 Product exchange liabilities 4,972 1,687 Contingent consideration liability (1) 2,419 102,419 Other 33,721 30,445 Total $ 102,769 $ 232,062 (1) Decrease is due to the monthly installment payments made during the nine months ended December 31, 2020 related to our acquisition of certain assets of Mesquite. We made our last installment payment in December 2020. |
(Loss) Income Per Common Unit (
(Loss) Income Per Common Unit (Tables) | 9 Months Ended |
Dec. 31, 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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 Weighted average common units outstanding during the period: Common units - Basic 128,991,414 128,201,369 128,845,214 127,026,510 Effect of Dilutive Securities: Service awards — 1,157,221 — — Common units - Diluted 128,991,414 129,358,590 128,845,214 127,026,510 For the three months ended December 31, 2020 and the nine months ended December 31, 2020 and 2019, all potential common units or convertible securities were considered antidilutive. For the three months ended December 31, 2019, the warrants were antidilutive. |
Schedule of (loss) income per common unit | Our (loss) income per common unit is as follows for the periods indicated: Three Months Ended December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands, except unit and per unit amounts) (Loss) income from continuing operations $ (380,423) $ 49,106 $ (408,201) $ 42,464 Less: Continuing operations loss (income) attributable to noncontrolling interests 34 166 (185) 563 Net (loss) income from continuing operations attributable to NGL Energy Partners LP (380,389) 49,272 (408,386) 43,027 Less: Distributions to preferred unitholders (1) (23,770) (20,312) (69,594) (166,835) Less: Continuing operations net loss (income) allocated to general partner (2) 404 (65) 477 16 Net (loss) income from continuing operations allocated to common unitholders $ (403,755) $ 28,895 $ (477,503) $ (123,792) Loss from discontinued operations, net of tax $ (107) $ (6,115) $ (1,746) $ (192,800) Less: Discontinued operations loss allocated to general partner (2) — 6 2 193 Net loss from discontinued operations allocated to common unitholders $ (107) $ (6,109) $ (1,744) $ (192,607) Net (loss) income allocated to common unitholders $ (403,862) $ 22,786 $ (479,247) $ (316,399) Basic (loss) income per common unit (Loss) income from continuing operations $ (3.13) $ 0.23 $ (3.71) $ (0.97) Loss from discontinued operations, net of tax $ — $ (0.05) $ (0.01) $ (1.52) Net (loss) income $ (3.13) $ 0.18 $ (3.72) $ (2.49) Diluted (loss) income per common unit (Loss) income from continuing operations $ (3.13) $ 0.22 $ (3.71) $ (0.97) Loss from discontinued operations, net of tax $ — $ (0.05) $ (0.01) $ (1.52) Net (loss) income $ (3.13) $ 0.18 $ (3.72) $ (2.49) Basic weighted average common units outstanding 128,991,414 128,201,369 128,845,214 127,026,510 Diluted weighted average common units outstanding 128,991,414 129,358,590 128,845,214 127,026,510 (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 nine months ended December 31, 2019. (2) Net loss (income) 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) | 9 Months Ended |
Dec. 31, 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 December 31, 2020 March 31, 2020 (in years) (in thousands) Natural gas liquids terminal and storage assets 2 - 30 $ 317,112 $ 314,694 Pipeline and related facilities 30 - 40 244,079 244,751 Vehicles and railcars 3 - 25 126,097 123,937 Water treatment facilities and equipment 3 - 30 1,869,594 1,525,859 Crude oil tanks and related equipment 2 - 30 234,037 234,143 Barges and towboats 5 - 30 136,759 125,162 Information technology equipment 3 - 7 48,956 34,261 Buildings and leasehold improvements 3 - 40 159,364 151,690 Land 100,492 91,446 Tank bottoms and line fill (1) 20,275 20,346 Other 3 - 20 15,176 14,627 Construction in progress 135,618 499,707 3,407,559 3,380,623 Accumulated depreciation (663,185) (529,068) Net property, plant and equipment $ 2,744,374 $ 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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Depreciation expense $ 45,139 $ 37,687 $ 145,152 $ 94,477 Capitalized interest expense $ 450 $ 439 $ 2,563 $ 439 Amounts in the table above for the three months and nine months ended December 31, 2019 do not include depreciation expense and capitalized interest expense related to TransMontaigne Product Services, LLC (“TPSL”), as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statements of operations (see Note 18). |
Schedule of (gain) loss on disposal or impairment 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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Crude Oil Logistics $ (72) $ 198 $ 1,772 $ (592) Water Solutions (17,877) 4,476 (11,137) 8,075 Liquids and Refined Products (43) (26) 4 (33) Corporate and Other 1 — (1) — Total $ (17,991) $ 4,648 $ (9,362) $ 7,450 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Dec. 31, 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 nine months ended December 31, 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) — (11,348) — (11,348) Impairment (237,800) — — (237,800) Balances at December 31, 2020 $ 342,046 $ 283,310 $ 119,083 $ 744,439 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Dec. 31, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of finite-lived intangible assets | Our intangible assets consist of the following at the dates indicated: December 31, 2020 March 31, 2020 Description Amortizable Lives Gross Carrying Accumulated Net Gross Carrying Accumulated Net (in years) (in thousands) Amortizable: Customer relationships 3 - 30 $ 1,318,639 $ (394,285) $ 924,354 $ 1,435,573 $ (445,250) $ 990,323 Customer commitments 10 - 25 192,000 (11,520) 180,480 502,000 (111,677) 390,323 Pipeline capacity rights 30 7,799 (1,842) 5,957 7,799 (1,647) 6,152 Rights-of-way and easements 1 - 45 90,620 (8,522) 82,098 89,476 (6,506) 82,970 Water rights 13 - 30 100,368 (12,933) 87,435 100,937 (8,441) 92,496 Executory contracts and other agreements 5 - 30 48,689 (20,512) 28,177 48,570 (18,210) 30,360 Non-compete agreements 2 - 24 12,100 (5,626) 6,474 12,723 (4,735) 7,988 Debt issuance costs (1) 3 - 5 44,592 (39,670) 4,922 44,051 (34,983) 9,068 Total amortizable 1,814,807 (494,910) 1,319,897 2,241,129 (631,449) 1,609,680 Non-amortizable: Trade names 2,800 — 2,800 2,800 — 2,800 Total $ 1,817,607 $ (494,910) $ 1,322,697 $ 2,243,929 $ (631,449) $ 1,612,480 |
Schedule of indefinite-lived intangible assets | Our intangible assets consist of the following at the dates indicated: December 31, 2020 March 31, 2020 Description Amortizable Lives Gross Carrying Accumulated Net Gross Carrying Accumulated Net (in years) (in thousands) Amortizable: Customer relationships 3 - 30 $ 1,318,639 $ (394,285) $ 924,354 $ 1,435,573 $ (445,250) $ 990,323 Customer commitments 10 - 25 192,000 (11,520) 180,480 502,000 (111,677) 390,323 Pipeline capacity rights 30 7,799 (1,842) 5,957 7,799 (1,647) 6,152 Rights-of-way and easements 1 - 45 90,620 (8,522) 82,098 89,476 (6,506) 82,970 Water rights 13 - 30 100,368 (12,933) 87,435 100,937 (8,441) 92,496 Executory contracts and other agreements 5 - 30 48,689 (20,512) 28,177 48,570 (18,210) 30,360 Non-compete agreements 2 - 24 12,100 (5,626) 6,474 12,723 (4,735) 7,988 Debt issuance costs (1) 3 - 5 44,592 (39,670) 4,922 44,051 (34,983) 9,068 Total amortizable 1,814,807 (494,910) 1,319,897 2,241,129 (631,449) 1,609,680 Non-amortizable: Trade names 2,800 — 2,800 2,800 — 2,800 Total $ 1,817,607 $ (494,910) $ 1,322,697 $ 2,243,929 $ (631,449) $ 1,612,480 |
Schedule of amortization expense | Amortization expense is as follows for the periods indicated: Three Months Ended December 31, Nine Months Ended December 31, Recorded In 2020 2019 2020 2019 (in thousands) Depreciation and amortization $ 33,061 $ 36,039 $ 104,503 $ 96,116 Cost of sales 77 86 230 262 Interest expense 1,595 1,371 4,687 3,927 Operating expenses 62 110 185 372 Total $ 34,795 $ 37,606 $ 109,605 $ 100,677 Amounts in the table above for the three months and nine months ended December 31, 2019 do not include amortization expense related to TPSL, as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statements 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 (three months) $ 27,060 2022 100,347 2023 91,729 2024 85,527 2025 69,296 Thereafter 945,938 Total $ 1,319,897 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Dec. 31, 2020 | |
Long-Term Debt | |
Schedule of long-term debt | Our long-term debt consists of the following at the dates indicated: December 31, 2020 March 31, 2020 Face Unamortized Book Face Unamortized Book (in thousands) Revolving credit facility: Expansion capital borrowings $ 1,478,000 $ — $ 1,478,000 $ 1,120,000 $ — $ 1,120,000 Working capital borrowings 203,000 — 203,000 350,000 — 350,000 Senior unsecured notes: 7.500% Notes due 2023 (“2023 Notes”) 555,251 (3,908) 551,343 607,323 (5,405) 601,918 6.125% Notes due 2025 (“2025 Notes”) 380,020 (3,507) 376,513 387,320 (4,217) 383,103 7.500% Notes due 2026 (“2026 Notes”) 386,323 (5,247) 381,076 450,000 (6,975) 443,025 Bridge term credit agreement — — — 250,000 (3,198) 246,802 Term credit agreement 250,000 (7,692) 242,308 — — — Other long-term debt 48,421 (72) 48,349 4,683 — 4,683 3,301,015 (20,426) 3,280,589 3,169,326 (19,795) 3,149,531 Less: Current maturities 2,146 — 2,146 4,683 — 4,683 Long-term debt $ 3,298,869 $ (20,426) $ 3,278,443 $ 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 repurchases | The following table summarizes repurchases of Senior Unsecured Notes for the periods indicated: Three Months Ended Nine Months Ended December 31, December 31, 2020 2020 (in thousands) 2023 Notes Notes repurchased $ 17,605 $ 52,072 Cash paid (excluding payments of accrued interest) $ 11,814 $ 33,566 Gain on early extinguishment of debt (1) $ 5,661 $ 18,096 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 $ 14,500 $ 63,677 Cash paid (excluding payments of accrued interest) $ 8,768 $ 37,868 Gain on early extinguishment of debt (3) $ 5,529 $ 24,878 (1) Gain on early extinguishment of debt for the three months and nine months ended December 31, 2020 is inclusive of the write-off of debt issuance costs of $0.1 million and $0.4 million, respectively. 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 nine months ended December 31, 2020 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 three months and nine months ended December 31, 2020 is inclusive of the write-off of debt issuance costs of $0.2 million and $0.9 million, respectively. The gain is reported within gain on early extinguishment of liabilities, net within our unaudited condensed consolidated statement of operations. |
