Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Dec. 31, 2021 | Feb. 04, 2022 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Dec. 31, 2021 | |
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 | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 129,984,138 | |
Entity Central Index Key | 0001504461 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Document Fiscal Year Focus | 2022 | |
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. | Preferred Class B | ||
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, 2021 | Mar. 31, 2021 | |
Cash and cash equivalents | $ 5,456 | $ 4,829 |
Accounts receivable-trade, net of allowance for expected credit losses of $2,227 and $2,192, respectively | 1,042,641 | 725,943 |
Accounts receivable-affiliates | 8,824 | 9,435 |
Inventories | 333,923 | 158,467 |
Prepaid expenses and other current assets | 131,696 | 109,164 |
Total current assets | 1,522,540 | 1,007,838 |
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of $887,840 and $776,279, respectively | 2,483,876 | 2,706,853 |
GOODWILL | 744,439 | 744,439 |
INTANGIBLE ASSETS, net of accumulated amortization of $546,221 and $517,518, respectively | 1,152,198 | 1,262,613 |
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 21,263 | 22,719 |
OPERATING LEASE RIGHT-OF-USE ASSETS | 122,976 | 152,146 |
OTHER NONCURRENT ASSETS | 47,479 | 50,733 |
Total assets | 6,094,771 | 5,947,341 |
Accounts payable-trade | 973,471 | 679,868 |
Accounts payable-affiliates | 260 | 119 |
Accrued expenses and other payables | 165,031 | 170,400 |
Advance payments received from customers | 16,240 | 11,163 |
Current maturities of long-term debt | 2,328 | 2,183 |
Operating lease obligations | 43,822 | 47,070 |
Total current liabilities | 1,201,152 | 910,803 |
LONG-TERM DEBT, net of debt issuance costs of $46,156 and $55,555, respectively, and current maturities | 3,411,757 | 3,319,030 |
OPERATING LEASE OBLIGATIONS | 78,628 | 103,637 |
OTHER NONCURRENT LIABILITIES | 108,422 | 114,615 |
COMMITMENTS AND CONTINGENCIES (NOTE 7) | ||
General partner, representing a 0.1% interest, 130,114 and 129,724 notional units, respectively | (52,422) | (52,189) |
Limited partners, representing a 99.9% interest, 129,984,138 and 129,593,939 common units issued and outstanding, respectively | 430,358 | 582,784 |
Accumulated other comprehensive loss | (314) | (266) |
Noncontrolling interests | 17,734 | 69,471 |
Total equity | 743,715 | 948,159 |
Total liabilities and equity | 6,094,771 | 5,947,341 |
PROPERTY, PLANT AND EQUIPMENT, accumulated depreciation | (887,840) | (776,279) |
INTANGIBLE ASSETS, accumulated amortization | (546,221) | (517,518) |
Debt issuance costs, noncurrent, net | (46,156) | (55,555) |
Series D Preferred Stock | ||
CLASS D 9.00% PREFERRED UNITS, 600,000 and 600,000 preferred units issued and outstanding, respectively | $ 551,097 | $ 551,097 |
Preferred units dividend rate | 9.00% | |
Temporary equity, issued and outstanding (in units) | 600,000 | 600,000 |
Series B Preferred Stock | ||
Preferred limited partners | $ 305,468 | $ 305,468 |
Preferred units, issued and outstanding (in units) | 12,585,642 | 12,585,642 |
Series C Preferred Stock | ||
Preferred limited partners | $ 42,891 | $ 42,891 |
Preferred units, issued and outstanding (in units) | 1,800,000 | 1,800,000 |
General Partner | ||
General partner interest | 0.10% | |
General partner, notional units outstanding (in units) | 130,114 | 129,724 |
Limited Partner | ||
Limited partner interest | 99.90% | |
Limited partners, common units issued and outstanding (in units) | 129,984,138 | 129,593,939 |
Trade Accounts Receivable | ||
Accounts receivable-trade, allowance for expected credit loss | $ 2,227 | $ 2,192 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Total Revenues | $ 2,171,876 | $ 1,462,019 | $ 5,414,668 | $ 3,474,592 |
Total Cost of Sales | 1,950,321 | 1,278,879 | 4,800,707 | 2,920,816 |
OPERATING COSTS AND EXPENSES: | ||||
Operating | 72,807 | 61,427 | 207,610 | 182,468 |
General and administrative | 18,925 | 16,044 | 46,149 | 50,677 |
Depreciation and amortization | 68,480 | 78,200 | 222,145 | 249,655 |
Loss on disposal or impairment of assets, net | 12,233 | 373,776 | 93,463 | 391,752 |
Operating Income (Loss) | 49,110 | (346,307) | 44,594 | (320,776) |
OTHER INCOME (EXPENSE): | ||||
Equity in earnings of unconsolidated entities | 119 | 344 | 765 | 1,134 |
Interest expense | (68,379) | (47,252) | (204,004) | (138,148) |
Gain on early extinguishment of liabilities, net | 9 | 11,190 | 1,131 | 44,292 |
Other income, net | 24 | 440 | 2,003 | 3,060 |
Loss From Continuing Operations Before Income Taxes | (19,117) | (381,585) | (155,511) | (410,438) |
INCOME TAX BENEFIT | 135 | 1,162 | 820 | 2,237 |
Loss From Continuing Operations | (18,982) | (380,423) | (154,691) | (408,201) |
Loss From Discontinued Operations, net of Tax | 0 | (107) | 0 | (1,746) |
Net Loss | (18,982) | (380,530) | (154,691) | (409,947) |
LESS: NET LOSS (INCOME) ATTRIBUTABLE TO NONCONTROLLING INTERESTS | 63 | 34 | (705) | (185) |
NET LOSS ATTRIBUTABLE TO NGL ENERGY PARTNERS LP | (18,919) | (380,496) | (155,396) | (410,132) |
NET LOSS FROM CONTINUING OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | (45,233) | (403,755) | (232,361) | (477,503) |
NET LOSS FROM DISCONTINUED OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | 0 | (107) | 0 | (1,744) |
NET LOSS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | $ (45,233) | $ (403,862) | $ (232,361) | $ (479,247) |
BASIC LOSS PER COMMON UNIT | ||||
Loss From Continuing Operations | $ (0.35) | $ (3.13) | $ (1.79) | $ (3.71) |
Loss From Discontinued Operations, net of Tax | 0 | 0 | 0 | (0.01) |
Net Loss | (0.35) | (3.13) | (1.79) | (3.72) |
DILUTED LOSS PER COMMON UNIT | ||||
Loss From Continuing Operations | (0.35) | (3.13) | (1.79) | (3.71) |
Loss From Discontinued Operations, net of Tax | 0 | 0 | 0 | (0.01) |
Net Loss | $ (0.35) | $ (3.13) | $ (1.79) | $ (3.72) |
BASIC WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 129,810,245 | 128,991,414 | 129,666,303 | 128,845,214 |
DILUTED WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 129,810,245 | 128,991,414 | 129,666,303 | 128,845,214 |
Operating segment | Water solutions | ||||
Total Revenues | $ 130,653 | $ 98,925 | $ 397,089 | $ 275,668 |
Total Cost of Sales | 5,030 | 3,280 | 21,791 | 8,559 |
OPERATING COSTS AND EXPENSES: | ||||
Operating Income (Loss) | 19,851 | 15,821 | 60,206 | (13,503) |
Operating segment | Crude oil logistics | ||||
Total Revenues | 607,203 | 485,289 | 1,715,657 | 1,228,169 |
Total Cost of Sales | 556,531 | 448,933 | 1,591,877 | 1,053,261 |
OPERATING COSTS AND EXPENSES: | ||||
Operating Income (Loss) | 21,291 | (382,192) | 37,941 | (310,633) |
Operating segment | Liquids logistics | ||||
Total Revenues | 1,434,020 | 877,491 | 3,301,922 | 1,969,813 |
Total Cost of Sales | 1,388,760 | 826,211 | 3,187,039 | 1,857,633 |
OPERATING COSTS AND EXPENSES: | ||||
Operating Income (Loss) | 23,158 | 32,438 | (18,790) | 51,338 |
Operating segment | Corporate and other | ||||
Total Revenues | 0 | 314 | 0 | 942 |
Total Cost of Sales | $ 0 | $ 455 | $ 0 | $ 1,363 |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (18,982) | $ (380,530) | $ (154,691) | $ (409,947) |
Other comprehensive (loss) income | (4) | 41 | (48) | 119 |
Comprehensive loss | $ (18,986) | $ (380,489) | $ (154,739) | $ (409,828) |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Accounting Standards Update 2016-13 | Accumulated other comprehensive (loss) income | Noncontrolling Interests | General Partner | General PartnerAccounting Standards Update 2016-13 | Preferred Class B and Class C Preferred Units | Preferred Class B and Class C Preferred UnitsPreferred Class B and Class C Preferred Units | Limited Partner | Limited PartnerAccounting Standards Update 2016-13 | Limited PartnerCommon units |
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 | $ (51,390) | $ 348,359 | $ 1,366,152 | |||||
Increase (Decrease) in Partnership Capital | |||||||||||
Distributions to general and common unit partners and preferred unitholders | (47,678) | (26) | (47,652) | ||||||||
Distributions to noncontrolling interest owners | (2,257) | (2,257) | |||||||||
Equity issued pursuant to incentive compensation plan (Note 8) | 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 | (51,474) | 348,359 | 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 | (51,390) | 348,359 | 1,366,152 | |||||
Increase (Decrease) in Partnership Capital | |||||||||||
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 | (51,935) | 348,359 | 826,973 | |||||
Increase (Decrease) in Partnership Capital | |||||||||||
Cumulative effect adjustment for adoption of ASU 2016-13 | $ (1,113) | $ (1) | $ (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 | (51,474) | 348,359 | 1,283,491 | |||||
Increase (Decrease) in Partnership Capital | |||||||||||
Distributions to general and common unit partners and preferred unitholders | (47,834) | (26) | (47,808) | ||||||||
Distributions to noncontrolling interest owners | (598) | (598) | |||||||||
Equity issued pursuant to incentive compensation plan (Note 8) | 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 | (51,518) | 348,359 | 1,242,676 | |||||
Increase (Decrease) in Partnership Capital | |||||||||||
Distributions to general and common unit partners and preferred unitholders | (36,660) | (13) | (36,647) | ||||||||
Distributions to noncontrolling interest owners | (842) | (842) | |||||||||
Common unit repurchases and cancellations | (134) | (134) | |||||||||
Common unit repurchases and cancellations (in units) | (50,155) | ||||||||||
Equity issued pursuant to incentive compensation plan (in units) | 446,475 | ||||||||||
Equity issued pursuant to incentive compensation plan (Note 8) | 1,170 | 1,170 | |||||||||
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 | (51,935) | 348,359 | 826,973 | |||||
Beginning Balance (in units) at Mar. 31, 2021 | 14,385,642 | 129,593,939 | |||||||||
Beginning Balance at Mar. 31, 2021 | 948,159 | (266) | 69,471 | (52,189) | 348,359 | 582,784 | |||||
Increase (Decrease) in Partnership Capital | |||||||||||
Distributions to noncontrolling interest owners | (444) | (444) | |||||||||
Sawtooth joint venture disposition (Note 15) | (51,097) | (51,097) | |||||||||
Equity issued pursuant to incentive compensation plan (Note 8) | 960 | 960 | |||||||||
Net (loss) income | (134,502) | 438 | (159) | (134,781) | |||||||
Other comprehensive loss | 8 | 8 | |||||||||
Ending Balance (in units) at Jun. 30, 2021 | 14,385,642 | 129,593,939 | |||||||||
Ending Balance at Jun. 30, 2021 | 763,084 | (258) | 18,368 | (52,348) | 348,359 | 448,963 | |||||
Beginning Balance (in units) at Mar. 31, 2021 | 14,385,642 | 129,593,939 | |||||||||
Beginning Balance at Mar. 31, 2021 | 948,159 | (266) | 69,471 | (52,189) | 348,359 | 582,784 | |||||
Increase (Decrease) in Partnership Capital | |||||||||||
Other comprehensive loss | (48) | ||||||||||
Ending Balance (in units) at Dec. 31, 2021 | 14,385,642 | 129,984,138 | |||||||||
Ending Balance at Dec. 31, 2021 | 743,715 | (314) | 17,734 | (52,422) | 348,359 | 430,358 | |||||
Beginning Balance (in units) at Jun. 30, 2021 | 14,385,642 | 129,593,939 | |||||||||
Beginning Balance at Jun. 30, 2021 | 763,084 | (258) | 18,368 | (52,348) | 348,359 | 448,963 | |||||
Increase (Decrease) in Partnership Capital | |||||||||||
Distributions to noncontrolling interest owners | (513) | (513) | |||||||||
Equity issued pursuant to incentive compensation plan (Note 8) | 1,048 | 1,048 | |||||||||
Net (loss) income | (1,207) | 330 | (27) | (1,510) | |||||||
Other comprehensive loss | (52) | (52) | |||||||||
Ending Balance (in units) at Sep. 30, 2021 | 14,385,642 | 129,593,939 | |||||||||
Ending Balance at Sep. 30, 2021 | 762,360 | (310) | 18,185 | (52,375) | 348,359 | 448,501 | |||||
Increase (Decrease) in Partnership Capital | |||||||||||
Distributions to noncontrolling interest owners | (388) | (388) | |||||||||
Common unit repurchases and cancellations | (20) | (20) | |||||||||
Common unit repurchases and cancellations (in units) | (8,901) | ||||||||||
Equity issued pursuant to incentive compensation plan (in units) | 399,100 | ||||||||||
Equity issued pursuant to incentive compensation plan (Note 8) | 749 | 749 | |||||||||
Net (loss) income | (18,982) | (63) | (47) | (18,872) | |||||||
Other comprehensive loss | (4) | (4) | |||||||||
Ending Balance (in units) at Dec. 31, 2021 | 14,385,642 | 129,984,138 | |||||||||
Ending Balance at Dec. 31, 2021 | $ 743,715 | $ (314) | $ 17,734 | $ (52,422) | $ 348,359 | $ 430,358 |
Unaudited Condensed Consolida_5
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
OPERATING ACTIVITIES: | ||
Net loss | $ (154,691) | $ (409,947) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Loss from discontinued operations, net of tax | 0 | 1,746 |
Depreciation and amortization, including amortization of debt issuance costs | 235,357 | 260,054 |
Gain on early extinguishment of liabilities, net | (1,131) | (44,292) |
Non-cash equity-based compensation expense | (1,044) | 5,678 |
Loss on disposal or impairment of assets, net | 93,463 | 391,752 |
Change in provision for expected credit losses | 88 | 5,693 |
Net adjustments to fair value of commodity derivatives | 42,875 | 55,162 |
Equity in earnings of unconsolidated entities | (765) | (1,134) |
Distributions of earnings from unconsolidated entities | 2,178 | 3,355 |
Lower of cost or net realizable value adjustments | 6,534 | 754 |
Other | 1,593 | 1,405 |
Changes in operating assets and liabilities, exclusive of acquisitions: | ||
Accounts receivable-trade and affiliates | (316,477) | (42,759) |
Inventories | (194,053) | (100,806) |
Other current and noncurrent assets | 33,792 | 34,454 |
Accounts payable-trade and affiliates | 294,230 | 97,842 |
Other current and noncurrent liabilities | (15,038) | (71,643) |
Net cash provided by operating activities-continuing operations | 26,911 | 187,314 |
Net cash used in operating activities-discontinued operations | 0 | (1,714) |
Net cash provided by operating activities | 26,911 | 185,600 |
INVESTING ACTIVITIES: | ||
Capital expenditures | (107,480) | (151,644) |
Net settlements of commodity derivatives | (60,972) | (40,815) |
Proceeds from sales of assets | 8,419 | 42,121 |
Proceeds from divestitures of businesses and investments, net | 63,489 | 0 |
Investments in unconsolidated entities | (350) | (638) |
Distributions of capital from unconsolidated entities | 393 | 10 |
Net cash used in investing activities | (96,501) | (150,966) |
FINANCING ACTIVITIES: | ||
Proceeds from borrowings under revolving credit facilities | 1,342,000 | 1,016,000 |
Payments on revolving credit facilities | (1,190,000) | (805,000) |
Issuance of term credit agreement | 0 | 250,000 |
Repayment of term credit agreement | 0 | (250,000) |
Repayment and repurchase of senior unsecured notes | (60,149) | (75,081) |
Proceeds from borrowings on other long-term debt | 0 | 48,750 |
Payments on other long-term debt | (6,772) | (5,013) |
Debt issuance costs | (12,503) | (10,145) |
Distributions to general and common unit partners and preferred unitholders | 0 | (118,358) |
Distributions to noncontrolling interest owners | (1,345) | (3,697) |
Common unit repurchases and cancellations | (20) | (134) |
Payments to settle contingent consideration liabilities | (994) | (95,437) |
Net cash provided by (used in) financing activities | 70,217 | (48,115) |
Net increase (decrease) in cash and cash equivalents | 627 | (13,481) |
Cash and cash equivalents, beginning of period | 4,829 | 22,704 |
Cash and cash equivalents, end of period | 5,456 | 9,223 |
Supplemental cash flow information: | ||
Cash interest paid | 162,053 | 145,375 |
Income taxes paid (net of income tax refunds) | 1,896 | 2,232 |
Supplemental non-cash investing and financing activities: | ||
Distributions declared but not paid to preferred unitholders | 0 | 21,976 |
Accrued capital expenditures | $ 9,949 | $ 3,146 |
Organization and Operations
Organization and Operations | 9 Months Ended |
Dec. 31, 2021 | |
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, 2021, our operations included three segments: • Our Water Solutions segment transports, treats, recycles and disposes of produced and flowback water generated from oil and natural gas production. We also sell produced water for reuse and brackish non-potable water to our producer customers to be used in their crude oil exploration and production activities. As part of processing water, we aggregate and sell recovered crude oil, also known as skim oil. 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. 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 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 Liquids Logistics segment conducts supply 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 24 company-owned terminals, third-party storage and terminal facilities, common carrier pipelines and a fleet of leased railcars. We also provide marine exports of butane through our facility located in Chesapeake, Virginia. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Dec. 31, 2021 | |
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, 2021 was derived from our audited consolidated financial statements for the fiscal year ended March 31, 2021 included in our Annual Report on Form 10-K (“Annual Report”) filed with the SEC on June 3, 2021. 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, 2022. 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 $43.7 million and $45.8 million at December 31, 2021 and March 31, 2021, 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, 2021 was $2.0 million with an effective tax rate of 22.9%. 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%. 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, 2021 or March 31, 2021. 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, 2021 March 31, 2021 (in thousands) Propane $ 144,836 $ 45,521 Crude oil 92,842 64,916 Butane 56,287 19,189 Biodiesel 22,655 16,169 Ethanol 5,009 3,056 Diesel 3,100 2,252 Other 9,194 7,364 Total $ 333,923 $ 158,467 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 Interest December 31, 2021 March 31, 2021 (in thousands) Water services and land company Water Solutions 50% $ 15,184 $ 15,832 Water services and land company Water Solutions 50% 2,097 2,284 Water services and land company Water Solutions 10% 2,837 3,254 Aircraft company (1) Corporate and Other 50% 586 748 Water services company Water Solutions 50% 414 424 Natural gas liquids terminal company Liquids Logistics 50% 145 177 Total $ 21,263 $ 22,719 (1) This is an investment with a related party. Other Noncurrent Assets Other noncurrent assets consist of the following at the dates indicated: December 31, 2021 March 31, 2021 (in thousands) Loan receivable (1) $ 3,100 $ 2,962 Linefill (2) 28,065 28,110 Minimum shipping fees - pipeline commitments (3) 9,967 13,171 Other 6,347 6,490 Total $ 47,479 $ 50,733 (1) Represents the noncurrent portion of a loan receivable, net of an allowance for an expected credit loss, with a former related party. (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, 2021 and March 31, 2021, linefill consisted of 423,978 barrels of crude oil. Linefill held in pipelines we own is included within property, plant and equipment (see Note 4). (3) Represents the noncurrent portion of minimum shipping fees paid in excess of volumes shipped, or deficiency credits, for a contract with a crude oil pipeline operator. This amount can be recovered when volumes shipped exceed the minimum monthly volume commitment (see Note 7). As of December 31, 2021, the deficiency credit was $14.2 million, of which $4.2 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, 2021 March 31, 2021 (in thousands) Accrued interest $ 85,383 $ 56,299 Derivative liabilities 20,278 21,562 Accrued compensation and benefits 16,300 41,456 Excise and other tax liabilities 7,928 10,970 Product exchange liabilities 12,185 1,188 Other 22,957 38,925 Total $ 165,031 $ 170,400 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 August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-06, “Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity.” This ASU (i) simplifies an issuer’s accounting for convertible instruments by eliminating two of the three models in Accounting Standards Codification (“ASC”) 470-20 that require separate accounting for embedded conversion features, (ii) amends diluted earnings per share calculations for convertible instruments by requiring the use of the if-converted method and (iii) simplifies the settlement assessment entities are required to perform on contracts that can potentially settle in an entity’s own equity by removing certain requirements. This guidance is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Under our Class D Preferred Unit (as defined in Note 8) agreement, we are permitted to issue common units to redeem a portion of the outstanding Class D Preferred Units. Using the if-converted method, we expect, when the guidance is adopted, our calculation of earnings per unit to be impacted by both an increase in the number of diluted weighted average common units outstanding and a decrease in the amount of Class D Preferred Unit distributions, when they are determined to be dilutive. We do not expect any other provision within this guidance to have an impact on our financial position, results of operations or cash flows related to any debt or preferred units issued prior to adoption, which will be on April 1, 2022. In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” The ASU provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. This guidance is effective prospectively upon issuance through December 31, 2022 and may be applied from the beginning of an interim period that includes the issuance date of this ASU. We are currently evaluating the effect that this guidance will have on our financial position, results of operations and cash flows. |
Loss Per Common Unit
Loss Per Common Unit | 9 Months Ended |
Dec. 31, 2021 | |
Earnings Per Unit [Abstract] | |
Loss Per Common Unit | Loss Per Common Unit The following table presents our calculation of basic and diluted weighted average common units outstanding for the periods indicated: Three Months Ended December 31, Nine Months Ended December 31, 2021 2020 2021 2020 Weighted average common units outstanding during the period: Common units - Basic 129,810,245 128,991,414 129,666,303 128,845,214 Common units - Diluted 129,810,245 128,991,414 129,666,303 128,845,214 For the three months and nine months ended December 31, 2021 and 2020, all potential common units or convertible securities were considered antidilutive. Our loss per common unit is as follows for the periods indicated: Three Months Ended December 31, Nine Months Ended December 31, 2021 2020 2021 2020 (in thousands, except unit and per unit amounts) Loss from continuing operations $ (18,982) $ (380,423) $ (154,691) $ (408,201) Less: Continuing operations loss (income) attributable to noncontrolling interests 63 34 (705) (185) Net loss from continuing operations attributable to NGL Energy Partners LP (18,919) (380,389) (155,396) (408,386) Less: Distributions to preferred unitholders (1) (26,361) (23,770) (77,198) (69,594) Less: Continuing operations net loss allocated to general partner (2) 47 404 233 477 Net loss from continuing operations allocated to common unitholders $ (45,233) $ (403,755) $ (232,361) $ (477,503) Loss from discontinued operations, net of tax $ — $ (107) $ — $ (1,746) Less: Discontinued operations loss allocated to general partner (2) — — — 2 Net loss from discontinued operations allocated to common unitholders $ — $ (107) $ — $ (1,744) Net loss allocated to common unitholders $ (45,233) $ (403,862) $ (232,361) $ (479,247) Basic loss per common unit Loss from continuing operations $ (0.35) $ (3.13) $ (1.79) $ (3.71) Loss from discontinued operations, net of tax $ — $ — $ — $ (0.01) Net loss $ (0.35) $ (3.13) $ (1.79) $ (3.72) Diluted loss per common unit Loss from continuing operations $ (0.35) $ (3.13) $ (1.79) $ (3.71) Loss from discontinued operations, net of tax $ — $ — $ — $ (0.01) Net loss $ (0.35) $ (3.13) $ (1.79) $ (3.72) Basic weighted average common units outstanding 129,810,245 128,991,414 129,666,303 128,845,214 Diluted weighted average common units outstanding 129,810,245 128,991,414 129,666,303 128,845,214 (1) Includes cumulative distributions for the three months and nine months ended December 31, 2021, which were earned but not declared or paid (see Note 8 for a further discussion of the suspension of common unit and preferred unit distributions). (2) Net loss allocated to the general partner includes distributions to which it is entitled as the holder of incentive distribution rights. |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Dec. 31, 2021 | |
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, 2021 March 31, 2021 (in years) (in thousands) Natural gas liquids terminal and storage assets 2 - 30 $ 165,986 $ 319,554 Pipeline and related facilities 30 - 40 264,606 264,405 Vehicles and railcars 3 - 25 124,784 126,088 Water treatment facilities and equipment 3 - 30 2,047,382 1,930,437 Crude oil tanks and related equipment 2 - 30 236,190 238,924 Barges and towboats 5 - 30 138,006 137,386 Information technology equipment 3 - 7 47,087 50,220 Buildings and leasehold improvements 3 - 40 153,584 165,679 Land 100,214 100,352 Tank bottoms and linefill (1) 30,294 20,237 Other 3 - 20 15,290 15,054 Construction in progress 48,293 114,796 3,371,716 3,483,132 Accumulated depreciation (887,840) (776,279) Net property, plant and equipment $ 2,483,876 $ 2,706,853 (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. Linefill, 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, 2021 2020 2021 2020 (in thousands) Depreciation expense $ 48,404 $ 45,139 $ 156,855 $ 145,152 Capitalized interest expense $ 149 $ 450 $ 805 $ 2,563 We record (gains) losses from the sales of property, plant and equipment and any write-downs in value due to impairment within loss on disposal or impairment of assets, net in our unaudited condensed consolidated statements of operations. The following table summarizes (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, 2021 2020 2021 2020 (in thousands) Water Solutions $ 13,238 $ (17,877) $ 22,023 $ (11,137) Crude Oil Logistics 2,245 (72) 2,189 1,772 Liquids Logistics (3) (43) 11,750 4 Corporate and Other — 1 — (1) Total $ 15,480 $ (17,991) $ 35,962 $ (9,362) |
Intangible Assets
Intangible Assets | 9 Months Ended |