Schedule of maturities of long-term debt | The scheduled maturities of our long-term debt are as follows at December 31, 2020: Fiscal Year Ending March 31, Revolving Senior Term Credit Sawtooth Other Total (in thousands) 2021 (three months) $ — $ — $ — $ — $ 376 $ 376 2022 1,681,000 — — — 2,373 1,683,373 2023 — — — 3,759 2,585 6,344 2024 — 555,251 250,000 — 2,816 808,067 2025 — 380,020 — — 3,068 383,088 Thereafter — 386,323 — — 33,444 419,767 Total $ 1,681,000 $ 1,321,594 $ 250,000 $ 3,759 $ 44,662 $ 3,301,015 |
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 (three months) $ 1,609 2022 6,393 2023 6,384 2024 3,204 2025 1,775 Thereafter 1,061 Total $ 20,426 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of change in asset retirement obligation | he 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 5,778 Liabilities associated with disposed assets (1) (22) Liabilities settled (9) Accretion expense 1,314 Balance at December 31, 2020 $ 25,477 (1) This amount relates to the sale of certain assets (see Note 17). |
Schedule of future minimum payments under contractual commitments | The following table summarizes future minimum payments under these agreements at December 31, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (three months) $ 1,411 2022 7,506 2023 4,399 2024 4,399 2025 74 Thereafter 331 Total $ 18,120 |
Schedule of future minimum payments under pipeline capacity agreements | The following table summarizes future minimum throughput payments under these agreements at December 31, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (three months) $ 8,708 2022 35,314 2023 35,314 2024 35,410 2025 30,897 Total $ 145,643 |
Schedule of outstanding purchase commitments | At December 31, 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 (three months) $ 100,635 2,155 $ 9,771 20,514 2022 — — 2,406 5,586 Total $ 100,635 2,155 $ 12,177 26,100 Index-Price Commodity Purchase Commitments: 2021 (three months) $ 544,253 11,555 $ 269,443 359,329 2022 928,468 19,760 36,449 50,929 2023 726,406 15,702 — — 2024 652,178 14,359 — — 2025 458,811 10,220 — — Thereafter 17,437 390 — — Total $ 3,327,553 71,986 $ 305,892 410,258 (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 December 31, 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 (three months) $ 102,064 2,174 $ 85,512 121,917 2022 — — 5,993 10,373 2023 — — 289 454 Total $ 102,064 2,174 $ 91,794 132,744 Index-Price Commodity Sale Commitments: 2021 (three months) $ 477,990 9,814 $ 390,678 415,439 2022 495,340 10,331 40,493 42,948 2023 219,785 4,745 — — 2024 216,292 4,758 — — 2025 213,429 4,745 — — Thereafter 17,492 390 — — Total $ 1,640,328 34,783 $ 431,171 458,387 |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Dec. 31, 2020 | |
Equity | |
Schedule of distributions declared | The following table summarizes distributions declared on our common units during the last three quarters: Date Declared Record Date Payment Date Amount Per Unit Amount Paid Amount Paid (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 October 27, 2020 November 6, 2020 November 13, 2020 $ 0.1000 $ 12,877 $ 13 |
Service awards | |
Equity | |
Schedule of Service Awards activity | The following table summarizes the Service Award activity during the nine months ended December 31, 2020: Unvested Service Award units at March 31, 2020 1,371,425 Units granted 6,000 Units vested and issued (446,475) Units forfeited (39,000) Unvested Service Award units at December 31, 2020 891,950 |
Schedule of scheduled vesting of Service Awards | The following table summarizes the scheduled vesting of our unvested Service Award units at December 31, 2020: Fiscal Year Ending March 31, 2021 (three months) 445,475 2022 446,475 Total 891,950 |
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 December 31, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (three months) $ 898 2022 1,669 Total $ 2,567 |
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 four 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 September 15, 2020 September 30, 2020 October 15, 2020 $ 0.5625 $ 7,079 December 17, 2020 January 1, 2021 January 15, 2021 $ 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 four 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 September 15, 2020 September 30, 2020 October 15, 2020 $ 0.6016 $ 1,083 December 17, 2020 January 1, 2021 January 15, 2021 $ 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 four quarters: Amount Paid/Payable 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 October 27, 2020 November 6, 2020 November 13, 2020 $ 26.01 $ 15,608 January 20, 2021 February 5, 2021 February 12, 2021 $ 26.01 $ 15,608 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Dec. 31, 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: December 31, 2020 March 31, 2020 Derivative Derivative Derivative Derivative (in thousands) Level 1 measurements $ 8,248 $ (14,451) $ 64,037 $ (2,235) Level 2 measurements 5,466 (700) 25,217 (17,635) 13,714 (15,151) 89,254 (19,870) Netting of counterparty contracts (1) (8,264) 8,264 (2,282) 2,282 Net cash collateral (held) provided (203) 6,203 (50,104) (370) Commodity derivatives $ 5,247 $ (684) $ 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: December 31, 2020 March 31, 2020 (in thousands) Prepaid expenses and other current assets $ 5,247 $ 36,868 Accrued expenses and other payables (679) (17,777) Other noncurrent liabilities (5) (181) Net commodity derivative asset $ 4,563 $ 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 December 31, 2020: Crude oil fixed-price (1) January 2021–December 2021 (1,113) $ (1,163) Propane fixed-price (1) January 2021–December 2022 (670) (2,793) Refined products fixed-price (1) January 2021–December 2021 (172) (430) Butane fixed-price (1) January 2021–January 2022 (56) (1,698) Other January 2021–March 2022 4,647 (1,437) Net cash collateral provided 6,000 Net commodity derivative asset $ 4,563 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 December 31, 2020 (in thousands): Senior Unsecured Notes: 2023 Notes $ 389,601 2025 Notes $ 238,463 2026 Notes $ 237,267 |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Dec. 31, 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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Revenues: Crude Oil Logistics: Topic 606 revenues Crude oil sales $ 455,790 $ 646,296 $ 1,104,692 $ 1,925,039 Crude oil transportation and other 28,407 44,613 118,615 127,767 Non-Topic 606 revenues 2,919 3,585 9,193 10,825 Elimination of intersegment sales (1,827) (3,505) (4,331) (15,330) Total Crude Oil Logistics revenues 485,289 690,989 1,228,169 2,048,301 Water Solutions: Topic 606 revenues Disposal service fees 82,008 94,218 239,390 226,635 Sale of recovered crude oil 6,778 16,470 16,532 45,566 Sale of brackish non-potable water 5,221 5,634 8,201 9,737 Other service revenues 4,918 5,285 11,545 12,701 Total Water Solutions revenues 98,925 121,607 275,668 294,639 Liquids and Refined Products: Topic 606 revenues Refined products sales 286,640 627,590 785,968 1,942,146 Propane sales 276,459 309,668 534,525 564,820 Butane sales 191,710 226,730 336,827 396,776 Other product sales 99,624 145,082 238,377 376,148 Service revenues 4,685 5,181 17,710 22,230 Non-Topic 606 revenues 20,302 105,944 59,816 269,748 Elimination of intersegment sales (1,929) (6,542) (3,410) (12,851) Total Liquids and Refined Products revenues 877,491 1,413,653 1,969,813 3,559,017 Corporate and Other: Non-Topic 606 revenues 314 280 942 799 Total Corporate and Other revenues 314 280 942 799 Total revenues $ 1,462,019 $ 2,226,529 $ 3,474,592 $ 5,902,756 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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Depreciation and Amortization: Crude Oil Logistics $ 16,513 $ 17,950 $ 50,540 $ 53,228 Water Solutions 53,388 48,184 173,865 114,438 Liquids and Refined Products 7,071 7,030 22,406 21,296 Corporate and Other 4,576 3,752 13,243 9,651 Total depreciation and amortization $ 81,548 $ 76,916 $ 260,054 $ 198,613 Operating Income (Loss): Crude Oil Logistics $ (382,192) $ 28,696 $ (310,633) $ 101,018 Water Solutions 15,821 (583) (13,503) 34,380 Liquids and Refined Products 32,438 89,038 51,338 113,207 Corporate and Other (12,374) (20,756) (47,978) (74,575) Total operating (loss) income $ (346,307) $ 96,395 $ (320,776) $ 174,030 |
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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Crude Oil Logistics $ 785 $ 4,953 $ 9,555 $ 23,817 Water Solutions 5,177 692,826 38,139 1,838,237 Liquids and Refined Products 2,572 2,641 7,292 13,689 Corporate and Other 2,983 2,427 10,887 5,485 Total $ 11,517 $ 702,847 $ 65,873 $ 1,881,228 All of the tables above do not include amounts for the three months and nine months ended December 31, 2019 related to Mid-Con, Gas Blending and TPSL, as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statements 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: December 31, 2020 March 31, 2020 (in thousands) Long-lived assets, net: Crude Oil Logistics $ 1,101,836 $ 1,567,503 Water Solutions 3,209,163 3,382,727 Liquids and Refined Products (1) 614,966 654,530 Corporate and Other 41,943 33,570 Total $ 4,967,908 $ 5,638,330 (1) Includes $19.3 million and $25.9 million of non-US long-lived assets at December 31, 2020 and March 31, 2020, respectively. December 31, 2020 March 31, 2020 (in thousands) Total assets: Crude Oil Logistics $ 1,542,429 $ 1,886,211 Water Solutions 3,319,273 3,539,328 Liquids and Refined Products (1) 1,023,861 972,684 Corporate and Other 66,147 100,513 Total $ 5,951,710 $ 6,498,736 (1) Includes $47.3 million and $37.8 million of non-US total assets at December 31, 2020 and March 31, 2020, respectively. |