Dec. 31, 2021 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible Assets | Intangible Assets Our intangible assets consist of the following at the dates indicated: December 31, 2021 March 31, 2021 Description Amortizable Lives Gross Carrying Accumulated Net Gross Carrying Accumulated Net (in years) (in thousands) Amortizable: Customer relationships 5 - 25 $ 1,241,463 $ (462,846) $ 778,617 $ 1,318,638 $ (450,639) $ 867,999 Customer commitments 25 192,000 (19,200) 172,800 192,000 (13,440) 178,560 Pipeline capacity rights 30 7,799 (2,101) 5,698 7,799 (1,907) 5,892 Rights-of-way and easements 1 - 45 91,535 (11,624) 79,911 90,703 (9,270) 81,433 Water rights 13 - 30 100,369 (19,017) 81,352 100,369 (14,454) 85,915 Executory contracts and other agreements 1 - 35 36,249 (21,436) 14,813 48,709 (21,300) 27,409 Non-compete agreements 4 - 5 7,000 (6,063) 937 12,100 (6,102) 5,998 Debt issuance costs (1) 5 21,749 (3,934) 17,815 9,558 (406) 9,152 Total amortizable 1,698,164 (546,221) 1,151,943 1,779,876 (517,518) 1,262,358 Non-amortizable: Trade names 255 — 255 255 — 255 Total $ 1,698,419 $ (546,221) $ 1,152,198 $ 1,780,131 $ (517,518) $ 1,262,613 (1) Includes debt issuance costs related to the ABL Facility (as defined herein) and the Sawtooth (as defined herein) credit agreement. Debt issuance costs related to the fixed-rate notes are reported as a reduction of the carrying amount of long-term debt. On June 18, 2021, the Sawtooth credit agreement was paid off and terminated prior to us selling our ownership interest in Sawtooth (see Note 15). We wrote off $0.1 million of debt issuance costs related to the Sawtooth credit agreement. The loss is reported within gain on early extinguishment of liabilities, net within our unaudited condensed consolidated statement of operations. The weighted-average remaining amortization period for intangible assets is approximately 20.5 years. Amortization expense is as follows for the periods indicated: Three Months Ended December 31, Nine Months Ended December 31, Recorded In 2021 2020 2021 2020 (in thousands) Depreciation and amortization $ 20,076 $ 33,061 $ 65,290 $ 104,503 Cost of sales 69 77 213 230 Interest expense 1,283 1,595 3,658 4,687 Operating expenses 62 62 185 185 Total $ 21,490 $ 34,795 $ 69,346 $ 109,605 Expected amortization of our intangible assets is as follows (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 20,680 2023 81,315 2024 74,975 2025 67,405 2026 64,502 2027 60,185 Thereafter 782,881 Total $ 1,151,943 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Our long-term debt consists of the following at the dates indicated: December 31, 2021 March 31, 2021 Face Unamortized Book Face Unamortized Book (in thousands) Senior secured notes: 7.500% Notes due 2026 (“2026 Senior Secured Notes”) $ 2,050,000 $ (37,491) $ 2,012,509 $ 2,050,000 $ (44,246) $ 2,005,754 Asset-based revolving credit facility (“ABL Facility”) 156,000 — 156,000 4,000 — 4,000 Senior unsecured notes: 7.500% Notes due 2023 (“2023 Notes”) 499,496 (2,276) 497,220 555,251 (3,564) 551,687 6.125% Notes due 2025 (“2025 Notes”) 380,020 (2,666) 377,354 380,020 (3,297) 376,723 7.500% Notes due 2026 (“2026 Notes”) 332,402 (3,661) 328,741 338,402 (4,378) 334,024 Other long-term debt 42,323 (62) 42,261 49,095 (70) 49,025 3,460,241 (46,156) 3,414,085 3,376,768 (55,555) 3,321,213 Less: Current maturities 2,328 — 2,328 2,183 — 2,183 Long-term debt $ 3,457,913 $ (46,156) $ 3,411,757 $ 3,374,585 $ (55,555) $ 3,319,030 (1) Debt issuance costs related to the ABL Facility and the Sawtooth credit agreement (included in other long-term debt) are reported within intangible assets, rather than as a reduction of the carrying amount of long-term debt. 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, which began 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 on 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 on 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. Compliance At December 31, 2021, we were in compliance with the covenants under the 2026 Senior Secured Notes indenture. ABL Facility The $500.0 million ABL Facility is subject to a borrowing base, which includes a sub-limit for letters of credit. The initial borrowing base was $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. At December 31, 2021, we had letters of credit outstanding of approximately $167.0 million. 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. All borrowings under the ABL Facility bear interest, at our option, at either (i) an alternate base rate plus a margin of 2.00% per year or (ii) an adjusted LIBOR rate plus a margin of 3.00% per year. At December 31, 2021, the borrowings under the ABL Facility had a weighted average interest rate of 4.24%, calculated as the alternate base rate of 3.25% plus a margin of 2.00% on the alternate base rate borrowings and weighted average LIBOR rate of 0.50% plus a margin of 3.00% for the LIBOR borrowings. On December 31, 2021, the interest rate in effect on letters of credit was 3.00%. The ABL Facility 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 ABL Facility 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 ABL Facility). At December 31, 2021, no Cash Dominion Event had occurred. Compliance At December 31, 2021, we were in compliance with the covenants under the ABL Facility. 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 December 31, Nine Months Ended December 31, 2021 2021 (in thousands) 2023 Notes Notes repurchased $ 20,000 $ 55,755 Cash paid (excluding payments of accrued interest) $ 19,900 $ 54,829 Gain on early extinguishment of debt (1) $ 9 $ 636 2026 Notes Notes repurchased $ — $ 6,000 Cash paid (excluding payments of accrued interest) $ — $ 5,320 Gain on early extinguishment of debt (2) $ — $ 610 (1) Gain on early extinguishment of debt for the three months and nine months ended December 31, 2021 is inclusive of the write-off of debt issuance costs of $0.1 million and $0.3 million, respectively. The gain is reported within gain on early extinguishment of liabilities, net within our unaudited condensed consolidated statements of operations. (2) Gain on early extinguishment of debt for the nine months ended December 31, 2021 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 statements of operations. Compliance At December 31, 2021, we were in compliance with the covenants under all of the Senior Unsecured Notes indentures. Other Long-term Debt The Sawtooth Caverns, LLC (“Sawtooth”) credit agreement was paid off and terminated prior to us selling our ownership interest in Sawtooth on June 18, 2021 (see Note 15). On October 29, 2020, we entered into an equipment loan for $45.0 million 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 $42.3 million at December 31, 2021. The loan matures on November 1, 2027. Debt Maturity Schedule The scheduled maturities of our long-term debt are as follows at December 31, 2021: Fiscal Year Ending March 31, 2026 Senior Secured Notes ABL Facility Senior Unsecured Notes Other Total (in thousands) 2022 (three months) $ — $ — $ — $ 410 $ 410 2023 — — — 2,585 2,585 2024 — — 499,496 2,816 502,312 2025 — — 380,020 3,068 383,088 2026 2,050,000 156,000 — 3,343 2,209,343 2027 — — 332,402 3,642 336,044 Thereafter — — — 26,459 26,459 Total $ 2,050,000 $ 156,000 $ 1,211,918 $ 42,323 $ 3,460,241 Amortization of Debt Issuance Costs Amortization expense for debt issuance costs related to long-term debt was $3.0 million and $1.6 million during the three months ended December 31, 2021 and 2020, respectively, and $9.2 million and $5.3 million during the nine months ended December 31, 2021 and 2020, respectively. Expected amortization of debt issuance costs is as follows (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 3,030 2023 12,120 2024 11,607 2025 10,812 2026 8,535 2027 46 Thereafter 6 Total $ 46,156 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Dec. 31, 2021 | |
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 (the “December 5th Order”). 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 been set by the trial court for November 7, 2022. 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, 2021, 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, 2021, we have an environmental liability, measured on an undiscounted basis, of $1.4 million, which is recorded within accrued expenses and other payables in our unaudited condensed consolidated balance sheet. Our operations are subject to extensive federal, state, and local environmental laws and regulations. Although we believe our operations are in substantial compliance with applicable environmental laws and regulations, risks of additional costs and liabilities are inherent in our business, and there can be no assurance that we will not incur significant costs. Moreover, it is possible that other developments, such as increasingly stringent environmental laws, regulations and enforcement policies thereunder, and claims for damages to property or persons resulting from the operations, could result in substantial costs. Accordingly, we have adopted policies, practices, and procedures in the areas of pollution control, product safety, occupational health, and the handling, storage, use, and disposal of hazardous materials designed to prevent material environmental or other damage, and to limit the financial liability that could result from such events. However, some risk of environmental or other damage is inherent in our business. 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, 2021 $ 28,079 Liabilities incurred 1,813 Liabilities associated with disposed assets (1) (1,633) Accretion expense 1,272 Balance at December 31, 2021 $ 29,531 (1) Relates primarily to the disposition of Sawtooth (see Note 15). 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. Pipeline Capacity Agreements We have noncancelable agreements with crude oil pipeline operators, which guarantee us minimum monthly shipping capacity on the pipelines. As a result, we are required to pay the minimum shipping fees if actual shipments are less than our allotted capacity. Under certain agreements we have the ability to recover minimum shipping fees previously paid if our shipping volumes exceed the minimum monthly shipping commitment during each month remaining under the agreement, with some contracts containing provisions that allow us to continue shipping up to six months after the maturity date of the contract in order to recapture previously paid minimum shipping delinquency fees. We currently have an asset recorded in prepaid expenses and other current assets and in other noncurrent assets in our unaudited condensed consolidated balance sheet for minimum shipping fees paid in both the current and previous periods that are expected to be recovered in future periods by exceeding the minimum monthly volumes (see Note 2). The following table summarizes future minimum throughput payments under these agreements at December 31, 2021 (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 8,708 2023 35,314 2024 35,410 2025 30,897 Total $ 110,329 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, 2021, we had the following commodity purchase commitments (in thousands): Crude Oil (1) Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Purchase Commitments: 2022 (three months) $ 128,709 1,818 $ 12,646 14,472 2023 — — 6,278 7,812 2024 — — 4,588 6,048 Total $ 128,709 1,818 $ 23,512 28,332 Index-Price Commodity Purchase Commitments: 2022 (three months) $ 1,146,503 15,880 $ 437,705 367,994 2023 2,506,678 37,234 30,002 30,206 2024 1,823,070 29,473 15,619 25,200 2025 1,345,043 22,775 — — 2026 570,834 10,411 — — Total $ 7,392,128 115,773 $ 483,326 423,400 (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, 2021, we had the following commodity sale commitments (in thousands): Crude Oil Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Sale Commitments: 2022 (three months) $ 126,951 1,798 $ 112,214 94,382 2023 — — 28,853 30,897 2024 — — 7,844 9,693 2025 — — 46 50 Total $ 126,951 1,798 $ 148,957 135,022 Index-Price Commodity Sale Commitments: 2022 (three months) $ 1,049,611 13,910 $ 510,948 363,161 2023 1,120,340 15,797 31,109 23,416 2024 669,274 10,248 — — 2025 632,963 10,220 — — 2026 23,617 389 — — Total $ 3,495,805 50,564 $ 542,057 386,577 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 9) 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 9 and represent $33.5 million of our prepaid expenses and other current assets and $19.3 million of our accrued expenses and other payables at December 31, 2021. 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, 2021 (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 2,429 2023 7,240 2024 5,786 2025 1,183 2026 1,164 2027 1,156 Thereafter 5,396 Total $ 24,354 As part of the acquisition of Hillstone Environmental Partners, LLC, 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, 2021, we recorded $0.6 million and $1.7 million, respectively, and 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, 2021, the range of potential payments we could be obligated to make pursuant to the subsidy agreement could be from $0.0 million to $3.2 million. |
Equity
Equity | 9 Months Ended |
Dec. 31, 2021 | |
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. At December 31, 2021, 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, 2021, we issued 390 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 and this plan has expired. Suspension of Common Unit and Preferred Unit Distributions The board of directors of our general partner temporarily suspended all distributions (common unit distributions beginning with the quarter ended December 31, 2020 and preferred unit distributions beginning with the quarter ended 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 6. Class B Preferred Units As of December 31, 2021, there were 12,585,642 of our 9.00% Class B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (“Class B Preferred Units”) outstanding. 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). For the quarter ended December 31, 2021, we did not declare or pay distributions to the holders of the Class B Preferred Units, thus the quarterly distribution for December 31, 2021 is $0.5625 and the cumulative distribution since suspension for each Class B Preferred Unit is $2.25. In addition, the amount of cumulative but unpaid distributions shall continue to accumulate at the then applicable rate until all unpaid distributions have been paid in full. The total amount due as of December 31, 2021 is $29.2 million. Class C Preferred Units As of December 31, 2021, there were 1,800,000 of our 9.625% Class C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (“Class C Preferred Units”) outstanding. 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). For the quarter ended December 31, 2021, we did not declare or pay distributions to the holders of the Class C Preferred Units, thus the quarterly distribution for December 31, 2021 is $0.6016 and the cumulative distribution since suspension for each Class C Preferred Unit is $2.4062. In addition, the amount of cumulative but unpaid distributions shall continue to accumulate at the then applicable rate until all unpaid distributions have been paid in full. The total amount due as of December 31, 2021 is $4.5 million. Class D Preferred Units As of December 31, 2021, there were 600,000 preferred units (“Class D Preferred Units”) and warrants exercisable to purchase an aggregate of 25,500,000 common units 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), plus an additional 1.5% rate increase due to us exceeding the adjusted total leverage ratio and due to a Class D distribution payment default, as defined within the amended and restated limited partnership agreement. For the quarter ended December 31, 2021, we did not declare or pay distributions to the holders of the Class D Preferred Units, thus the average quarterly distribution at December 31, 2021 is $27.32 and the average cumulative distribution since suspension for each Class D Preferred unit is $107.96. In addition, the amount of cumulative but unpaid distributions shall continue to accumulate at the then applicable rate until all unpaid distributions have been paid in full. The total amount due as of December 31, 2021 is $67.3 million. Equity-Based Incentive Compensation Our general partner adopted a long-term incentive plan (“LTIP”), which allowed for the issuance of equity-based compensation. Our general partner 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 Service 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 LTIP expired on May 10, 2021. The following table summarizes the Service Award activity during the nine months ended December 31, 2021: Unvested Service Award units at March 31, 2021 446,975 Units granted 3,294,750 Units vested and issued (399,100) Units forfeited (331,075) Unvested Service Award units at December 31, 2021 3,011,550 In connection with the vesting of certain Service Award units during the nine months ended December 31, 2021, we canceled 8,901 of the newly-vested common units in satisfaction of less than $0.1 million of employee tax liability paid by us. Pursuant to the expiration of the LTIP discussed below, those canceled units are not available for future grants. The following table summarizes the scheduled vesting of our unvested Service Award units at December 31, 2021: Fiscal Year Ending March 31, 2022 (three months) 752,700 2023 1,505,775 2024 753,075 Total 3,011,550 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, 2021 was $2.15 per Service Award. 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, 2021 and 2020, we recorded compensation expense related to Service Award units of $0.7 million and $1.2 million, respectively. During the nine months ended December 31, 2021 and 2020, we recorded compensation expense related to Service Award units of $2.8 million and $3.8 million, respectively. The following table summarizes the estimated future expense we expect to record on the unvested Service Award units at December 31, 2021 (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 523 2023 3,222 2024 1,348 Total $ 5,093 As the LTIP expired on May 10, 2021, we have no common units available for grant and any current unvested Service Awards that are forfeited, canceled or expired will not be available for future grants. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Dec. 31, 2021 | |
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 sheets at the dates indicated: December 31, 2021 March 31, 2021 Derivative Derivative Derivative Derivative (in thousands) Level 1 measurements $ 39,882 $ (13,497) $ 12,312 $ (17,857) Level 2 measurements 33,588 (20,417) 37,520 (24,474) 73,470 (33,914) 49,832 (42,331) Netting of counterparty contracts (1) (13,550) 13,550 (12,648) 12,648 Net cash collateral (held) provided (5,755) — 2,660 5,543 Commodity derivatives $ 54,165 $ (20,364) $ 39,844 $ (24,140) (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, 2021 March 31, 2021 (in thousands) Prepaid expenses and other current assets $ 54,165 $ 39,844 Accrued expenses and other payables (20,278) (21,562) Other noncurrent liabilities (86) (2,578) Net commodity derivative asset $ 33,801 $ 15,704 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, 2021: Crude oil fixed-price (1) January 2022–December 2023 (1,030) $ 27,054 Propane fixed-price (1) January 2022–December 2023 6 6,145 Refined products fixed-price (1) January 2022–December 2022 (278) (2,084) Butane fixed-price (1) January 2022–December 2023 (446) (5,273) Other January 2022–December 2022 13,714 39,556 Net cash collateral held (5,755) Net commodity derivative asset $ 33,801 At March 31, 2021: Crude oil fixed-price (1) April 2021–December 2023 (1,850) $ (5,414) Propane fixed-price (1) April 2021–December 2023 (195) 2,188 Refined products fixed-price (1) April 2021–January 2022 (503) 1,928 Butane fixed-price (1) April 2021–March 2022 (753) (3,764) Other April 2021–June 2022 12,563 7,501 Net cash collateral provided 8,203 Net commodity derivative asset $ 15,704 (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, 2021 and 2020, we recorded net losses of $2.2 million and $24.6 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, 2021 and 2020, we recorded net losses of $42.9 million and $55.2 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 do not include net gains and losses related to Mid-Con (as defined herein) and Gas Blending (as defined herein), as these amounts have been classified as discontinued operations within our unaudited condensed consolidated statements of operations (see Note 16). 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, 2021, 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 ABL Facility is variable-rate debt with interest rates that are generally indexed to the Wall Street Journal prime rate or LIBOR interest rate (or successor rate). At December 31, 2021, we had $156.0 million of outstanding borrowings under the ABL Facility at a weighted average interest rate of 4.24%. Fair Value of Fixed-Rate Notes The following table provides fair value estimates of our fixed-rate notes at December 31, 2021 (in thousands): Senior Secured Notes: 2026 Senior Secured Notes $ 2,109,826 Senior Unsecured Notes: 2023 Notes $ 514,734 2025 Notes $ 327,134 2026 Notes $ 285,312 For the 2026 Senior Secured Notes and 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, 2021 | |
Segment Reporting [Abstract] | |
Segments | Segments The following table summarizes revenues related to our segments for the periods indicated. 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, 2021 2020 2021 2020 (in thousands) Revenues: Water Solutions: Topic 606 revenues Disposal service fees $ 102,917 $ 82,008 $ 303,106 $ 239,390 Sale of recovered crude oil 17,865 6,778 48,848 16,532 Sale of water 6,842 6,386 31,694 10,267 Other service revenues 3,029 3,753 13,441 9,479 Total Water Solutions revenues 130,653 98,925 397,089 275,668 Crude Oil Logistics: Topic 606 revenues Crude oil sales 588,729 455,790 1,660,225 1,104,692 Crude oil transportation and other 18,826 28,407 56,088 118,615 Non-Topic 606 revenues 2,153 2,919 6,518 9,193 Elimination of intersegment sales (2,505) (1,827) (7,174) (4,331) Total Crude Oil Logistics revenues 607,203 485,289 1,715,657 1,228,169 Liquids Logistics: Topic 606 revenues Refined products sales 503,348 286,640 1,340,725 785,968 Propane sales 396,457 276,459 776,157 534,525 Butane sales 296,481 191,710 582,358 336,827 Other product sales 155,556 99,624 409,452 238,377 Service revenues 361 4,685 8,849 17,710 Non-Topic 606 revenues 81,817 20,302 185,705 59,816 Elimination of intersegment sales — (1,929) (1,324) (3,410) Total Liquids Logistics revenues 1,434,020 877,491 3,301,922 1,969,813 Corporate and Other: Non-Topic 606 revenues — 314 — 942 Total Corporate and Other revenues — 314 — 942 Total $ 2,171,876 $ 1,462,019 $ 5,414,668 $ 3,474,592 The following tables summarize depreciation and amortization expense (including amortization expense recorded within interest expense, cost of sales and operating expenses in Note 5 and Note 6) and operating income (loss) by segment for the periods indicated. Three Months Ended December 31, Nine Months Ended December 31, 2021 2020 2021 2020 (in thousands) Depreciation and Amortization: Water Solutions $ 50,877 $ 53,388 $ 164,651 $ 173,865 Crude Oil Logistics 12,166 16,513 37,029 50,540 Liquids Logistics 3,824 7,071 15,627 22,406 Corporate and Other 6,066 4,576 18,050 13,243 Total $ 72,933 $ 81,548 $ 235,357 $ 260,054 Operating Income (Loss): Water Solutions $ 19,851 $ 15,821 $ 60,206 $ (13,503) Crude Oil Logistics 21,291 (382,192) 37,941 (310,633) Liquids Logistics 23,158 32,438 (18,790) 51,338 Corporate and Other (15,190) (12,374) (34,763) (47,978) Total $ 49,110 $ (346,307) $ 44,594 $ (320,776) The following table summarizes additions to property, plant and equipment and intangible assets by segment for the periods indicated. This information has been prepared on the accrual basis, and includes property, plant and equipment and intangible assets acquired in acquisitions. Three Months Ended December 31, Nine Months Ended December 31, 2021 2020 2021 2020 (in thousands) Water Solutions $ 21,254 $ 5,177 $ 81,807 $ 38,139 Crude Oil Logistics 515 785 1,986 9,555 Liquids Logistics 4,248 2,572 10,308 7,292 Corporate and Other 341 2,983 1,504 10,887 Total $ 26,358 $ 11,517 $ 95,605 $ 65,873 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, 2021 March 31, 2021 (in thousands) Long-lived assets, net: Water Solutions $ 2,997,529 $ 3,104,450 Crude Oil Logistics 1,059,922 1,090,578 Liquids Logistics (1) 394,897 626,221 Corporate and Other 51,141 44,802 Total $ 4,503,489 $ 4,866,051 (1) Includes $18.5 million and $20.9 million of non-US long-lived assets at December 31, 2021 and March 31, 2021, respectively. December 31, 2021 March 31, 2021 (in thousands) Total assets: Water Solutions $ 3,142,021 $ 3,204,850 Crude Oil Logistics 1,895,169 1,665,005 Liquids Logistics (1) 986,602 1,003,370 Corporate and Other 70,979 74,116 Total $ 6,094,771 $ 5,947,341 |
Transactions with Affiliates
Transactions with Affiliates | 9 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Transactions with Affiliates | Transactions with Affiliates The following table summarizes our related party transactions for the periods indicated: Three Months Ended December 31, Nine Months Ended December 31, 2021 2020 2021 2020 (in thousands) Sales to entities affiliated with management $ — $ 5,369 $ — $ 7,492 Purchases from entities affiliated with management $ 957 $ 393 $ 1,045 $ 684 Purchases from equity method investees $ 243 $ 689 $ 784 $ 1,434 Sales to WPX (1) $ 16,888 $ 39,129 Purchases from WPX (1) $ 100,427 $ 216,487 (1) As previously reported, a member of the board of directors of our general partner was an executive officer of WPX Energy, Inc. (“WPX”) and has subsequently retired. Therefore, we are no longer classifying transactions with WPX as a related party. The prior year amounts relate to purchases and sales of crude oil with WPX as well as the treatment and disposal of produced water and solids received from WPX. Accounts receivable from affiliates consist of the following at the dates indicated: December 31, 2021 March 31, 2021 (in thousands) NGL Energy Holdings LLC $ 8,385 $ 8,245 Equity method investees 438 462 Entities affiliated with management 1 728 Total $ 8,824 $ 9,435 Accounts payable to affiliates consist of the following at the dates indicated: December 31, 2021 March 31, 2021 (in thousands) Equity method investees $ 37 $ 107 Entities affiliated with management 223 12 Total $ 260 $ 119 Other Related Party Transactions Guarantee of Outstanding Loan for KAIR2014 LLC (“KAIR2014”) In connection with the purchase of our 50% interest in KAIR2014, we executed a joint and several guarantee for the benefit of the lender for KAIR2014’s outstanding loan. The other owner of KAIR2014 is a party to a similar guarantee. This guarantee obligates us for the payment and performance of KAIR2014 with respect to the repayment of the loan. As of December 31, 2021, the outstanding balance of the loan is approximately $2.6 million and the loan matures in September 2023. As the guarantee is joint and several, we could be liable for the entire outstanding balance of the loan. The loan is collateralized by the airplane owned by KAIR2014 and in the event of a default, the lender could seek payment in full from us. As of December 31, 2021, no accrual has been recorded related to this guarantee. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 9 Months Ended |
Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customer | Revenue from Contracts with Customers 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, 2021. 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 10 for a detail of disaggregated revenue. Revenue from contracts accounted for as derivatives under ASC 815 within our Liquids Logistics segment includes $15.6 million of net gains related to changes in the mark-to-market value of these arrangements recorded during the nine months ended December 31, 2021. 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, 2021 (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 34,481 2023 104,452 2024 85,386 2025 62,483 2026 17,240 2027 3,727 Thereafter 2,071 Total $ 309,840 Contract Assets and Liabilities The following tables summarize the balances of our contract assets and liabilities at the dates indicated: December 31, 2021 March 31, 2021 (in thousands) Accounts receivable from contracts with customers $ 503,351 $ 436,682 Contract liabilities balance at March 31, 2021 $ 10,896 Payment received and deferred 39,874 Payment recognized in revenue (26,582) Disposition of Sawtooth (see Note 15) (8,234) Contract liabilities balance at December 31, 2021 $ 15,954 |
Leases
Leases | 9 Months Ended |
Dec. 31, 2021 | |
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, 2021 2020 2021 2020 (in thousands) Operating lease expense $ 14,180 $ 17,048 $ 44,474 $ 53,278 Variable lease expense 5,725 4,737 15,978 13,950 Short-term lease expense 60 293 219 1,094 Total $ 19,965 $ 22,078 $ 60,671 $ 68,322 The following table summarizes maturities of our operating lease obligations at December 31, 2021 (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 12,997 2023 45,437 2024 29,069 2025 16,698 2026 8,416 2027 4,593 Thereafter 38,820 Total lease payments 156,030 Less imputed interest (33,580) Total operating lease obligations $ 122,450 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, 2021 2020 (in thousands) Cash paid for amounts included in the measurement of operating lease obligations $ 43,919 $ 52,849 Operating lease right-of-use assets obtained in exchange for operating lease obligations $ 11,738 $ 24,073 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, 2021 and 2020, fixed rental revenue was $3.7 million, which includes $0.5 million of sublease revenue, and $4.1 million, which includes $0.5 million of sublease revenue, respectively. During the nine months ended December 31, 2021 and 2020, fixed rental revenue was $10.9 million, which includes $1.1 million of sublease revenue, and $12.6 million, which includes $1.9 million of sublease revenue, respectively. The following table summarizes future minimum lease payments receivable under various noncancelable operating lease agreements at December 31, 2021 (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 3,089 2023 9,614 2024 4,806 2025 691 2026 415 2027 415 Thereafter 422 Total $ 19,452 |
Allowance for Current Expected
Allowance for Current Expected Credit Loss | 9 Months Ended |
Dec. 31, 2021 | |
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, 2021 $ 2,192 $ 458 Change in provision for expected credit losses 88 — Write-offs charged against the provision (49) — Disposition of Sawtooth (see Note 15) (4) — Balance at December 31, 2021 $ 2,227 $ 458 |
Other Matters
Other Matters | 9 Months Ended |
Dec. 31, 2021 | |
Other Matters [Abstract] | |
Other Matters | Other Matters Sale of Sawtooth On June 18, 2021, we sold our approximately 71.5% interest in Sawtooth to a group of buyers for total consideration of $70.0 million less expenses of approximately $2.0 million. We recorded a loss of $60.1 million within loss on disposal or impairment of assets, net in our unaudited condensed consolidated statement of operations for the nine months ended December 31, 2021 . As this sale transaction did not represent a strategic shift that will have a major effect on our operations or financial results, operations related to this portion of our Liquids Logistics segment have not been classified as discontinued operations. |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Dec. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations As previously disclosed, on September 30, 2019, we completed the sale of TransMontaigne Product Services, LLC (“TPSL”) to Trajectory Acquisition Company, LLC. On January 3, 2020, we completed the sale of our refined products business in the mid-continent region of the United States (“Mid-Con”) to a third-party. On March 30, 2020, we completed the sale of our gas blending business in the southeastern and eastern regions of the United States (“Gas Blending”) to another third-party. As the sale of each of these businesses represented strategic shifts, the results of operations and cash flows related to these businesses are classified as discontinued operations for the 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 2020 (in thousands) Revenues $ — $ 16,198 Cost of sales 106 16,535 Operating expenses 1 281 Loss on disposal or impairment of assets, net (1) — 1,181 Loss from discontinued operations before taxes (107) (1,799) Income tax benefit — 53 Loss from discontinued operations, net of tax $ (107) $ (1,746) (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. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Dec. 31, 2021 | |
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, 2021 was derived from our audited consolidated financial statements for the fiscal year ended March 31, 2021 included in our Annual Report on Form 10-K (“Annual Report”) filed with the SEC on June 3, 2021. 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, 2022. |
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. |
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 $43.7 million and $45.8 million at December 31, 2021 and March 31, 2021, 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, 2021 was $2.0 million with an effective tax rate of 22.9%. 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%. 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, 2021 or March 31, 2021. |
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 August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-06, “Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity.” This ASU (i) simplifies an issuer’s accounting for convertible instruments by eliminating two of the three models in Accounting Standards Codification (“ASC”) 470-20 that require separate accounting for embedded conversion features, (ii) amends diluted earnings per share calculations for convertible instruments by requiring the use of the if-converted method and (iii) simplifies the settlement assessment entities are required to perform on contracts that can potentially settle in an entity’s own equity by removing certain requirements. This guidance is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Under our Class D Preferred Unit (as defined in Note 8) agreement, we are permitted to issue common units to redeem a portion of the outstanding Class D Preferred Units. Using the if-converted method, we expect, when the guidance is adopted, our calculation of earnings per unit to be impacted by both an increase in the number of diluted weighted average common units outstanding and a decrease in the amount of Class D Preferred Unit distributions, when they are determined to be dilutive. We do not expect any other provision within this guidance to have an impact on our financial position, results of operations or cash flows related to any debt or preferred units issued prior to adoption, which will be on April 1, 2022. In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” The ASU provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. This guidance is effective prospectively upon issuance through December 31, 2022 and may be applied from the beginning of an interim period that includes the issuance date of this ASU. We are currently evaluating the effect that this guidance will have on our financial position, results of operations and cash flows. |
Commitment and Contingencies (P
Commitment and Contingencies (Policies) | 9 Months Ended |
Dec. 31, 2021 | |
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, 2021 | |
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, 2021 was $2.15 per Service Award. 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, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue recognition | 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, 2021. |
Allowance for Current Expecte_2
Allowance for Current Expected Credit Loss (Policies) | 9 Months Ended |
Dec. 31, 2021 | |
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, 2021 | |
Accounting Policies [Abstract] | |
Schedule of inventories | Inventories consist of the following at the dates indicated: December 31, 2021 March 31, 2021 (in thousands) Propane $ 144,836 $ 45,521 Crude oil 92,842 64,916 Butane 56,287 19,189 Biodiesel 22,655 16,169 Ethanol 5,009 3,056 Diesel 3,100 2,252 Other 9,194 7,364 Total $ 333,923 $ 158,467 |
Schedule of investments in unconsolidated entities | Our investments in unconsolidated entities consist of the following at the dates indicated: Entity Segment Ownership Interest December 31, 2021 March 31, 2021 (in thousands) Water services and land company Water Solutions 50% $ 15,184 $ 15,832 Water services and land company Water Solutions 50% 2,097 2,284 Water services and land company Water Solutions 10% 2,837 3,254 Aircraft company (1) Corporate and Other 50% 586 748 Water services company Water Solutions 50% 414 424 Natural gas liquids terminal company Liquids Logistics 50% 145 177 Total $ 21,263 $ 22,719 (1) 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, 2021 March 31, 2021 (in thousands) Loan receivable (1) $ 3,100 $ 2,962 Linefill (2) 28,065 28,110 Minimum shipping fees - pipeline commitments (3) 9,967 13,171 Other 6,347 6,490 Total $ 47,479 $ 50,733 (1) Represents the noncurrent portion of a loan receivable, net of an allowance for an expected credit loss, with a former related party. (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, 2021 and March 31, 2021, linefill consisted of 423,978 barrels of crude oil. Linefill held in pipelines we own is included within property, plant and equipment (see Note 4). (3) Represents the noncurrent portion of minimum shipping fees paid in excess of volumes shipped, or deficiency credits, for a contract with a crude oil pipeline operator. This amount can be recovered when volumes shipped exceed the minimum monthly volume commitment (see Note 7). As of December 31, 2021, the deficiency credit was $14.2 million, of which $4.2 million is recorded within prepaid expenses and other current assets in our unaudited condensed consolidated balance sheet. |
Schedule of accrued expenses and other payables | Accrued expenses and other payables consist of the following at the dates indicated: December 31, 2021 March 31, 2021 (in thousands) Accrued interest $ 85,383 $ 56,299 Derivative liabilities 20,278 21,562 Accrued compensation and benefits 16,300 41,456 Excise and other tax liabilities 7,928 10,970 Product exchange liabilities 12,185 1,188 Other 22,957 38,925 Total $ 165,031 $ 170,400 |
Loss Per Common Unit (Tables)
Loss Per Common Unit (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
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, 2021 2020 2021 2020 Weighted average common units outstanding during the period: Common units - Basic 129,810,245 128,991,414 129,666,303 128,845,214 Common units - Diluted 129,810,245 128,991,414 129,666,303 128,845,214 |
Schedule of loss per common unit | Our loss per common unit is as follows for the periods indicated: Three Months Ended December 31, Nine Months Ended December 31, 2021 2020 2021 2020 (in thousands, except unit and per unit amounts) Loss from continuing operations $ (18,982) $ (380,423) $ (154,691) $ (408,201) Less: Continuing operations loss (income) attributable to noncontrolling interests 63 34 (705) (185) Net loss from continuing operations attributable to NGL Energy Partners LP (18,919) (380,389) (155,396) (408,386) Less: Distributions to preferred unitholders (1) (26,361) (23,770) (77,198) (69,594) Less: Continuing operations net loss allocated to general partner (2) 47 404 233 477 Net loss from continuing operations allocated to common unitholders $ (45,233) $ (403,755) $ (232,361) $ (477,503) Loss from discontinued operations, net of tax $ — $ (107) $ — $ (1,746) Less: Discontinued operations loss allocated to general partner (2) — — — 2 Net loss from discontinued operations allocated to common unitholders $ — $ (107) $ — $ (1,744) Net loss allocated to common unitholders $ (45,233) $ (403,862) $ (232,361) $ (479,247) Basic loss per common unit Loss from continuing operations $ (0.35) $ (3.13) $ (1.79) $ (3.71) Loss from discontinued operations, net of tax $ — $ — $ — $ (0.01) Net loss $ (0.35) $ (3.13) $ (1.79) $ (3.72) Diluted loss per common unit Loss from continuing operations $ (0.35) $ (3.13) $ (1.79) $ (3.71) Loss from discontinued operations, net of tax $ — $ — $ — $ (0.01) Net loss $ (0.35) $ (3.13) $ (1.79) $ (3.72) Basic weighted average common units outstanding 129,810,245 128,991,414 129,666,303 128,845,214 Diluted weighted average common units outstanding 129,810,245 128,991,414 129,666,303 128,845,214 (1) Includes cumulative distributions for the three months and nine months ended December 31, 2021, which were earned but not declared or paid (see Note 8 for a further discussion of the suspension of common unit and preferred unit distributions). (2) Net loss allocated to the general partner includes distributions to which it is entitled as the holder of incentive distribution rights. |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