Transactions with Affiliates (T
Transactions with Affiliates (Tables) | 9 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of purchase and sale transactions of products and services | The following table summarizes our related party transactions for the periods indicated: Three Months Ended December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Sales to WPX $ 16,888 $ 13,888 $ 39,129 $ 36,716 Purchases from WPX (1) $ 100,427 $ 81,578 $ 216,487 $ 247,745 Sales to entities affiliated with management $ 5,369 $ 3,642 $ 7,492 $ 5,362 Purchases from entities affiliated with management $ 393 $ 953 $ 684 $ 3,068 Purchases from equity method investees $ 689 $ 188 $ 1,434 $ 317 (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: December 31, 2020 March 31, 2020 (in thousands) NGL Energy Holdings LLC $ 8,226 $ 7,781 WPX 5,349 3,563 Entities affiliated with management 1,260 151 Equity method investees 2,359 1,439 Total $ 17,194 $ 12,934 |
Schedule of accounts payable to affiliates | Accounts payable to affiliates consist of the following at the dates indicated: December 31, 2020 March 31, 2020 (in thousands) WPX $ 41,712 $ 17,039 Entities affiliated with management 205 149 Equity method investees 687 529 Total $ 42,604 $ 17,717 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Tables) | 9 Months Ended |
Dec. 31, 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 December 31, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (three months) $ 38,060 2022 107,276 2023 101,540 2024 78,242 2025 56,287 Thereafter 22,638 Total $ 404,043 |
Schedule of contract assets and liabilities | The following tables summarize the balances of our contract assets and liabilities at the dates indicated: December 31, 2020 March 31, 2020 (in thousands) Accounts receivable from contracts with customers $ 464,610 $ 372,930 Contract liabilities balance at March 31, 2020 $ 19,536 Payment received and deferred 29,018 Payment recognized in revenue (31,530) Contract liabilities balance at December 31, 2020 $ 17,024 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Dec. 31, 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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Operating lease expense $ 17,048 $ 22,320 $ 53,278 $ 66,707 Variable lease expense 4,737 6,170 13,950 11,835 Short-term lease expense 293 219 1,094 478 Total lease expense $ 22,078 $ 28,709 $ 68,322 $ 79,020 Amounts in the table above for the three months and nine months ended December 31, 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 statements of operations (see Note 18 ) . |
Schedule of maturities of operating lease obligations | The following table summarizes maturities of our operating lease obligations at December 31, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (three months) $ 54,882 2022 41,684 2023 26,495 2024 16,593 2025 7,735 Thereafter 52,584 Total lease payments 199,973 Less imputed interest (45,599) Total operating lease obligations $ 154,374 |
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: Nine Months Ended December 31, 2020 2019 (1) Cash paid for amounts included in the measurement of operating lease obligations $ 52,849 $ 81,779 Operating lease right-of-use assets obtained in exchange for operating lease obligations $ 24,073 $ 584,538 (1) Amounts 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 December 31, 2020 (in thousands): Fiscal Year Ending March 31, 2021 (three months) $ 3,938 2022 11,783 2023 8,927 2024 4,817 2025 690 Thereafter 1,192 Total $ 31,347 |
Allowance for Current Expecte_3
Allowance for Current Expected Credit Loss (Tables) | 9 Months Ended |
Dec. 31, 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 24 — Write-offs charged against the allowance (1,316) (222) Balance at December 31, 2020 $ 3,681 $ 458 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Dec. 31, 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 December 31, Nine Months Ended December 31, 2020 2019 2020 2019 (in thousands) Revenues $ — $ 1,938,398 $ 16,198 $ 10,493,630 Cost of sales 106 1,936,324 16,535 10,497,492 Operating expenses 1 397 281 5,898 General and administrative expense — — — 53 Depreciation and amortization — — — 749 Loss on disposal or impairment of assets, net (1) — 7,791 1,181 182,240 Operating loss from discontinued operations (107) (6,114) (1,799) (192,802) Interest expense — (1) — (111) Other income, net — — — 133 Loss from discontinued operations before taxes (107) (6,115) (1,799) (192,780) Income tax benefit (expense) — — 53 (20) Loss from discontinued operations, net of tax $ (107) $ (6,115) $ (1,746) $ (192,800) (1) Amount for the nine months ended December 31, 2020 includes a loss of $1.0 million on the sale of Gas Blending and a loss of $0.2 million on the sale of TPSL. Amount for the three months ended December 31, 2019 includes a loss of $6.8 million on the sale of TPSL and a loss of $1.0 million on the sale of virtually all of our remaining Retail Propane segment to Superior on July 10, 2018. Amount for the nine months ended December 31, 2019 includes a loss of $181.2 million on the sale of TPSL and a loss of $1.0 million on the sale of virtually all of our remaining Retail Propane segment to Superior on July 10, 2018. |
Significant Accounting Polici_4
Significant Accounting Policies - Income Taxes (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2020 | |
Accounting Policies [Abstract] | |||
Deferred tax liability | $ 47.4 | $ 56.4 | |
Deferred tax benefit | $ 3 | $ 1.4 | |
Effective tax rate | 23.90% | 25.10% |
Significant Accounting Polici_5
Significant Accounting Policies - Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Mar. 31, 2020 |
Inventories | ||
Propane | $ 83,164 | $ 25,163 |
Butane | 22,341 | 9,619 |
Crude oil | 41,837 | 18,201 |
Biodiesel | 10,400 | 8,195 |
Ethanol | 2,885 | 1,834 |
Diesel | 1,803 | 2,414 |
Other | 7,224 | 4,208 |
Total | $ 169,654 | $ 69,634 |
Significant Accounting Polici_6
Significant Accounting Policies - Investments in Unconsolidated Entities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Mar. 31, 2020 |
Investments in Unconsolidated Entities | ||
Carrying value | $ 21,589 | $ 23,182 |
Water Services and Land Company No. 1 | Water solutions | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 15,143 | 16,607 |
Water Services and Land Company No. 2 | Water solutions | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 2,016 | 2,092 |
Water Services and Land Company No. 3 | Water solutions | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 10.00% | |
Carrying value | $ 3,200 | 3,384 |
Aircraft Company | Corporate and Other | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 627 | 447 |
Water Services Company | Water solutions | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 429 | 449 |
Natural Gas Liquids Terminal Company | Liquids and refined products | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 174 | $ 203 |
Significant Accounting Polici_7
Significant Accounting Policies - Other Noncurrent Assets (Details) $ in Thousands | Dec. 31, 2020USD ($)bbl | Mar. 31, 2020USD ($)bbl |
Other Assets, Noncurrent [Abstract] | ||
Loan receivable | $ 2,917 | $ 5,374 |
Line fill | 23,039 | 25,763 |
Minimum shipping fees - pipeline commitments, noncurrent | 14,239 | 17,443 |
Other | 6,326 | 14,557 |
Total | $ 46,521 | $ 63,137 |
Other Noncurrent Assets | ||
Number of contracts | 1 | |
Minimum shipping fees - pipeline commitments, total | $ 18,500 | |
Minimum shipping fees - pipeline commitments, current | $ 4,300 | |
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) - USD ($) $ in Thousands | Dec. 31, 2020 | Mar. 31, 2020 |
Accounting Policies [Abstract] | ||
Accrued compensation and benefits | $ 27,579 | $ 29,990 |
Excise and other tax liabilities | 10,273 | 9,941 |
Derivative liabilities | 679 | 17,777 |
Accrued interest | 23,126 | 39,803 |
Product exchange liabilities | 4,972 | 1,687 |
Contingent consideration liability (1) | 2,419 | 102,419 |
Other | 33,721 | 30,445 |
Total | $ 102,769 | $ 232,062 |
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) Income Per Common Unit_2
(Loss) Income Per Common Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 21, 2016 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 |
(Loss) Income Per Common Unit | |||||
(Loss) income from continuing operations | $ (380,423) | $ 49,106 | $ (408,201) | $ 42,464 | |
Less: Continuing operations loss (income) attributable to noncontrolling interests | 34 | 166 | (185) | 563 | |
Net (loss) income from continuing operations attributable to NGL Energy Partners LP | (380,389) | 49,272 | (408,386) | 43,027 | |
Less: Distributions to preferred unitholders (1) | (23,770) | (20,312) | (69,594) | (166,835) | |
Less: Continuing operations net loss (income) allocated to general partner (2) | 404 | (65) | 477 | 16 | |
NET (LOSS) INCOME FROM CONTINUING OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | (403,755) | 28,895 | (477,503) | (123,792) | |
Loss from discontinued operations, net of tax | (107) | (6,115) | (1,746) | (192,800) | |
Less: Discontinued operations loss allocated to general partner (2) | 0 | 6 | 2 | 193 | |
NET LOSS FROM DISCONTINUED OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | (107) | (6,109) | (1,744) | (192,607) | |
NET (LOSS) INCOME ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | $ (403,862) | $ 22,786 | $ (479,247) | $ (316,399) | |
BASIC (LOSS) INCOME PER COMMON UNIT | |||||
(Loss) Income From Continuing Operations | $ (3.13) | $ 0.23 | $ (3.71) | $ (0.97) | |
Loss From Discontinued Operations, net of Tax | 0 | (0.05) | (0.01) | (1.52) | |
Net (Loss) Income | (3.13) | 0.18 | (3.72) | (2.49) | |
DILUTED (LOSS) INCOME PER COMMON UNIT | |||||