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, 2021 March 31, 2021 (in years) (in thousands) Natural gas liquids terminal and storage assets 2 - 30 $ 165,986 $ 319,554 Pipeline and related facilities 30 - 40 264,606 264,405 Vehicles and railcars 3 - 25 124,784 126,088 Water treatment facilities and equipment 3 - 30 2,047,382 1,930,437 Crude oil tanks and related equipment 2 - 30 236,190 238,924 Barges and towboats 5 - 30 138,006 137,386 Information technology equipment 3 - 7 47,087 50,220 Buildings and leasehold improvements 3 - 40 153,584 165,679 Land 100,214 100,352 Tank bottoms and linefill (1) 30,294 20,237 Other 3 - 20 15,290 15,054 Construction in progress 48,293 114,796 3,371,716 3,483,132 Accumulated depreciation (887,840) (776,279) Net property, plant and equipment $ 2,483,876 $ 2,706,853 (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. Linefill, 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, 2021 2020 2021 2020 (in thousands) Depreciation expense $ 48,404 $ 45,139 $ 156,855 $ 145,152 Capitalized interest expense $ 149 $ 450 $ 805 $ 2,563 |
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 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, 2021 2020 2021 2020 (in thousands) Water Solutions $ 13,238 $ (17,877) $ 22,023 $ (11,137) Crude Oil Logistics 2,245 (72) 2,189 1,772 Liquids Logistics (3) (43) 11,750 4 Corporate and Other — 1 — (1) Total $ 15,480 $ (17,991) $ 35,962 $ (9,362) |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
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, 2021 March 31, 2021 Description Amortizable Lives Gross Carrying Accumulated Net Gross Carrying Accumulated Net (in years) (in thousands) Amortizable: Customer relationships 5 - 25 $ 1,241,463 $ (462,846) $ 778,617 $ 1,318,638 $ (450,639) $ 867,999 Customer commitments 25 192,000 (19,200) 172,800 192,000 (13,440) 178,560 Pipeline capacity rights 30 7,799 (2,101) 5,698 7,799 (1,907) 5,892 Rights-of-way and easements 1 - 45 91,535 (11,624) 79,911 90,703 (9,270) 81,433 Water rights 13 - 30 100,369 (19,017) 81,352 100,369 (14,454) 85,915 Executory contracts and other agreements 1 - 35 36,249 (21,436) 14,813 48,709 (21,300) 27,409 Non-compete agreements 4 - 5 7,000 (6,063) 937 12,100 (6,102) 5,998 Debt issuance costs (1) 5 21,749 (3,934) 17,815 9,558 (406) 9,152 Total amortizable 1,698,164 (546,221) 1,151,943 1,779,876 (517,518) 1,262,358 Non-amortizable: Trade names 255 — 255 255 — 255 Total $ 1,698,419 $ (546,221) $ 1,152,198 $ 1,780,131 $ (517,518) $ 1,262,613 (1) Includes debt issuance costs related to the ABL Facility (as defined herein) and the Sawtooth (as defined herein) credit agreement. Debt issuance costs related to the fixed-rate notes are reported as a reduction of the carrying amount of long-term debt. |
Schedule of indefinite-lived intangible assets | Our intangible assets consist of the following at the dates indicated: December 31, 2021 March 31, 2021 Description Amortizable Lives Gross Carrying Accumulated Net Gross Carrying Accumulated Net (in years) (in thousands) Amortizable: Customer relationships 5 - 25 $ 1,241,463 $ (462,846) $ 778,617 $ 1,318,638 $ (450,639) $ 867,999 Customer commitments 25 192,000 (19,200) 172,800 192,000 (13,440) 178,560 Pipeline capacity rights 30 7,799 (2,101) 5,698 7,799 (1,907) 5,892 Rights-of-way and easements 1 - 45 91,535 (11,624) 79,911 90,703 (9,270) 81,433 Water rights 13 - 30 100,369 (19,017) 81,352 100,369 (14,454) 85,915 Executory contracts and other agreements 1 - 35 36,249 (21,436) 14,813 48,709 (21,300) 27,409 Non-compete agreements 4 - 5 7,000 (6,063) 937 12,100 (6,102) 5,998 Debt issuance costs (1) 5 21,749 (3,934) 17,815 9,558 (406) 9,152 Total amortizable 1,698,164 (546,221) 1,151,943 1,779,876 (517,518) 1,262,358 Non-amortizable: Trade names 255 — 255 255 — 255 Total $ 1,698,419 $ (546,221) $ 1,152,198 $ 1,780,131 $ (517,518) $ 1,262,613 (1) Includes debt issuance costs related to the ABL Facility (as defined herein) and the Sawtooth (as defined herein) credit agreement. Debt issuance costs related to the fixed-rate notes are reported as a reduction of the carrying amount of long-term debt. |
Schedule of amortization expense | Amortization expense is as follows for the periods indicated: Three Months Ended December 31, Nine Months Ended December 31, Recorded In 2021 2020 2021 2020 (in thousands) Depreciation and amortization $ 20,076 $ 33,061 $ 65,290 $ 104,503 Cost of sales 69 77 213 230 Interest expense 1,283 1,595 3,658 4,687 Operating expenses 62 62 185 185 Total $ 21,490 $ 34,795 $ 69,346 $ 109,605 |
Schedule of expected amortization of intangible assets | Expected amortization of our intangible assets is as follows (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 20,680 2023 81,315 2024 74,975 2025 67,405 2026 64,502 2027 60,185 Thereafter 782,881 Total $ 1,151,943 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | Our long-term debt consists of the following at the dates indicated: December 31, 2021 March 31, 2021 Face Unamortized Book Face Unamortized Book (in thousands) Senior secured notes: 7.500% Notes due 2026 (“2026 Senior Secured Notes”) $ 2,050,000 $ (37,491) $ 2,012,509 $ 2,050,000 $ (44,246) $ 2,005,754 Asset-based revolving credit facility (“ABL Facility”) 156,000 — 156,000 4,000 — 4,000 Senior unsecured notes: 7.500% Notes due 2023 (“2023 Notes”) 499,496 (2,276) 497,220 555,251 (3,564) 551,687 6.125% Notes due 2025 (“2025 Notes”) 380,020 (2,666) 377,354 380,020 (3,297) 376,723 7.500% Notes due 2026 (“2026 Notes”) 332,402 (3,661) 328,741 338,402 (4,378) 334,024 Other long-term debt 42,323 (62) 42,261 49,095 (70) 49,025 3,460,241 (46,156) 3,414,085 3,376,768 (55,555) 3,321,213 Less: Current maturities 2,328 — 2,328 2,183 — 2,183 Long-term debt $ 3,457,913 $ (46,156) $ 3,411,757 $ 3,374,585 $ (55,555) $ 3,319,030 (1) Debt issuance costs related to the ABL Facility and the Sawtooth credit agreement (included in other long-term debt) 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 December 31, Nine Months Ended December 31, 2021 2021 (in thousands) 2023 Notes Notes repurchased $ 20,000 $ 55,755 Cash paid (excluding payments of accrued interest) $ 19,900 $ 54,829 Gain on early extinguishment of debt (1) $ 9 $ 636 2026 Notes Notes repurchased $ — $ 6,000 Cash paid (excluding payments of accrued interest) $ — $ 5,320 Gain on early extinguishment of debt (2) $ — $ 610 (1) Gain on early extinguishment of debt for the three months and nine months ended December 31, 2021 is inclusive of the write-off of debt issuance costs of $0.1 million and $0.3 million, respectively. The gain is reported within gain on early extinguishment of liabilities, net within our unaudited condensed consolidated statements of operations. (2) Gain on early extinguishment of debt for the nine months ended December 31, 2021 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 statements of operations. |
Schedule of maturities of long-term debt | The scheduled maturities of our long-term debt are as follows at December 31, 2021: Fiscal Year Ending March 31, 2026 Senior Secured Notes ABL Facility Senior Unsecured Notes Other Total (in thousands) 2022 (three months) $ — $ — $ — $ 410 $ 410 2023 — — — 2,585 2,585 2024 — — 499,496 2,816 502,312 2025 — — 380,020 3,068 383,088 2026 2,050,000 156,000 — 3,343 2,209,343 2027 — — 332,402 3,642 336,044 Thereafter — — — 26,459 26,459 Total $ 2,050,000 $ 156,000 $ 1,211,918 $ 42,323 $ 3,460,241 |
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, 2022 (three months) $ 3,030 2023 12,120 2024 11,607 2025 10,812 2026 8,535 2027 46 Thereafter 6 Total $ 46,156 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of change in asset retirement obligation | The following table summarizes changes in our asset retirement obligation, which is reported within other noncurrent liabilities in our unaudited condensed consolidated balance sheets (in thousands): Balance at March 31, 2021 $ 28,079 Liabilities incurred 1,813 Liabilities associated with disposed assets (1) (1,633) Accretion expense 1,272 Balance at December 31, 2021 $ 29,531 (1) Relates primarily to the disposition of Sawtooth (see Note 15). |
Schedule of future minimum payments under pipeline capacity agreements | The following table summarizes future minimum throughput payments under these agreements at December 31, 2021 (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 8,708 2023 35,314 2024 35,410 2025 30,897 Total $ 110,329 |
Schedule of outstanding purchase commitments | At December 31, 2021, we had the following commodity purchase commitments (in thousands): Crude Oil (1) Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Purchase Commitments: 2022 (three months) $ 128,709 1,818 $ 12,646 14,472 2023 — — 6,278 7,812 2024 — — 4,588 6,048 Total $ 128,709 1,818 $ 23,512 28,332 Index-Price Commodity Purchase Commitments: 2022 (three months) $ 1,146,503 15,880 $ 437,705 367,994 2023 2,506,678 37,234 30,002 30,206 2024 1,823,070 29,473 15,619 25,200 2025 1,345,043 22,775 — — 2026 570,834 10,411 — — Total $ 7,392,128 115,773 $ 483,326 423,400 (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, 2021, we had the following commodity sale commitments (in thousands): Crude Oil Natural Gas Liquids Value Volume Value Volume Fixed-Price Commodity Sale Commitments: 2022 (three months) $ 126,951 1,798 $ 112,214 94,382 2023 — — 28,853 30,897 2024 — — 7,844 9,693 2025 — — 46 50 Total $ 126,951 1,798 $ 148,957 135,022 Index-Price Commodity Sale Commitments: 2022 (three months) $ 1,049,611 13,910 $ 510,948 363,161 2023 1,120,340 15,797 31,109 23,416 2024 669,274 10,248 — — 2025 632,963 10,220 — — 2026 23,617 389 — — Total $ 3,495,805 50,564 $ 542,057 386,577 |
Schedule of future minimum payments under contractual commitments | The following table summarizes future minimum payments under these agreements at December 31, 2021 (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 2,429 2023 7,240 2024 5,786 2025 1,183 2026 1,164 2027 1,156 Thereafter 5,396 Total $ 24,354 |
Equity (Tables)
Equity (Tables) - Service awards | 9 Months Ended |
Dec. 31, 2021 | |
Equity | |
Schedule of Service Awards activity | The following table summarizes the Service Award activity during the nine months ended December 31, 2021: Unvested Service Award units at March 31, 2021 446,975 Units granted 3,294,750 Units vested and issued (399,100) Units forfeited (331,075) Unvested Service Award units at December 31, 2021 3,011,550 |
Schedule of scheduled vesting of Service Awards | The following table summarizes the scheduled vesting of our unvested Service Award units at December 31, 2021: Fiscal Year Ending March 31, 2022 (three months) 752,700 2023 1,505,775 2024 753,075 Total 3,011,550 |
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, 2021 (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 523 2023 3,222 2024 1,348 Total $ 5,093 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
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 sheets at the dates indicated: December 31, 2021 March 31, 2021 Derivative Derivative Derivative Derivative (in thousands) Level 1 measurements $ 39,882 $ (13,497) $ 12,312 $ (17,857) Level 2 measurements 33,588 (20,417) 37,520 (24,474) 73,470 (33,914) 49,832 (42,331) Netting of counterparty contracts (1) (13,550) 13,550 (12,648) 12,648 Net cash collateral (held) provided (5,755) — 2,660 5,543 Commodity derivatives $ 54,165 $ (20,364) $ 39,844 $ (24,140) (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, 2021 March 31, 2021 (in thousands) Prepaid expenses and other current assets $ 54,165 $ 39,844 Accrued expenses and other payables (20,278) (21,562) Other noncurrent liabilities (86) (2,578) Net commodity derivative asset $ 33,801 $ 15,704 |
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, 2021: Crude oil fixed-price (1) January 2022–December 2023 (1,030) $ 27,054 Propane fixed-price (1) January 2022–December 2023 6 6,145 Refined products fixed-price (1) January 2022–December 2022 (278) (2,084) Butane fixed-price (1) January 2022–December 2023 (446) (5,273) Other January 2022–December 2022 13,714 39,556 Net cash collateral held (5,755) Net commodity derivative asset $ 33,801 At March 31, 2021: Crude oil fixed-price (1) April 2021–December 2023 (1,850) $ (5,414) Propane fixed-price (1) April 2021–December 2023 (195) 2,188 Refined products fixed-price (1) April 2021–January 2022 (503) 1,928 Butane fixed-price (1) April 2021–March 2022 (753) (3,764) Other April 2021–June 2022 12,563 7,501 Net cash collateral provided 8,203 Net commodity derivative asset $ 15,704 (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, 2021 (in thousands): Senior Secured Notes: 2026 Senior Secured Notes $ 2,109,826 Senior Unsecured Notes: 2023 Notes $ 514,734 2025 Notes $ 327,134 2026 Notes $ 285,312 |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of certain information related to results of operations by segment | The following table summarizes revenues related to our segments for the periods indicated. 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, 2021 2020 2021 2020 (in thousands) Revenues: Water Solutions: Topic 606 revenues Disposal service fees $ 102,917 $ 82,008 $ 303,106 $ 239,390 Sale of recovered crude oil 17,865 6,778 48,848 16,532 Sale of water 6,842 6,386 31,694 10,267 Other service revenues 3,029 3,753 13,441 9,479 Total Water Solutions revenues 130,653 98,925 397,089 275,668 Crude Oil Logistics: Topic 606 revenues Crude oil sales 588,729 455,790 1,660,225 1,104,692 Crude oil transportation and other 18,826 28,407 56,088 118,615 Non-Topic 606 revenues 2,153 2,919 6,518 9,193 Elimination of intersegment sales (2,505) (1,827) (7,174) (4,331) Total Crude Oil Logistics revenues 607,203 485,289 1,715,657 1,228,169 Liquids Logistics: Topic 606 revenues Refined products sales 503,348 286,640 1,340,725 785,968 Propane sales 396,457 276,459 776,157 534,525 Butane sales 296,481 191,710 582,358 336,827 Other product sales 155,556 99,624 409,452 238,377 Service revenues 361 4,685 8,849 17,710 Non-Topic 606 revenues 81,817 20,302 185,705 59,816 Elimination of intersegment sales — (1,929) (1,324) (3,410) Total Liquids Logistics revenues 1,434,020 877,491 3,301,922 1,969,813 Corporate and Other: Non-Topic 606 revenues — 314 — 942 Total Corporate and Other revenues — 314 — 942 Total $ 2,171,876 $ 1,462,019 $ 5,414,668 $ 3,474,592 The following tables summarize depreciation and amortization expense (including amortization expense recorded within interest expense, cost of sales and operating expenses in Note 5 and Note 6) and operating income (loss) by segment for the periods indicated. Three Months Ended December 31, Nine Months Ended December 31, 2021 2020 2021 2020 (in thousands) Depreciation and Amortization: Water Solutions $ 50,877 $ 53,388 $ 164,651 $ 173,865 Crude Oil Logistics 12,166 16,513 37,029 50,540 Liquids Logistics 3,824 7,071 15,627 22,406 Corporate and Other 6,066 4,576 18,050 13,243 Total $ 72,933 $ 81,548 $ 235,357 $ 260,054 Operating Income (Loss): Water Solutions $ 19,851 $ 15,821 $ 60,206 $ (13,503) Crude Oil Logistics 21,291 (382,192) 37,941 (310,633) Liquids Logistics 23,158 32,438 (18,790) 51,338 Corporate and Other (15,190) (12,374) (34,763) (47,978) Total $ 49,110 $ (346,307) $ 44,594 $ (320,776) |
Schedule of additions to property, plant and equipment and intangible assets by segment | The following table summarizes additions to property, plant and equipment and intangible assets by segment for the periods indicated. This information has been prepared on the accrual basis, and includes property, plant and equipment and intangible assets acquired in acquisitions. Three Months Ended December 31, Nine Months Ended December 31, 2021 2020 2021 2020 (in thousands) Water Solutions $ 21,254 $ 5,177 $ 81,807 $ 38,139 Crude Oil Logistics 515 785 1,986 9,555 Liquids Logistics 4,248 2,572 10,308 7,292 Corporate and Other 341 2,983 1,504 10,887 Total $ 26,358 $ 11,517 $ 95,605 $ 65,873 |
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, 2021 March 31, 2021 (in thousands) Long-lived assets, net: Water Solutions $ 2,997,529 $ 3,104,450 Crude Oil Logistics 1,059,922 1,090,578 Liquids Logistics (1) 394,897 626,221 Corporate and Other 51,141 44,802 Total $ 4,503,489 $ 4,866,051 (1) Includes $18.5 million and $20.9 million of non-US long-lived assets at December 31, 2021 and March 31, 2021, respectively. December 31, 2021 March 31, 2021 (in thousands) Total assets: Water Solutions $ 3,142,021 $ 3,204,850 Crude Oil Logistics 1,895,169 1,665,005 Liquids Logistics (1) 986,602 1,003,370 Corporate and Other 70,979 74,116 Total $ 6,094,771 $ 5,947,341 |
Transactions with Affiliates (T
Transactions with Affiliates (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Schedule of related party transactions | The following table summarizes our related party transactions for the periods indicated: Three Months Ended December 31, Nine Months Ended December 31, 2021 2020 2021 2020 (in thousands) Sales to entities affiliated with management $ — $ 5,369 $ — $ 7,492 Purchases from entities affiliated with management $ 957 $ 393 $ 1,045 $ 684 Purchases from equity method investees $ 243 $ 689 $ 784 $ 1,434 Sales to WPX (1) $ 16,888 $ 39,129 Purchases from WPX (1) $ 100,427 $ 216,487 (1) As previously reported, a member of the board of directors of our general partner was an executive officer of WPX Energy, Inc. (“WPX”) and has subsequently retired. Therefore, we are no longer classifying transactions with WPX as a related party. The prior year amounts relate to purchases and sales of crude oil with WPX as well as the treatment and disposal of produced water and solids received from WPX. Accounts receivable from affiliates consist of the following at the dates indicated: December 31, 2021 March 31, 2021 (in thousands) NGL Energy Holdings LLC $ 8,385 $ 8,245 Equity method investees 438 462 Entities affiliated with management 1 728 Total $ 8,824 $ 9,435 Accounts payable to affiliates consist of the following at the dates indicated: December 31, 2021 March 31, 2021 (in thousands) Equity method investees $ 37 $ 107 Entities affiliated with management 223 12 Total $ 260 $ 119 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
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, 2021 (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 34,481 2023 104,452 2024 85,386 2025 62,483 2026 17,240 2027 3,727 Thereafter 2,071 Total $ 309,840 |
Schedule of contract assets and liabilities | The following tables summarize the balances of our contract assets and liabilities at the dates indicated: December 31, 2021 March 31, 2021 (in thousands) Accounts receivable from contracts with customers $ 503,351 $ 436,682 Contract liabilities balance at March 31, 2021 $ 10,896 Payment received and deferred 39,874 Payment recognized in revenue (26,582) Disposition of Sawtooth (see Note 15) (8,234) Contract liabilities balance at December 31, 2021 $ 15,954 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
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, 2021 2020 2021 2020 (in thousands) Operating lease expense $ 14,180 $ 17,048 $ 44,474 $ 53,278 Variable lease expense 5,725 4,737 15,978 13,950 Short-term lease expense 60 293 219 1,094 Total $ 19,965 $ 22,078 $ 60,671 $ 68,322 |
Schedule of maturities of operating lease obligations | The following table summarizes maturities of our operating lease obligations at December 31, 2021 (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 12,997 2023 45,437 2024 29,069 2025 16,698 2026 8,416 2027 4,593 Thereafter 38,820 Total lease payments 156,030 Less imputed interest (33,580) Total operating lease obligations $ 122,450 |
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, 2021 2020 (in thousands) Cash paid for amounts included in the measurement of operating lease obligations $ 43,919 $ 52,849 Operating lease right-of-use assets obtained in exchange for operating lease obligations $ 11,738 $ 24,073 |
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, 2021 (in thousands): Fiscal Year Ending March 31, 2022 (three months) $ 3,089 2023 9,614 2024 4,806 2025 691 2026 415 2027 415 Thereafter 422 Total $ 19,452 |
Allowance for Current Expecte_3
Allowance for Current Expected Credit Loss (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
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, 2021 $ 2,192 $ 458 Change in provision for expected credit losses 88 — Write-offs charged against the provision (49) — Disposition of Sawtooth (see Note 15) (4) — Balance at December 31, 2021 $ 2,227 $ 458 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Dec. 31, 2021 | |
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 2020 (in thousands) Revenues $ — $ 16,198 Cost of sales 106 16,535 Operating expenses 1 281 Loss on disposal or impairment of assets, net (1) — 1,181 Loss from discontinued operations before taxes (107) (1,799) Income tax benefit — 53 Loss from discontinued operations, net of tax $ (107) $ (1,746) (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 $0.2 million on the sale of TPSL. |
Organization and Operations (De
Organization and Operations (Details) | 9 Months Ended |
Dec. 31, 2021 | |
Business Acquisition | |
Number of segments | 3 |
Liquids logistics | |
Business Acquisition | |
Number of owned terminals | 24 |
Significant Accounting Polici_4
Significant Accounting Policies - Income Taxes (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | |
Accounting Policies [Abstract] | |||
Deferred tax liability | $ 43.7 | $ 45.8 | |
Deferred tax benefit | $ 2 | $ 3 | |
Effective tax rate | 22.90% | 23.90% |
Significant Accounting Polici_5
Significant Accounting Policies - Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 31, 2021 |
Inventory | ||
Propane | $ 144,836 | $ 45,521 |
Crude oil | 92,842 | 64,916 |
Total | 333,923 | 158,467 |
Butane Inventory | ||
Inventory | ||
Energy Related Inventory, Natural Gas Liquids | 56,287 | 19,189 |
Biodiesel Inventory | ||
Inventory | ||
Renewable Energy Related Inventory | 22,655 | 16,169 |
Diesel Inventory | ||
Inventory | ||
Energy Related Inventory, Crude Oil, Products and Merchandise | 3,100 | 2,252 |
Ethanol Inventory | ||
Inventory | ||
Renewable Energy Related Inventory | 5,009 | 3,056 |
Other natural gas liquids | ||
Inventory | ||
Energy Related Inventory, Natural Gas Liquids | $ 9,194 | $ 7,364 |
Significant Accounting Polici_6
Significant Accounting Policies - Investments in Unconsolidated Entities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 31, 2021 |
Investments in Unconsolidated Entities | ||
Carrying value | $ 21,263 | $ 22,719 |
Water Services and Land Company No. 1 | Water solutions | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 15,184 | 15,832 |
Water Services and Land Company No. 2 | Water solutions | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 2,097 | 2,284 |
Water Services and Land Company No. 3 | Water solutions | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 10.00% | |
Carrying value | $ 2,837 | 3,254 |
Aircraft Company | Corporate and other | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 586 | 748 |
Water Services Company | Water solutions | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 414 | 424 |
Natural Gas Liquids Terminal Company | Liquids logistics | Operating segment | ||
Investments in Unconsolidated Entities | ||
Ownership interest | 50.00% | |
Carrying value | $ 145 | $ 177 |
Significant Accounting Polici_7
Significant Accounting Policies - Other Noncurrent Assets (Details) $ in Thousands | Dec. 31, 2021USD ($)bbl | Mar. 31, 2021USD ($)bbl |
Other Assets, Noncurrent [Abstract] | ||
Loan receivable | $ 3,100 | $ 2,962 |
Linefill | 28,065 | 28,110 |
Other | 6,347 | 6,490 |
OTHER NONCURRENT ASSETS | 47,479 | 50,733 |
Other Noncurrent Assets | ||
Minimum shipping fees - pipeline commitments | 14,200 | |
Other noncurrent assets | ||
Other Noncurrent Assets | ||
Minimum shipping fees - pipeline commitments | 9,967 | $ 13,171 |
Prepaid expenses and other current assets | ||
Other Noncurrent Assets | ||
Minimum shipping fees - pipeline commitments | $ 4,200 | |
Crude oil | ||
Other Noncurrent Assets | ||
Number of barrels of product | bbl | 423,978 | 423,978 |
Significant Accounting Polici_8
Significant Accounting Policies - Accrued Expenses and Other Payables (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 31, 2021 |
Accounting Policies [Abstract] | ||
Accrued interest | $ 85,383 | $ 56,299 |
Derivative liabilities | 20,278 | 21,562 |
Accrued compensation and benefits | 16,300 | 41,456 |
Excise and other tax liabilities | 7,928 | 10,970 |
Product exchange liabilities | 12,185 | 1,188 |
Other | 22,957 | 38,925 |
Total | $ 165,031 | $ 170,400 |
Loss Per Common Unit (Details)
Loss Per Common Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Loss Per Common Unit | ||||
Loss from continuing operations | $ (18,982) | $ (380,423) | $ (154,691) | $ (408,201) |
Less: Continuing operations loss (income) attributable to noncontrolling interests | 63 | 34 | (705) | (185) |
Net loss from continuing operations attributable to NGL Energy Partners LP | (18,919) | (380,389) | (155,396) | (408,386) |
Less: Distributions to preferred unitholders (1) | (26,361) | (23,770) | (77,198) | (69,594) |
Less: Continuing operations net loss allocated to general partner (2) | 47 | 404 | 233 | 477 |
NET LOSS FROM CONTINUING OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | (45,233) | (403,755) | (232,361) | (477,503) |
Loss from discontinued operations, net of tax | 0 | (107) | 0 | (1,746) |
Less: Discontinued operations loss allocated to general partner (2) | 0 | 0 | 0 | 2 |
NET LOSS FROM DISCONTINUED OPERATIONS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | 0 | (107) | 0 | (1,744) |
NET LOSS ALLOCATED TO COMMON UNITHOLDERS (NOTE 3) | $ (45,233) | $ (403,862) | $ (232,361) | $ (479,247) |
BASIC LOSS PER COMMON UNIT | ||||
Loss From Continuing Operations | $ (0.35) | $ (3.13) | $ (1.79) | $ (3.71) |
Loss From Discontinued Operations, net of Tax | 0 | 0 | 0 | (0.01) |
Net Loss | (0.35) | (3.13) | (1.79) | (3.72) |
DILUTED LOSS PER COMMON UNIT | ||||
Loss From Continuing Operations | (0.35) | (3.13) | (1.79) | (3.71) |
Loss From Discontinued Operations, net of Tax | 0 | 0 | 0 | (0.01) |
Net Loss | $ (0.35) | $ (3.13) | $ (1.79) | $ (3.72) |
Basic weighted average common units outstanding (in units) | 129,810,245 | 128,991,414 | 129,666,303 | 128,845,214 |
DILUTED WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 129,810,245 | 128,991,414 | 129,666,303 | 128,845,214 |
Common units | ||||
BASIC LOSS PER COMMON UNIT | ||||
Loss From Continuing Operations | $ (0.35) | $ (3.13) | $ (1.79) | $ (3.71) |
Loss From Discontinued Operations, net of Tax | 0 | 0 | 0 | (0.01) |
Net Loss | (0.35) | (3.13) | (1.79) | (3.72) |
DILUTED LOSS PER COMMON UNIT | ||||
Loss From Continuing Operations | (0.35) | (3.13) | (1.79) | (3.71) |
Loss From Discontinued Operations, net of Tax | 0 | 0 | 0 | (0.01) |
Net Loss | $ (0.35) | $ (3.13) | $ (1.79) | $ (3.72) |
Basic weighted average common units outstanding (in units) | 129,810,245 | 128,991,414 | 129,666,303 | 128,845,214 |
DILUTED WEIGHTED AVERAGE COMMON UNITS OUTSTANDING (in units) | 129,810,245 | 128,991,414 | 129,666,303 | 128,845,214 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | |
Property, Plant and Equipment | |||||
Gross property, plant and equipment | $ 3,371,716 | $ 3,371,716 | $ 3,483,132 | ||
Accumulated depreciation | (887,840) | (887,840) | (776,279) | ||
Net property, plant and equipment | 2,483,876 | 2,483,876 | 2,706,853 | ||
Depreciation expense | 48,404 | $ 45,139 | 156,855 | $ 145,152 | |
Capitalized interest expense | 149 | 450 | 805 | 2,563 | |
Gain (loss) on sales and write-downs of certain assets | 15,480 | (17,991) | 35,962 | (9,362) | |
Water solutions | |||||
Property, Plant and Equipment | |||||