(Loss) Income From Continuing Operations | (3.13) | 0.22 | (3.71) | (0.97) | |
Loss From Discontinued Operations, net of Tax | 0 | (0.05) | (0.01) | (1.52) | |
Net (Loss) Income | $ (3.13) | $ 0.18 | $ (3.72) | $ (2.49) | |
Basic weighted average common units outstanding (in units) | 128,991,414 | 128,201,369 | 128,845,214 | 127,026,510 | |
DILUTED WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 128,991,414 | 129,358,590 | 128,845,214 | 127,026,510 | |
Class A Convertible Preferred Units [Member] | Oaktree Capital Management L. P. [Member] | |||||
DILUTED (LOSS) INCOME PER COMMON UNIT | |||||
Preferred units dividend rate | 10.75% | ||||
Common units | |||||
BASIC (LOSS) INCOME PER COMMON UNIT | |||||
(Loss) Income From Continuing Operations | $ (3.13) | $ 0.23 | $ (3.71) | $ (0.97) | |
Loss From Discontinued Operations, net of Tax | 0 | (0.05) | (0.01) | (1.52) | |
Net (Loss) Income | (3.13) | 0.18 | (3.72) | (2.49) | |
DILUTED (LOSS) INCOME PER COMMON UNIT | |||||
(Loss) Income From Continuing Operations | (3.13) | 0.22 | (3.71) | (0.97) | |
Loss From Discontinued Operations, net of Tax | 0 | (0.05) | (0.01) | (1.52) | |
Net (Loss) Income | $ (3.13) | $ 0.18 | $ (3.72) | $ (2.49) | |
Basic weighted average common units outstanding (in units) | 128,991,414 | 128,201,369 | 128,845,214 | 127,026,510 | |
DILUTED WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 128,991,414 | 129,358,590 | 128,845,214 | 127,026,510 | |
Common units | Restricted units | |||||
DILUTED (LOSS) INCOME PER COMMON UNIT | |||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 1,157,221 |
Acquisitions - Hillstone (Detai
Acquisitions - Hillstone (Details) - Hillstone $ in Millions | 9 Months Ended |
Dec. 31, 2020USD ($) | |
Business Acquisition | |
Purchase accounting adjustment, current assets | $ (0.7) |
Purchase accounting adjustment, current liabilities | (5.1) |
Purchase accounting adjustment, deferred tax liabilities | (6) |
Purchase price decrease | $ (0.9) |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2020 | |
Property, Plant and Equipment | |||||
Gross property, plant and equipment | $ 3,407,559 | $ 3,407,559 | $ 3,380,623 | ||
Accumulated depreciation | (663,185) | (663,185) | (529,068) | ||
Net property, plant and equipment | 2,744,374 | 2,744,374 | 2,851,555 | ||
Depreciation expense | 45,139 | $ 37,687 | 145,152 | $ 94,477 | |
Capitalized interest expense | 450 | 439 | 2,563 | 439 | |
Gain (loss) on sales and write-downs of certain assets | (17,991) | 4,648 | (9,362) | 7,450 | |
Crude oil logistics | |||||
Property, Plant and Equipment | |||||
Gain (loss) on sales and write-downs of certain assets | (72) | 198 | 1,772 | (592) | |
Water solutions | |||||
Property, Plant and Equipment | |||||
Gain (loss) on sales and write-downs of certain assets | (17,877) | 4,476 | (11,137) | 8,075 | |
Liquids and refined products | |||||
Property, Plant and Equipment | |||||
Gain (loss) on sales and write-downs of certain assets | (43) | (26) | 4 | (33) | |
Corporate Segment | |||||
Property, Plant and Equipment | |||||
Gain (loss) on sales and write-downs of certain assets | 1 | $ 0 | (1) | $ 0 | |
Natural gas liquids terminal and storage assets | |||||
Property, Plant and Equipment | |||||
Gross property, plant and equipment | 317,112 | $ 317,112 | 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 | 244,079 | $ 244,079 | 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 | 126,097 | $ 126,097 | 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 | 1,869,594 | $ 1,869,594 | 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 | 234,037 | $ 234,037 | 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 | 136,759 | $ 136,759 | 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 | 48,956 | $ 48,956 | 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 | 159,364 | $ 159,364 | 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 | 100,492 | $ 100,492 | 91,446 | ||
Tank bottoms and line fill | |||||
Property, Plant and Equipment | |||||
Gross property, plant and equipment | 20,275 | 20,275 | 20,346 | ||
Other | |||||
Property, Plant and Equipment | |||||
Gross property, plant and equipment | 15,176 | $ 15,176 | 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 | $ 135,618 | $ 135,618 | $ 499,707 |
Goodwill (Details)
Goodwill (Details) $ in Thousands | 9 Months Ended |
Dec. 31, 2020USD ($) | |
Goodwill [Roll Forward] | |
Goodwill at the beginning of the period | $ 993,587 |
Revisions to acquisition accounting (Note 4) | (11,348) |
Impairment | (237,800) |
Goodwill at the end of the period | 744,439 |
Crude oil logistics | |
Goodwill [Roll Forward] | |
Goodwill at the beginning of the period | 579,846 |
Revisions to acquisition accounting (Note 4) | 0 |
Impairment | (237,800) |
Goodwill at the end of the period | 342,046 |
Water solutions | |
Goodwill [Roll Forward] | |
Goodwill at the beginning of the period | 294,658 |
Revisions to acquisition accounting (Note 4) | (11,348) |
Impairment | 0 |
Goodwill at the end of the period | 283,310 |
Liquids and refined products | |
Goodwill [Roll Forward] | |
Goodwill at the beginning of the period | 119,083 |
Revisions to acquisition accounting (Note 4) | 0 |
Impairment | 0 |
Goodwill at the end of the period | $ 119,083 |
Goodwill Impairment (Details)
Goodwill Impairment (Details) $ in Thousands | 9 Months Ended |
Dec. 31, 2020USD ($) | |
Goodwill | |
Goodwill impairment | $ 237,800 |
Crude oil logistics | |
Goodwill | |
Reporting unit, percentage of fair value below carrying amount | 17.00% |
Goodwill impairment | $ 237,800 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2020 | Mar. 31, 2020 | |
Amortizable | ||
Finite-lived intangible assets, gross | $ 1,814,807 | $ 2,241,129 |
Accumulated amortization | (494,910) | (631,449) |
Total | 1,319,897 | 1,609,680 |
INTANGIBLE ASSETS, net of accumulated amortization | 1,322,697 | 1,612,480 |
Non-Amortizable | ||
Gross carrying amount of intangible assets | $ 1,817,607 | 2,243,929 |
Weighted-average remaining amortization period for intangible assets | 20 years 3 months 18 days | |
Crude oil logistics | ||
Non-Amortizable | ||
Intangible asset impairment | $ 145,800 | |
Trade names | ||
Non-Amortizable | ||
Indefinite-lived intangible assets | 2,800 | 2,800 |
Customer relationships | ||
Amortizable | ||
Finite-lived intangible assets, gross | 1,318,639 | 1,435,573 |
Accumulated amortization | (394,285) | (445,250) |
Total | $ 924,354 | 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 | $ 192,000 | 502,000 |
Accumulated amortization | (11,520) | (111,677) |
Total | $ 180,480 | 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 | (1,842) | (1,647) |
Total | 5,957 | 6,152 |
Rights-of-way and easements | ||
Amortizable | ||
Finite-lived intangible assets, gross | 90,620 | 89,476 |
Accumulated amortization | (8,522) | (6,506) |
Total | $ 82,098 | 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 | $ 100,368 | 100,937 |
Accumulated amortization | (12,933) | (8,441) |
Total | $ 87,435 | 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 | $ 48,689 | 48,570 |
Accumulated amortization | (20,512) | (18,210) |
Total | $ 28,177 | 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 | $ 12,100 | 12,723 |
Accumulated amortization | (5,626) | (4,735) |
Total | $ 6,474 | 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 | $ 44,592 | 44,051 |
Accumulated amortization | (39,670) | (34,983) |
Total | $ 4,922 | $ 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 | 9 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2020 | |
Amortization related to intangible assets | |||||
Amortization expense | $ 34,795 | $ 37,606 | $ 109,605 | $ 100,677 | |
Future amortization expense of intangible assets | |||||
2021 (three months) | 27,060 | 27,060 | |||
2022 | 100,347 | 100,347 | |||
2023 | 91,729 | 91,729 | |||
2024 | 85,527 | 85,527 | |||
2025 | 69,296 | 69,296 | |||
Thereafter | 945,938 | 945,938 | |||
Total | 1,319,897 | 1,319,897 | $ 1,609,680 | ||
Depreciation and amortization | |||||
Amortization related to intangible assets | |||||
Amortization expense | 33,061 | 36,039 | 104,503 | 96,116 | |
Cost of sales | |||||
Amortization related to intangible assets | |||||
Amortization expense | 77 | 86 | 230 | 262 | |
Interest expense | |||||
Amortization related to intangible assets | |||||
Amortization expense | 1,595 | 1,371 | 4,687 | 3,927 | |
Operating expenses | |||||
Amortization related to intangible assets | |||||
Amortization expense | $ 62 | $ 110 | $ 185 | $ 372 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Mar. 31, 2020 |
Long-Term Debt | ||
Face amount | $ 3,301,015 | $ 3,169,326 |
Face amount, current portion | 2,146 | 4,683 |
Face amount, long-term | 3,298,869 | 3,164,643 |
LONG-TERM DEBT, debt issuance costs | (20,426) | (19,795) |
Debt issuance costs, current, net | 0 | 0 |
Debt issuance costs, noncurrent, net | (20,426) | (19,795) |
Book value | 3,280,589 | 3,149,531 |
Book value, current | 2,146 | 4,683 |
LONG-TERM DEBT, net of debt issuance costs and current maturities | $ 3,278,443 | 3,144,848 |
7.50% Senior Notes due 2023 | ||
Long-Term Debt | ||
Fixed interest rate | 7.50% | |
Face amount | $ 555,251 | 607,323 |
LONG-TERM DEBT, debt issuance costs | (3,908) | (5,405) |
Book value | $ 551,343 | 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 | (3,507) | (4,217) |
Book value | $ 376,513 | 383,103 |
7.50% Senior Notes due 2026 | ||
Long-Term Debt | ||
Fixed interest rate | 7.50% | |
Face amount | $ 386,323 | 450,000 |
LONG-TERM DEBT, debt issuance costs | (5,247) | (6,975) |
Book value | 381,076 | 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 | (7,692) | 0 |
Book value | 242,308 | 0 |
Other long-term debt | ||
Long-Term Debt | ||
Face amount | 48,421 | 4,683 |
LONG-TERM DEBT, debt issuance costs | (72) | 0 |
Book value | 48,349 | 4,683 |
Expansion Capital Facility | Revolving Credit Facility | ||
Long-Term Debt | ||
Face amount | 1,478,000 | 1,120,000 |
LONG-TERM DEBT, debt issuance costs | 0 | 0 |
Book value | 1,478,000 | 1,120,000 |
Working Capital Facility | Revolving Credit Facility | ||
Long-Term Debt | ||
Face amount | 203,000 | 350,000 |
LONG-TERM DEBT, debt issuance costs | 0 | 0 |
Book value | $ 203,000 | $ 350,000 |
Long-Term Debt - 2026 Senior Se
Long-Term Debt - 2026 Senior Secured Notes (Details) - Subsequent Event $ in Thousands | Feb. 04, 2021USD ($) |
7.50% Senior Secured Notes due 2026 | |
Long-Term Debt | |
Debt Instrument, Face Amount | $ 2,050,000 |
Fixed interest rate | 7.50% |
Debt instrument, total leverage ratio | 4.75 |
Debt Instrument, Redemption, Description | We have an option to redeem all or a portion of the 2026 Senior Secured Notes at any time on or after February 1, 2023 at fixed redemption prices contained within the Indenture. Prior to such time, we, at our option, may redeem up to 40% of the aggregate principal amount of the 2026 Senior Secured Notes with an amount of cash not greater than the net cash proceeds from certain equity offerings at the redemption price specified in the Indenture. In addition, before February 1, 2023, we may redeem some or all of the 2026 Senior Secured Notes at a redemption price equal to 100% of the aggregate principal amount of the 2026 Senior Secured Notes redeemed, plus the applicable premium as specified in the Indenture and accrued and unpaid interest, if any, to, but not including, the redemption date. If we experience certain kinds of change of control triggering events, we will be required to offer to repurchase the 2026 Senior Secured Notes at 101% of the aggregate principal amount of the 2026 Senior Secured Notes repurchased plus accrued and unpaid interest on the 2026 Senior Secured Notes repurchased to, but not including, the date of purchase. |
2026 Senior Secured Notes and ABL Facility | |
Long-Term Debt | |
2026 Senior Secured Notes and ABL Facility offering costs | $ 150,000 |
Long-Term Debt - Asset Based Cr
Long-Term Debt - Asset Based Credit Facility (Details) - Subsequent Event $ in Thousands | Feb. 04, 2021USD ($) |
Asset Based Credit Facility | |
Long-Term Debt | |
Maximum borrowing capacity | $ 500,000 |
Secured Debt, Interest Rate Description | The ABL Facility is scheduled to mature at the earliest of (a) February 4, 2026 or (b) 91 days prior to the earliest maturity date in respect to any of our indebtedness in an aggregate principal amount of $50.0 million or greater, if such indebtedness is outstanding at such time, subject to certain exceptions. The ABL Facility bears interest at a LIBOR-based rate (with such customary provisions under the ABL Facility providing for the replacement of LIBOR with any successor rate) or an alternate base rate, in each case plus an applicable borrowing margin based on our Fixed Charge Coverage Ratio (as defined in the New Credit Agreement). The applicable margin for alternate base rate loans varies from 1.50% to 2.00% and the applicable margin for LIBOR-based loans varies from 2.50% to 3.00%. In addition, a commitment fee will be charged and payable quarterly in arrears based on the average daily unused portion of the revolving commitments under the ABL Facility. Such commitment fee will be 0.50% per year, subject to a reduction to 0.375% in the event our Fixed Charge Coverage Ratio is greater than 1.75 to 1.00. |
Asset Based Credit Facility | Letter of Credit | |
Long-Term Debt | |
Outstanding letters of credit | $ 200,000 |
7.50% Senior Secured Notes due 2026 | |
Long-Term Debt | |
2026 Senior Secured Notes consent cost | $ 40,000 |
Long-Term Debt - Credit Agreeme
Long-Term Debt - Credit Agreement (Details) $ in Millions | 9 Months Ended |
Dec. 31, 2020USD ($) | |
Revolving Credit Facility | |
Long-Term Debt | |
Maximum borrowing capacity | $ 1,915 |
Revolving Credit Facility | Minimum | |
Long-Term Debt | |
Commitment fees charged on unused capacity | 0.375% |
Revolving Credit Facility | Maximum | |
Long-Term Debt | |
Commitment fees charged on unused capacity | 0.50% |
Revolving Credit Facility | LIBOR option | |
Long-Term Debt | |
Reference rate | 0.16% |
Interest rate margin added to variable rate base | 2.75% |
Revolving Credit Facility | Prime rate | |
Long-Term Debt | |
Reference rate | 3.25% |
Interest rate margin added to variable rate base | 1.75% |
Revolving Credit Facility | |
Long-Term Debt | |
Interest rate | 2.94% |
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 | 140.1 |
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 | 2.75% |
Long-Term Debt - Senior Unsecur
Long-Term Debt - Senior Unsecured Notes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Long-Term Debt | ||||
Notes repurchased | $ 250,000 | $ 0 | ||
Cash paid (excluding payments of accrued interest) | 75,081 | 0 | ||
Gain on early extinguishment of liabilities, net | $ 11,190 | $ 0 | 44,292 | $ 0 |
7.50% Senior Notes due 2023 | Repurchases | ||||
Long-Term Debt | ||||
Notes repurchased | 17,605 | 52,072 | ||
Cash paid (excluding payments of accrued interest) | 11,814 | 33,566 | ||
Gain on early extinguishment of liabilities, net | 5,661 | 18,096 | ||
Write off of debt issuance costs | 100 | 400 | ||
6.125% Senior Notes due 2025 | Repurchases | ||||
Long-Term Debt | ||||
Notes repurchased | 0 | 7,300 | ||
Cash paid (excluding payments of accrued interest) | 0 | 3,647 | ||
Gain on early extinguishment of liabilities, net | 0 | 3,575 | ||
Write off of debt issuance costs | 100 | |||
7.50% Senior Notes due 2026 | Repurchases | ||||
Long-Term Debt | ||||
Notes repurchased | 14,500 | 63,677 | ||
Cash paid (excluding payments of accrued interest) | 8,768 | 37,868 | ||
Gain on early extinguishment of liabilities, net | 5,529 | 24,878 | ||
Write off of debt issuance costs | $ 200 | $ 900 |
Long-Term Debt - Term Credit Ag
Long-Term Debt - Term Credit Agreement (Details) - Term Credit Agreement - USD ($) $ in Thousands | 9 Months Ended | ||
Dec. 31, 2020 | Feb. 04, 2021 | Jun. 03, 2020 | |
Long-Term Debt | |||
Secured debt | $ 250,000 | ||
Interest rate | 9.50% | ||
LIBOR option | |||
Long-Term Debt | |||
LIBOR floor | 1.50% | ||
Interest rate margin added to variable rate base | 8.00% | ||
Reference rate | 1.50% | ||
Subsequent Event | |||
Long-Term Debt | |||
Term Credit Agreement make-whole fee | $ 55,600 |
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 | $ 2.3 |
Long-Term Debt - Sawtooth Credi
Long-Term Debt - Sawtooth Credit Agreement (Details) - USD ($) | 9 Months Ended | |
Dec. 31, 2020 | Mar. 31, 2020 | |
Line of Credit Facility | ||
Face amount | $ 3,301,015,000 | $ 3,169,326,000 |
Sawtooth Credit Facility | ||
Line of Credit Facility | ||
Interest rate | 2.65% | |
Sawtooth Credit Facility | ||
Line of Credit Facility | ||
Ownership percentage in Sawtooth | 71.50% | |
Maximum borrowing capacity | $ 20,000,000 | |
Face amount | $ 3,800,000 | |
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 | Dec. 31, 2020 | Oct. 29, 2020 | Mar. 31, 2020 |
Long-Term Debt | |||
Face amount | $ 3,301,015 | $ 3,169,326 | |
Equipment Loan Secured by Certain Barges and Towboats | |||
Long-Term Debt | |||
Face amount | $ 44,700 | $ 45,000 | |
Fixed interest rate | 8.60% |
Long-Term Debt - Debt Maturity
Long-Term Debt - Debt Maturity Schedule (Details) $ in Thousands | Dec. 31, 2020USD ($) |
Maturities | |
2021 (three months) | $ 376 |
2022 | 1,683,373 |
2023 | 6,344 |
2024 | 808,067 |
2025 | 383,088 |
Thereafter | 419,767 |
Total | 3,301,015 |
Revolving Credit Facility | |
Maturities | |
2022 | 1,681,000 |
Total | 1,681,000 |
Senior unsecured notes | |
Maturities | |
2021 (three months) | 0 |
2024 | 555,251 |
2025 | 380,020 |
Thereafter | 386,323 |
Total | 1,321,594 |
Term Credit Agreement | |
Maturities | |
2024 | 250,000 |
Total | 250,000 |
Sawtooth Credit Agreement | |
Maturities | |
2023 | 3,759 |
Total | 3,759 |
Other long-term debt | |
Maturities | |
2021 (three months) | 376 |
2022 | 2,373 |
2023 | 2,585 |
2024 | 2,816 |
2025 | 3,068 |
Thereafter | 33,444 |
Total | $ 44,662 |
Long-Term Debt - Amortization o
Long-Term Debt - Amortization of Debt Issuance Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Debt Disclosure [Abstract] | ||||
Amortization of debt issuance costs | $ 1,600 | $ 1,600 | $ 5,300 | $ 3,500 |
Expected Future Amortization of Debt Issuance Costs | ||||
2021 (three months) | 1,609 | 1,609 | ||
2022 | 6,393 | 6,393 | ||
2023 | 6,384 | 6,384 | ||
2024 | 3,204 | 3,204 | ||
2025 | 1,775 | 1,775 | ||
Thereafter | 1,061 | 1,061 | ||
Total | $ 20,426 | $ 20,426 |
Commitments and Contingencies -
Commitments and Contingencies - Legal Contingencies (Details) $ in Millions | 9 Months Ended |
Dec. 31, 2020USD ($) | |
Loss Contingencies | |
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 | Dec. 31, 2020USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Environmental matters liability | $ 1.8 |
Commitments and Contingencies_3
Commitments and Contingencies - Asset Retirement Obligations (Details) $ in Thousands | 9 Months Ended |
Dec. 31, 2020USD ($) | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |
Balance at beginning of period | $ 18,416 |
Liabilities incurred | 5,778 |
Liabilities associated with disposed assets (1) | (22) |
Liabilities settled | (9) |
Accretion expense | 1,314 |
Balance at end of period | $ 25,477 |
Commitments and Contingencies_4
Commitments and Contingencies - Other Commitments (Details) $ in Thousands | 3 Months Ended | 9 Months Ended |
Dec. 31, 2020USD ($) | Dec. 31, 2020USD ($) | |
Future minimum payments | ||
2021 (three months) | $ 1,411 | $ 1,411 |
2022 | 7,506 | 7,506 |
2023 | 4,399 | 4,399 |
2024 | 4,399 | 4,399 |
2025 | 74 | 74 |
Thereafter | 331 | 331 |
Total | 18,120 | 18,120 |
Hillstone Subsidy Payment | ||
Other Commitments | ||
Subsidy Payment | 600 | 2,000 |
Minimum | Hillstone Subsidy Payment | ||
Other Commitments | ||
Contractual obligation | 0 | 0 |
Maximum | Hillstone Subsidy Payment | ||
Other Commitments | ||
Contractual obligation | $ 6,500 | $ 6,500 |
Commitments and Contingencies_5
Commitments and Contingencies - Pipeline Capacity Agreements (Details) $ in Thousands | 9 Months Ended |
Dec. 31, 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 (three months) | $ 8,708 |
2022 | 35,314 |
2023 | 35,314 |
2024 | 35,410 |
2025 | 30,897 |
Total | $ 145,643 |
Commitments and Contingencies_6
Commitments and Contingencies - Purchase Commitments (Details) gal in Thousands, bbl in Thousands, $ in Thousands | Dec. 31, 2020USD ($)galbbl |
Crude oil | |
Purchase commitments for crude oil and natural gas | |
Fixed-price purchase commitments, due in remainder of fiscal year | $ 100,635 |
Fixed-price purchase commitments (in barrels/gallons), due in remainder of fiscal year | bbl | 2,155 |
Total fixed-price purchase commitments | $ 100,635 |
Total fixed-price purchase commitments (in barrels/gallons) | bbl | 2,155 |
Index-price purchase commitments, due remainder of fiscal year | $ 544,253 |
Index-price purchase commitments (in barrels/gallons), due in remainder of fiscal year | bbl | 11,555 |
Index-price purchase commitments, due in second year | $ 928,468 |
Index-price purchase commitments (in barrels/gallons), due in second year | bbl | 19,760 |
Index-price purchase commitments, due in third year | $ 726,406 |
Index-price purchase commitments (in barrels), due in third year | bbl | 15,702 |
Index-price purchase commitments, due in fourth year | $ 652,178 |
Index-price purchase commitments (in barrels), due in fourth year | bbl | 14,359 |
Index-price purchase commitments, due in fifth year | $ 458,811 |
Index-price purchase commitments (in barrels), due in fifth year | bbl | 10,220 |
Index-price purchase commitments, due after fifth year | $ 17,437 |
Index-price purchase commitments (in barrels), due after fifth year | bbl | 390 |
Total index-price purchase commitments | $ 3,327,553 |
Total index-price purchase commitments (in barrels/gallons) | bbl | 71,986 |
Natural gas liquids | |
Purchase commitments for crude oil and natural gas | |
Fixed-price purchase commitments, due in remainder of fiscal year | $ 9,771 |
Fixed-price purchase commitments (in barrels/gallons), due in remainder of fiscal year | gal | 20,514 |
Fixed-price purchase commitments, due in second year | $ 2,406 |
Fixed-price purchase commitments (in gallons), due in second year | gal | 5,586 |
Total fixed-price purchase commitments | $ 12,177 |
Total fixed-price purchase commitments (in barrels/gallons) | gal | 26,100 |
Index-price purchase commitments, due remainder of fiscal year | $ 269,443 |
Index-price purchase commitments (in barrels/gallons), due in remainder of fiscal year | gal | 359,329 |
Index-price purchase commitments, due in second year | $ 36,449 |
Index-price purchase commitments (in barrels/gallons), due in second year | gal | 50,929 |
Total index-price purchase commitments | $ 305,892 |
Total index-price purchase commitments (in barrels/gallons) | gal | 410,258 |
Commitments and Contingencies_7
Commitments and Contingencies - Sale Commitments (Details) gal in Thousands, bbl in Thousands, $ in Thousands | Dec. 31, 2020USD ($)bblgal | Mar. 31, 2020USD ($) |
Sale commitments for crude oil and natural gas | ||
Net commodity derivative asset | $ 4,563 | $ 18,910 |
Crude oil | ||
Sale commitments for crude oil and natural gas | ||
Fixed-price sale commitments, due in remainder of fiscal year | $ 102,064 | |
Fixed-price sale commitments (in barrels/gallons), due in remainder of fiscal year | bbl | 2,174 | |
Total fixed-price sale commitments | $ 102,064 | |
Total fixed-price sale commitments (in barrels/gallons) | bbl | 2,174 | |
Index-price sale commitments, due in remainder of fiscal year | $ 477,990 | |
Index-price sale commitments (in barrels/gallons), due in remainder of fiscal year | bbl | 9,814 | |
Index-price sale commitments, due in second year | $ 495,340 | |
Index-price sale commitments (in barrels/gallons), due in second year | bbl | 10,331 | |
Index-price sale commitments, due in third year | $ 219,785 | |
Index-price sale commitments (in barrels), due in third year | bbl | 4,745 | |
Index-price sale commitments, due in fourth year | $ 216,292 | |
Index-price sale commitments (in barrels), due in fourth year | bbl | 4,758 | |
Index-price sale commitments, due in fifth year | $ 213,429 | |
Index-price sale commitments (in barrels), due in fifth year | bbl | 4,745 | |
Index-price sale commitments, due after fifth year | $ 17,492 | |
Index-price sale commitments (in barrels), due after fifth year | bbl | 390 | |
Total index-price sale commitments | $ 1,640,328 | |
Total index-price sale commitment (in barrels/gallons) | bbl | 34,783 | |
Natural gas liquids | ||
Sale commitments for crude oil and natural gas | ||
Fixed-price sale commitments, due in remainder of fiscal year | $ 85,512 | |
Fixed-price sale commitments (in barrels/gallons), due in remainder of fiscal year | gal | 121,917 | |
Fixed-price sale commitments, due in second year | $ 5,993 | |
Fixed-price sale commitments (in gallons), due in second year | gal | 10,373 | |
Fixed-price sale commitments, due in third year | $ 289 | |
Fixed-price sale commitments (in gallons), due in third year | gal | 454 | |
Total fixed-price sale commitments | $ 91,794 | |
Total fixed-price sale commitments (in barrels/gallons) | gal | 132,744 | |
Index-price sale commitments, due in remainder of fiscal year | $ 390,678 | |
Index-price sale commitments (in barrels/gallons), due in remainder of fiscal year | gal | 415,439 | |
Index-price sale commitments, due in second year | $ 40,493 | |
Index-price sale commitments (in barrels/gallons), due in second year | gal | 42,948 | |
Total index-price sale commitments | $ 431,171 | |
Total index-price sale commitment (in barrels/gallons) | gal | 458,387 | |
Prepaid expenses and other current assets | ||
Sale commitments for crude oil and natural gas | ||
Net commodity derivative asset | $ 5,500 | |
Accrued expenses and other payables | ||
Sale commitments for crude oil and natural gas | ||
Net commodity derivative asset | $ 700 |
Equity - Partnership Equity and
Equity - Partnership Equity and General Partner Contributions (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2020 | |
Equity | |||
General partners' capital account, notional units issued (in units) | 396 | ||
Notional units issued | $ 102,757 | $ 42,638 | |
General Partner | |||
Equity | |||
Notional units issued | $ 100 | ||
Common units | |||
Equity | |||
Ownership interest in NGL Energy Holdings LLC | 8.69% | ||
General Partner | |||
Equity | |||
General partner interest | 0.10% | ||
General Partner | Common units | |||
Equity | |||
General partner interest | 0.10% | ||
Limited Partner | |||
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 | Nov. 13, 2020 | Oct. 27, 2020 | Aug. 14, 2020 | Jul. 23, 2020 | May 15, 2020 | Apr. 27, 2020 | Dec. 31, 2020 |
Equity [Abstract] | |||||||
Amount Per Unit | $ 0.1000 | $ 0.2000 | $ 0.2000 | ||||
Amount Paid to Limited Partners | $ 12,877 | $ 25,754 | $ 25,754 | $ 0 | |||
Amount Paid to General Partner | $ 13 | $ 26 | $ 26 |
Equity - Class B Preferred Unit
Equity - Class B Preferred Units (Details) - USD ($) | Jan. 15, 2021 | Oct. 15, 2020 | Jul. 15, 2020 | Apr. 15, 2020 | Jul. 02, 2019 | Jun. 13, 2017 | Sep. 30, 2019 | Jun. 30, 2019 |
Preferred Units | ||||||||
Preferred units issued, net of offering costs | $ 102,757,000 | $ 42,638,000 | ||||||
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 | $ 202,700,000 | |||||||
Preferred units, underwriting discounts and commissions | 6,600,000 | |||||||
Preferred units, offering costs | $ 700,000 | |||||||
Distributions made to preferred unitholders distributions declared per unit | $ 0.5625 | $ 0.5625 | $ 0.5625 | |||||
Amount paid to preferred unitholders | $ 7,079,000 | $ 7,079,000 | $ 7,079,000 | |||||
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 | $ 7,079,000 |
Equity - Class C Preferred Unit
Equity - Class C Preferred Units (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 15, 2021 | Oct. 15, 2020 | Jul. 15, 2020 | Apr. 15, 2020 | Apr. 02, 2019 | Sep. 30, 2019 | Jun. 30, 2019 |
Schedule of Capitalization, Equity | |||||||
Preferred units issued, net of offering costs | $ 102,757 | $ 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 | $ 0.6016 | $ 0.6016 | ||||
Amount paid to preferred unitholders | $ 1,083 | $ 1,083 | $ 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) $ / shares in Units, $ in Thousands | Feb. 12, 2021USD ($)$ / shares | Nov. 13, 2020USD ($)$ / shares | Aug. 14, 2020USD ($)$ / shares | May 15, 2020USD ($)$ / shares | Oct. 31, 2019USD ($)shares | Jul. 02, 2019USD ($)shares | Feb. 12, 2021$ / shares | Aug. 14, 2020USD ($)$ / shares |
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) | shares | 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) | shares | 200,000 | |||||||
Proceeds from sale of preferred units and warrants, net of offering costs | $ 194,700 | |||||||
Class D Preferred Units | ||||||||
Subsequent Event | ||||||||
Distributions made to preferred unitholders distributions declared per unit | $ / shares | $ 26.01 | $ 11.25 | $ 11.25 | $ 11.25 | ||||
Amount paid to preferred unitholders | $ 15,608 | $ 6,946 | $ 6,868 | |||||
Dividends paid-in-kind | $ 6,900 | |||||||
Percent of dividend not paid in cash | 50.00% | |||||||
Class D Preferred Units | Subsequent Event | ||||||||
Subsequent Event | ||||||||
Distributions made to preferred unitholders distributions declared per unit | $ / shares | $ 26.01 | $ 26.01 | ||||||
Amount paid to preferred unitholders | $ 15,608 | |||||||
Adjusted total leverage ratio default rate | 0.010 | |||||||
Class D Preferred Units First Issuance | ||||||||
Subsequent Event | ||||||||
Warrants outstanding (in units) | shares | 17,000,000 | |||||||
Class D Preferred Units Second Issuance | ||||||||
Subsequent Event | ||||||||
Warrants outstanding (in units) | shares | 8,500,000 |
Equity - Equity-Based Incentive
Equity - Equity-Based Incentive Compensation - Service Awards (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2020 | |
Expected Future Expense | |||||
Common units canceled during period | 50,155 | ||||
Value of common units canceled during period | $ 100,000 | ||||
Service awards | |||||
Equity-Based Incentive Compensation | |||||
Distributions on Service Awards during the vesting period | $ 0 | ||||
Weighted-average grant price | $ 3.86 | ||||
Expense recorded | $ 1,200,000 | $ 1,800,000 | $ 3,800,000 | $ 6,600,000 | |
Service Award Activity | |||||
Units granted (in units) | 6,000 | ||||
Units vested and issued (in units) | (446,475) | ||||
Units forfeited (in units) | (39,000) | ||||
Expected Future Expense | |||||
2021 (three months) | $ 898,000 | ||||
2022 | 1,669,000 | ||||
Total | $ 2,567,000 | ||||
Scheduled vesting of Service Award units | 891,950 | ||||
Nonvested Service Award units | 891,950 | 891,950 | 1,371,425 | ||
Service awards | 2021 (three months) | |||||
Expected Future Expense | |||||
Scheduled vesting of Service Award units | 445,475 | ||||
Service awards | 2022 | |||||
Expected Future Expense | |||||
Scheduled vesting of Service Award units | 446,475 |
Equity - Equity-Based Compensat
Equity - Equity-Based Compensation - LTIP (Details) shares in Millions | Dec. 31, 2020shares |
Restricted units | |
LTIP | |
Number of units available for grant | 3.1 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Fair Value of Commodity Derivative Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Mar. 31, 2020 |
Derivative assets (liabilities) | ||
Net commodity derivative asset | $ 4,563 | $ 18,910 |
Prepaid expenses and other current assets | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | 5,500 | |
Accrued expenses and other payables | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | 700 | |
Commodity contracts | ||
Assets: | ||
Derivative assets | 13,714 | 89,254 |
Netting of counterparty contracts, assets | (8,264) | (2,282) |
Net cash collateral (held) provided | (203) | (50,104) |
Commodity derivatives | 5,247 | 36,868 |
Liabilities: | ||
Derivative liabilities | (15,151) | (19,870) |
Netting of counterparty contracts, liabilities | 8,264 | 2,282 |
Net cash collateral (held) provided | 6,203 | (370) |
Commodity derivatives | (684) | (17,958) |
Derivative assets (liabilities) | ||
Net commodity derivative asset | 4,563 | 18,910 |
Commodity contracts | Prepaid expenses and other current assets | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | 5,247 | 36,868 |
Commodity contracts | Accrued expenses and other payables | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | (679) | (17,777) |
Commodity contracts | Other noncurrent liabilities | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | (5) | (181) |
Level 1 | Commodity contracts | ||
Assets: | ||
Derivative assets | 8,248 | 64,037 |
Liabilities: | ||
Derivative liabilities | (14,451) | (2,235) |
Level 2 | Commodity contracts | ||
Assets: | ||
Derivative assets | 5,466 | 25,217 |
Liabilities: | ||
Derivative liabilities | $ (700) | $ (17,635) |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Derivative Contract Positions (Details) bbl in Thousands, $ in Thousands | Dec. 31, 2020USD ($)bbl | Mar. 31, 2020USD ($)bbl |
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | $ (1,437) | $ 69,384 |
Net cash collateral provided | 6,000 | (50,474) |
Net commodity derivative asset | 4,563 | 18,910 |
Crude oil fixed-price | ||
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | $ (1,163) | $ 41,721 |
Crude oil fixed-price | Short | ||
Fair value of financial instruments | ||
Net Long (Short) Notional Units (in barrels) | bbl | (1,113) | (2,252) |
Propane fixed-price | ||
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | $ (2,793) | $ (738) |
Propane fixed-price | Short | ||
Fair value of financial instruments | ||
Net Long (Short) Notional Units (in barrels) | bbl | (670) | |
Propane fixed-price | Long | ||
Fair value of financial instruments | ||
Net Long (Short) Notional Units (in barrels) | bbl | 415 | |
Refined products fixed-price | ||
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | $ (430) | $ 27,401 |
Refined products fixed-price | Short | ||
Fair value of financial instruments | ||
Net Long (Short) Notional Units (in barrels) | bbl | (172) | (26) |
Butane fixed-price | ||
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | $ (1,698) | |
Butane fixed-price | Short | ||
Fair value of financial instruments | ||
Net Long (Short) Notional Units (in barrels) | bbl | (56) | |
Other | ||
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | $ 4,647 | $ 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 | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | ||||
Net adjustments to fair value of commodity derivatives | $ (24,600) | $ (15,100) | $ (55,162) | $ 773 |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments - Interest Rate Risk (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Mar. 31, 2020 |
Interest Rate Risk | ||
Face amount | $ 3,301,015 | $ 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 | 2.94% |
Fair Value of Financial Instr_7
Fair Value of Financial Instruments - Fair Value of Fixed-Rate Notes (Details) $ in Thousands | Dec. 31, 2020USD ($) |
7.50% Senior Notes due 2023 | |
Fair Value of Fixed-Rate Notes | |
Fair value of fixed-rate notes | $ 389,601 |
6.125% Senior Notes due 2025 | |
Fair Value of Fixed-Rate Notes | |
Fair value of fixed-rate notes | 238,463 |
7.50% Senior Notes due 2026 | |
Fair Value of Fixed-Rate Notes | |
Fair value of fixed-rate notes | $ 237,267 |
Segments (Details)
Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2020 | |
Segment information | |||||
REVENUES | $ 1,462,019 | $ 2,226,529 | $ 3,474,592 | $ 5,902,756 | |
Depreciation and amortization, including amortization of debt issuance costs | 81,548 | 76,916 | 260,054 | 198,613 | |
Operating (Loss) Income | (346,307) | 96,395 | (320,776) | 174,030 | |
Additions to property, plant and equipment and intangible assets | 11,517 | 702,847 | 65,873 | 1,881,228 | |
Long-lived assets, net | 4,967,908 | 4,967,908 | $ 5,638,330 | ||
Total assets | 5,951,710 | 5,951,710 | 6,498,736 | ||
Operating segment | Crude oil logistics | |||||
Segment information | |||||
REVENUES | 485,289 | 690,989 | 1,228,169 | 2,048,301 | |
Depreciation and amortization, including amortization of debt issuance costs | 16,513 | 17,950 | 50,540 | 53,228 | |
Operating (Loss) Income | (382,192) | 28,696 | (310,633) | 101,018 | |
Additions to property, plant and equipment and intangible assets | 785 | 4,953 | 9,555 | 23,817 | |
Long-lived assets, net | 1,101,836 | 1,101,836 | 1,567,503 | ||
Total assets | 1,542,429 | 1,542,429 | 1,886,211 | ||
Operating segment | Crude oil logistics | Crude oil sales | |||||
Segment information | |||||
REVENUES | 455,790 | 646,296 | 1,104,692 | 1,925,039 | |
Operating segment | Crude oil logistics | Crude oil transportation and other | |||||
Segment information | |||||
REVENUES | 28,407 | 44,613 | 118,615 | 127,767 | |
Operating segment | Crude oil logistics | Non-Topic 606 revenues | |||||
Segment information | |||||
Non-Topic 606 revenues | 2,919 | 3,585 | 9,193 | 10,825 | |
Operating segment | Water solutions | |||||
Segment information | |||||
REVENUES | 98,925 | 121,607 | 275,668 | 294,639 | |
Depreciation and amortization, including amortization of debt issuance costs | 53,388 | 48,184 | 173,865 | 114,438 | |
Operating (Loss) Income | 15,821 | (583) | (13,503) | 34,380 | |
Additions to property, plant and equipment and intangible assets | 5,177 | 692,826 | 38,139 | 1,838,237 | |
Long-lived assets, net | 3,209,163 | 3,209,163 | 3,382,727 | ||
Total assets | 3,319,273 | 3,319,273 | 3,539,328 | ||
Operating segment | Water solutions | Disposal service fees | |||||
Segment information | |||||
REVENUES | 82,008 | 94,218 | 239,390 | 226,635 | |
Operating segment | Water solutions | Sale of recovered crude oil | |||||
Segment information | |||||
REVENUES | 6,778 | 16,470 | 16,532 | 45,566 | |
Operating segment | Water solutions | Sale of brackish non-potable water | |||||
Segment information | |||||
REVENUES | 5,221 | 5,634 | 8,201 | 9,737 | |
Operating segment | Water solutions | Other revenues | |||||
Segment information | |||||
REVENUES | 4,918 | 5,285 | 11,545 | 12,701 | |
Operating segment | Liquids and refined products | |||||
Segment information | |||||
REVENUES | 877,491 | 1,413,653 | 1,969,813 | 3,559,017 | |
Depreciation and amortization, including amortization of debt issuance costs | 7,071 | 7,030 | 22,406 | 21,296 | |
Operating (Loss) Income | 32,438 | 89,038 | 51,338 | 113,207 | |
Additions to property, plant and equipment and intangible assets | 2,572 | 2,641 | 7,292 | 13,689 | |
Long-lived assets, net | 614,966 | 614,966 | 654,530 | ||
Total assets | 1,023,861 | 1,023,861 | 972,684 | ||
Operating segment | Liquids and refined products | Non-Topic 606 revenues | |||||
Segment information | |||||
Non-Topic 606 revenues | 20,302 | 105,944 | 59,816 | 269,748 | |
Operating segment | Liquids and refined products | Other revenues | |||||
Segment information | |||||
REVENUES | 4,685 | 5,181 | 17,710 | 22,230 | |
Operating segment | Liquids and refined products | Refined products sales | |||||
Segment information | |||||
REVENUES | 286,640 | 627,590 | 785,968 | 1,942,146 | |
Operating segment | Liquids and refined products | Propane sales | |||||
Segment information | |||||
REVENUES | 276,459 | 309,668 | 534,525 | 564,820 | |
Operating segment | Liquids and refined products | Butane sales | |||||
Segment information | |||||
REVENUES | 191,710 | 226,730 | 336,827 | 396,776 | |
Operating segment | Liquids and refined products | Other product sales | |||||
Segment information | |||||
REVENUES | 99,624 | 145,082 | 238,377 | 376,148 | |
Operating segment | Corporate and Other | |||||
Segment information | |||||
REVENUES | 314 | 280 | 942 | 799 | |
Operating segment | Corporate and Other | Non-Topic 606 revenues | |||||
Segment information | |||||
Non-Topic 606 revenues | 314 | 280 | 942 | 799 | |
Elimination of intersegment sales | Crude oil logistics | |||||
Segment information | |||||
REVENUES | (1,827) | (3,505) | (4,331) | (15,330) | |
Elimination of intersegment sales | Liquids and refined products | |||||
Segment information | |||||
REVENUES | (1,929) | (6,542) | (3,410) | (12,851) | |
Corporate and other | |||||
Segment information | |||||
Depreciation and amortization, including amortization of debt issuance costs | 4,576 | 3,752 | 13,243 | 9,651 | |
Operating (Loss) Income | (12,374) | (20,756) | (47,978) | (74,575) | |
Additions to property, plant and equipment and intangible assets | 2,983 | $ 2,427 | 10,887 | $ 5,485 | |
Long-lived assets, net | 41,943 | 41,943 | 33,570 | ||
Total assets | 66,147 | 66,147 | 100,513 | ||
Non-US | Liquids and refined products | |||||
Segment information | |||||
Long-lived assets, net | 19,300 | 19,300 | 25,900 | ||
Total assets | $ 47,300 | $ 47,300 | $ 37,800 |
Transactions with Affiliates (D
Transactions with Affiliates (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2020 | |
Transactions with Affiliates | |||||
Accounts receivable-affiliates | $ 17,194 | $ 17,194 | $ 12,934 | ||
Accounts payable-affiliates | 42,604 | 42,604 | 17,717 | ||
WPX Energy | |||||
Transactions with Affiliates | |||||
Sales to related party | 16,888 | $ 13,888 | 39,129 | $ 36,716 | |
Purchases from related party | 100,427 | 81,578 | 216,487 | 247,745 | |
Accounts receivable-affiliates | 5,349 | 5,349 | 3,563 | ||
Accounts payable-affiliates | 41,712 | 41,712 | 17,039 | ||
Entities affiliated with management | |||||
Transactions with Affiliates | |||||
Sales to related party | 5,369 | 3,642 | 7,492 | 5,362 | |
Purchases from related party | 393 | 953 | 684 | 3,068 | |
Accounts receivable-affiliates | 1,260 | 1,260 | 151 | ||
Accounts payable-affiliates | 205 | 205 | 149 | ||
Equity method investee | |||||
Transactions with Affiliates | |||||
Purchases from related party | 689 | $ 188 | 1,434 | $ 317 | |
Accounts receivable-affiliates | 2,359 | 2,359 | 1,439 | ||
Accounts payable-affiliates | 687 | 687 | 529 | ||
NGL Energy Holdings LLC | |||||
Transactions with Affiliates | |||||
Accounts receivable-affiliates | $ 8,226 | $ 8,226 | $ 7,781 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Revenue Agreements (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Net adjustments to fair value of commodity derivatives | $ (24,600) | $ (15,100) | $ (55,162) | $ 773 |
Liquids and refined products | ||||
Net adjustments to fair value of commodity derivatives | $ 400 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Performance Obligations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | ||||
Revenue expected to be recognized as of December 31, 2020 | $ 404,043 | $ 404,043 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | ||||
Net adjustments to fair value of commodity derivatives | (24,600) | $ (15,100) | (55,162) | $ 773 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | ||||
Revenue from Contracts with Customers - Performance Obligations [Abstract] | ||||
Revenue expected to be recognized as of December 31, 2020 | $ 38,060 | $ 38,060 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 3 months | 3 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 December 31, 2020 | $ 107,276 | $ 107,276 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year | 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 December 31, 2020 | $ 101,540 | $ 101,540 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year | 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 December 31, 2020 | $ 78,242 | $ 78,242 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year | 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 December 31, 2020 | $ 56,287 | $ 56,287 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year | 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 December 31, 2020 | $ 22,638 | $ 22,638 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year | 1 year |
Revenue from Contracts with C_6
Revenue from Contracts with Customers - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2020 | Mar. 31, 2020 | |
Contract with Customer, Asset and Liability [Abstract] | ||
Accounts receivable from contracts with customers | $ 464,610 | $ 372,930 |
Contract liabilities balance | 17,024 | $ 19,536 |
Payment received and deferred | 29,018 | |
Payment recognized in revenue | $ (31,530) |
Leases - Lease Expense (Details
Leases - Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Lease, Cost [Abstract] | ||||
Operating lease expense | $ 17,048 | $ 22,320 | $ 53,278 | $ 66,707 |
Variable lease expense | 4,737 | 6,170 | 13,950 | 11,835 |
Short-term lease expense | 293 | 219 | 1,094 | 478 |
Total lease expense | $ 22,078 | $ 28,709 | $ 68,322 | $ 79,020 |
Leases - Lessee Maturities of O
Leases - Lessee Maturities of Operating Lease Obligations (Details) $ in Thousands | Dec. 31, 2020USD ($) |
Leases [Abstract] | |
2021 (three months) | $ 54,882 |
2022 | 41,684 |
2023 | 26,495 |
2024 | 16,593 |
2025 | 7,735 |
Thereafter | 52,584 |
Total lease payments | 199,973 |
Less imputed interest | (45,599) |
Total operating lease obligations | $ 154,374 |
Leases - Lessee Supplemental Ca
Leases - Lessee Supplemental Cash Flow and Non-Cash Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | ||
Cash paid for amounts included in the measurement of operating lease obligations | $ 52,849 | $ 81,779 |
Operating lease right-of-use assets obtained in exchange for operating lease obligations | $ 24,073 | $ 584,538 |
Leases - Lessor Future Minimum
Leases - Lessor Future Minimum Lease Payments Receivable (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | ||||
2021 (three months) | $ 3,938 | $ 3,938 | ||
2022 | 11,783 | 11,783 | ||
2023 | 8,927 | 8,927 | ||
2024 | 4,817 | 4,817 | ||
2025 | 690 | 690 | ||
Thereafter | 1,192 | 1,192 | ||
Total | 31,347 | 31,347 | ||
Operating lease revenues | 4,100 | $ 4,900 | 12,600 | $ 15,800 |
Sublease revenue | $ 500 | $ 1,300 | $ 1,900 | $ 3,700 |
Allowance for Current Expecte_4
Allowance for Current Expected Credit Loss (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2020 | |
Allowance for Expected Credit Loss | |||
Current period provision for expected credit losses | $ 5,693 | $ 718 | |
Crude oil logistics | |||
Allowance for Expected Credit Loss | |||
Amount owed for deficiency volumes | 5,700 | ||
Trade Accounts Receivable | |||
Allowance for Expected Credit Loss | |||
Accounts receivable, allowance for expected credit loss | 3,681 | $ 4,540 | |
Cumulative effect adjustment | 433 | ||
Current period provision for expected credit losses | 24 | ||
Write-offs charged against the allowance | (1,316) | ||
Notes Receivable and Other | |||
Allowance for Expected Credit Loss | |||
Cumulative effect adjustment | 680 | ||
Current period provision for expected credit losses | 0 | ||
Write-offs charged against the allowance | (222) | ||
Notes receivable and other, allowance for expected credit loss | $ 458 | $ 0 |
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 | Dec. 31, 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 |
Other Matters - Third-party Ban
Other Matters - Third-party Bankruptcy (Details) - USD ($) | 9 Months Ended | |
Dec. 31, 2020 | Dec. 21, 2020 | |
Accounts, Notes, Loans and Financing Receivable | ||
Goodwill impairment | $ 237,800,000 | |
Crude oil logistics | ||
Accounts, Notes, Loans and Financing Receivable | ||
Increase in rate based on NYMEX prices | $ 50 | |
Liquidated payment | $ 35,000,000 | |
Intangible asset impairment | 145,800,000 | |
Carrying value of intangible assets | 180,800,000 | |
Goodwill impairment | 237,800,000 | |
Amount owed for deficiency volumes | 5,700,000 | |
Amount owed for prepetition services | $ 800,000 |
Other Matters - Sale of Certain
Other Matters - Sale of Certain Assets (Details) $ in Thousands | 3 Months Ended |
Dec. 31, 2020USD ($) | |
Receivables [Abstract] | |
Proceeds from sale of assets | $ 43,200 |
Holdback of certain proceeds | 2,000 |
Gain on sale of certain assets | $ 12,100 |
Discontinued Operations (Detail
Discontinued Operations (Details) $ in Thousands, gal in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2020USD ($)gal | Dec. 31, 2019USD ($) | Dec. 31, 2020USD ($)gal | Dec. 31, 2019USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Loss on disposal or impairment of assets, net (1) | $ 0 | $ 7,791 | $ 1,181 | $ 182,240 |
Amount received from DCC and Superior for propane sales | 12,700 | 20,400 | ||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||||
Revenues | 0 | 1,938,398 | 16,198 | 10,493,630 |
Cost of sales | 106 | 1,936,324 | 16,535 | 10,497,492 |
Operating expenses | 1 | 397 | 281 | 5,898 |
General and administrative expense | 0 | 0 | 0 | 53 |
Depreciation and amortization | 0 | 0 | 0 | 749 |
Loss on disposal or impairment of assets, net (1) | 0 | 7,791 | 1,181 | 182,240 |
Operating loss from discontinued operations | (107) | (6,114) | (1,799) | (192,802) |
Interest expense | 0 | (1) | 0 | (111) |
Other income, net | 0 | 0 | 0 | 133 |
Loss from discontinued operations before taxes | (107) | (6,115) | (1,799) | (192,780) |
Income tax benefit (expense) | 0 | 0 | 53 | (20) |
Loss From Discontinued Operations, net of Tax | $ (107) | (6,115) | $ (1,746) | (192,800) |
Propane sales | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Sale commitments (in gallons) | gal | 32.7 | 32.7 | ||
Sale commitments (in dollars) | $ 29,300 | $ 29,300 | ||
Gas Blending | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Loss on disposal or impairment of assets, net (1) | 1,000 | |||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||||
Loss on disposal or impairment of assets, net (1) | 1,000 | |||
TPSL | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Loss on disposal or impairment of assets, net (1) | 6,800 | 200 | 181,200 | |
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||||
Loss on disposal or impairment of assets, net (1) | 6,800 | $ 200 | 181,200 | |
Retail Propane Segment - East | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Loss on disposal or impairment of assets, net (1) | 1,000 | 1,000 | ||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||||
Loss on disposal or impairment of assets, net (1) | $ 1,000 | $ 1,000 |