Gain (loss) on sales and write-downs of certain assets | 13,238 | (17,877) | 22,023 | (11,137) | |
Crude oil logistics | |||||
Property, Plant and Equipment | |||||
Gain (loss) on sales and write-downs of certain assets | 2,245 | (72) | 2,189 | 1,772 | |
Liquids logistics | |||||
Property, Plant and Equipment | |||||
Gain (loss) on sales and write-downs of certain assets | (3) | (43) | 11,750 | 4 | |
Corporate and Other | |||||
Property, Plant and Equipment | |||||
Gain (loss) on sales and write-downs of certain assets | 0 | $ 1 | 0 | $ (1) | |
Natural gas liquids terminal and storage assets | |||||
Property, Plant and Equipment | |||||
Gross property, plant and equipment | 165,986 | $ 165,986 | 319,554 | ||
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 | 264,606 | $ 264,606 | 264,405 | ||
Pipeline and related facilities | Minimum | |||||
Property, Plant and Equipment | |||||
Useful life | 30 years | ||||
Pipeline and related facilities | Maximum | |||||
Property, Plant and Equipment | |||||
Useful life | 40 years | ||||
Vehicles and railcars | |||||
Property, Plant and Equipment | |||||
Gross property, plant and equipment | 124,784 | $ 124,784 | 126,088 | ||
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 | 2,047,382 | $ 2,047,382 | 1,930,437 | ||
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 | 236,190 | $ 236,190 | 238,924 | ||
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 | 138,006 | $ 138,006 | 137,386 | ||
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 | 47,087 | $ 47,087 | 50,220 | ||
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 | 153,584 | $ 153,584 | 165,679 | ||
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 | 100,214 | $ 100,214 | 100,352 | ||
Tank bottoms and line fill | |||||
Property, Plant and Equipment | |||||
Gross property, plant and equipment | 30,294 | 30,294 | 20,237 | ||
Other | |||||
Property, Plant and Equipment | |||||
Gross property, plant and equipment | 15,290 | $ 15,290 | 15,054 | ||
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 | $ 48,293 | $ 48,293 | $ 114,796 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Mar. 31, 2021 | |
Amortizable | ||
Finite-lived intangible assets, gross | $ 1,698,164 | $ 1,779,876 |
Accumulated amortization | (546,221) | (517,518) |
Total | 1,151,943 | 1,262,358 |
Gross carrying amount of intangible assets | 1,698,419 | 1,780,131 |
INTANGIBLE ASSETS, net of accumulated amortization of $546,221 and $517,518, respectively | $ 1,152,198 | 1,262,613 |
Weighted-average remaining amortization period for intangible assets | 20 years 6 months | |
Sawtooth Credit Agreement | ||
Non-Amortizable | ||
Write off of debt issuance costs | $ 100 | |
Trade names | ||
Non-Amortizable | ||
Indefinite-lived intangible assets | 255 | 255 |
Customer relationships | ||
Amortizable | ||
Finite-lived intangible assets, gross | 1,241,463 | 1,318,638 |
Accumulated amortization | (462,846) | (450,639) |
Total | $ 778,617 | 867,999 |
Customer relationships | Minimum | ||
Amortizable | ||
Amortizable life | 5 years | |
Customer relationships | Maximum | ||
Amortizable | ||
Amortizable life | 25 years | |
Customer commitments | ||
Amortizable | ||
Amortizable life | 25 years | |
Finite-lived intangible assets, gross | $ 192,000 | 192,000 |
Accumulated amortization | (19,200) | (13,440) |
Total | $ 172,800 | 178,560 |
Pipeline capacity rights | ||
Amortizable | ||
Amortizable life | 30 years | |
Finite-lived intangible assets, gross | $ 7,799 | 7,799 |
Accumulated amortization | (2,101) | (1,907) |
Total | 5,698 | 5,892 |
Rights-of-way and easements | ||
Amortizable | ||
Finite-lived intangible assets, gross | 91,535 | 90,703 |
Accumulated amortization | (11,624) | (9,270) |
Total | $ 79,911 | 81,433 |
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 | $ 100,369 | 100,369 |
Accumulated amortization | (19,017) | (14,454) |
Total | $ 81,352 | 85,915 |
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 | $ 36,249 | 48,709 |
Accumulated amortization | (21,436) | (21,300) |
Total | $ 14,813 | 27,409 |
Executory contracts and other agreements | Minimum | ||
Amortizable | ||
Amortizable life | 1 year | |
Executory contracts and other agreements | Maximum | ||
Amortizable | ||
Amortizable life | 35 years | |
Non-compete agreements | ||
Amortizable | ||
Finite-lived intangible assets, gross | $ 7,000 | 12,100 |
Accumulated amortization | (6,063) | (6,102) |
Total | $ 937 | 5,998 |
Non-compete agreements | Minimum | ||
Amortizable | ||
Amortizable life | 4 years | |
Non-compete agreements | Maximum | ||
Amortizable | ||
Amortizable life | 5 years | |
Debt issuance costs | ||
Amortizable | ||
Amortizable life | 5 years | |
Finite-lived intangible assets, gross | $ 21,749 | 9,558 |
Accumulated amortization | (3,934) | (406) |
Total | $ 17,815 | $ 9,152 |
Intangible Assets - Amortizatio
Intangible Assets - Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | |
Amortization related to intangible assets | |||||
Amortization expense | $ 21,490 | $ 34,795 | $ 69,346 | $ 109,605 | |
Future amortization expense of intangible assets | |||||
2022 (three months) | 20,680 | 20,680 | |||
2023 | 81,315 | 81,315 | |||
2024 | 74,975 | 74,975 | |||
2025 | 67,405 | 67,405 | |||
2026 | 64,502 | 64,502 | |||
2027 | 60,185 | 60,185 | |||
Thereafter | 782,881 | 782,881 | |||
Total | 1,151,943 | 1,151,943 | $ 1,262,358 | ||
Depreciation and amortization | |||||
Amortization related to intangible assets | |||||
Amortization expense | 20,076 | 33,061 | 65,290 | 104,503 | |
Cost of sales | |||||
Amortization related to intangible assets | |||||
Amortization expense | 69 | 77 | 213 | 230 | |
Interest expense | |||||
Amortization related to intangible assets | |||||
Amortization expense | 1,283 | 1,595 | 3,658 | 4,687 | |
Operating expenses | |||||
Amortization related to intangible assets | |||||
Amortization expense | $ 62 | $ 62 | $ 185 | $ 185 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 31, 2021 | Feb. 04, 2021 |
Long-Term Debt | |||
Face amount | $ 3,460,241 | $ 3,376,768 | |
Face amount, long-term | 3,457,913 | 3,374,585 | |
LONG-TERM DEBT, debt issuance costs | (46,156) | (55,555) | |
Debt issuance costs, current, net | 0 | 0 | |
Debt issuance costs, noncurrent, net | (46,156) | (55,555) | |
Book value | 3,414,085 | 3,321,213 | |
Current maturities of long-term debt | 2,328 | 2,183 | |
LONG-TERM DEBT, net of debt issuance costs and current maturities | $ 3,411,757 | 3,319,030 | |
7.5% Senior Secured Notes due 2026 | |||
Long-Term Debt | |||
Fixed interest rate | 7.50% | 7.50% | |
Face amount | $ 2,050,000 | 2,050,000 | |
LONG-TERM DEBT, debt issuance costs | (37,491) | (44,246) | |
Book value | 2,012,509 | 2,005,754 | |
Asset Based Credit Facility | |||
Long-Term Debt | |||
Face amount | 156,000 | 4,000 | |
LONG-TERM DEBT, debt issuance costs | 0 | 0 | |
Book value | $ 156,000 | 4,000 | |
7.5% Senior Notes due 2023 | |||
Long-Term Debt | |||
Fixed interest rate | 7.50% | ||
Face amount | $ 499,496 | 555,251 | |
LONG-TERM DEBT, debt issuance costs | (2,276) | (3,564) | |
Book value | $ 497,220 | 551,687 | |
6.125% Senior Notes due 2025 | |||
Long-Term Debt | |||
Fixed interest rate | 6.125% | ||
Face amount | $ 380,020 | 380,020 | |
LONG-TERM DEBT, debt issuance costs | (2,666) | (3,297) | |
Book value | $ 377,354 | 376,723 | |
7.5% Senior Notes due 2026 | |||
Long-Term Debt | |||
Fixed interest rate | 7.50% | ||
Face amount | $ 332,402 | 338,402 | |
LONG-TERM DEBT, debt issuance costs | (3,661) | (4,378) | |
Book value | 328,741 | 334,024 | |
Other long-term debt | |||
Long-Term Debt | |||
Face amount | 42,323 | 49,095 | |
LONG-TERM DEBT, debt issuance costs | (62) | (70) | |
Book value | $ 42,261 | $ 49,025 |
Long-Term Debt - 2026 Senior Se
Long-Term Debt - 2026 Senior Secured Notes (Details) - 7.5% Senior Secured Notes due 2026 | Feb. 04, 2021 | Dec. 31, 2021 |
Long-Term Debt | ||
Fixed interest rate | 7.50% | 7.50% |
Debt instrument, total leverage ratio | 4.75 |
Long-Term Debt - Asset Based Cr
Long-Term Debt - Asset Based Credit Facility (Details) - USD ($) $ in Millions | Feb. 04, 2021 | Dec. 31, 2021 |
Asset Based Credit Facility | ||
Long-Term Debt | ||
Interest rate | 4.24% | |
Asset Based Credit Facility | ||
Long-Term Debt | ||
Maximum borrowing capacity | $ 500 | |
ABL Facility, expiration 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. | |
Asset Based Credit Facility | Prime rate | ||
Long-Term Debt | ||
Interest rate margin added to variable rate base | 2.00% | |
Reference rate | 3.25% | |
Asset Based Credit Facility | LIBOR option | ||
Long-Term Debt | ||
Interest rate margin added to variable rate base | 3.00% | |
Reference rate | 0.50% | |
Asset Based Credit Facility | Letter of Credit | ||
Long-Term Debt | ||
Maximum borrowing capacity | $ 200 | |
Outstanding letters of credit | $ 167 | |
Fixed interest rate | 3.00% |
Long-Term Debt - Senior Unsecur
Long-Term Debt - Senior Unsecured Notes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Long-Term Debt | ||||
Notes repurchased | $ 0 | $ 250,000 | ||
Cash paid (excluding payments of accrued interest) | 60,149 | 75,081 | ||
Gain on early extinguishment of liabilities, net | $ 9 | $ 11,190 | 1,131 | $ 44,292 |
7.5% Senior Notes due 2023 | ||||
Long-Term Debt | ||||
Notes repurchased | 20,000 | 55,755 | ||
Cash paid (excluding payments of accrued interest) | 19,900 | 54,829 | ||
Gain on early extinguishment of liabilities, net | 9 | 636 | ||
Write off of debt issuance costs | 100 | 300 | ||
7.5% Senior Notes due 2026 | ||||
Long-Term Debt | ||||
Notes repurchased | 0 | 6,000 | ||
Cash paid (excluding payments of accrued interest) | 0 | 5,320 | ||
Gain on early extinguishment of liabilities, net | $ 0 | 610 | ||
Write off of debt issuance costs | $ 100 |
Long-Term Debt - Equipment Loan
Long-Term Debt - Equipment Loan (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 31, 2021 | Oct. 29, 2020 |
Long-Term Debt | |||
Face amount | $ 3,460,241 | $ 3,376,768 | |
Equipment loan secured by certain barges and towboats | |||
Long-Term Debt | |||
Face amount | $ 42,300 | $ 45,000 | |
Fixed interest rate | 8.60% |
Long-Term Debt - Debt Maturity
Long-Term Debt - Debt Maturity Schedule (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Maturities | |
2022 (three months) | $ 410 |
2023 | 2,585 |
2024 | 502,312 |
2025 | 383,088 |
2026 | 2,209,343 |
2027 | 336,044 |
Thereafter | 26,459 |
Total | 3,460,241 |
7.5% Senior Secured Notes due 2026 | |
Maturities | |
2022 (three months) | 0 |
2023 | 0 |
2024 | 0 |
2025 | 0 |
2026 | 2,050,000 |
2027 | 0 |
Thereafter | 0 |
Total | 2,050,000 |
Asset Based Credit Facility | |
Maturities | |
2022 (three months) | 0 |
2023 | 0 |
2024 | 0 |
2025 | 0 |
2026 | 156,000 |
2027 | 0 |
Thereafter | 0 |
Total | 156,000 |
Senior Unsecured Notes | |
Maturities | |
2022 (three months) | 0 |
2023 | 0 |
2024 | 499,496 |
2025 | 380,020 |
2026 | 0 |
2027 | 332,402 |
Thereafter | 0 |
Total | 1,211,918 |
Other long-term debt | |
Maturities | |
2022 (three months) | 410 |
2023 | 2,585 |
2024 | 2,816 |
2025 | 3,068 |
2026 | 3,343 |
2027 | 3,642 |
Thereafter | 26,459 |
Total | $ 42,323 |
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, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Debt Disclosure [Abstract] | ||||
Amortization of debt issuance costs | $ 3,000 | $ 1,600 | $ 9,200 | $ 5,300 |
Expected Future Amortization of Debt Issuance Costs | ||||
2022 (three months) | 3,030 | 3,030 | ||
2023 | 12,120 | 12,120 | ||
2024 | 11,607 | 11,607 | ||
2025 | 10,812 | 10,812 | ||
2026 | 8,535 | 8,535 | ||
2027 | 46 | 46 | ||
Thereafter | 6 | 6 | ||
Total | $ 46,156 | $ 46,156 |
Commitments and Contingencies -
Commitments and Contingencies - Legal Contingencies (Details) $ in Millions | 9 Months Ended |
Dec. 31, 2021USD ($) | |
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, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Environmental matters liability | $ 1.4 |
Commitments and Contingencies_3
Commitments and Contingencies - Asset Retirement Obligations (Details) $ in Thousands | 9 Months Ended |
Dec. 31, 2021USD ($) | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |
Balance at beginning of period | $ 28,079 |
Liabilities incurred | 1,813 |
Liabilities associated with disposed assets (1) | (1,633) |
Accretion expense | 1,272 |
Balance at end of period | $ 29,531 |
Commitments and Contingencies_4
Commitments and Contingencies - Pipeline Capacity Agreements (Details) $ in Thousands | 9 Months Ended |
Dec. 31, 2021USD ($) | |
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 | |
2022 (three months) | $ 8,708 |
2023 | 35,314 |
2024 | 35,410 |
2025 | 30,897 |
Total | $ 110,329 |
Commitments and Contingencies_5
Commitments and Contingencies - Purchase Commitments (Details) gal in Thousands, bbl in Thousands, $ in Thousands | Dec. 31, 2021USD ($)bblgal |
Crude oil | |
Purchase commitments for crude oil and natural gas | |
Fixed-price purchase commitments, due in remainder of fiscal year | $ 128,709 |
Fixed-price purchase commitments volume, due in remainder of fiscal year | bbl | 1,818 |
Fixed-price purchase commitments, due in first year | $ 0 |
Fixed-price purchase commitments volume, due in first year | bbl | 0 |
Fixed-price purchase commitments, due in second year | $ 0 |
Fixed-price purchase commitments volume, due in second year | bbl | 0 |
Total fixed-price purchase commitments | $ 128,709 |
Total fixed-price purchase commitments volume | bbl | 1,818 |
Index-price purchase commitments, due remainder of fiscal year | $ 1,146,503 |
Index-price purchase commitments volume, due in remainder of fiscal year | bbl | 15,880 |
Index-price purchase commitments, due in first year | $ 2,506,678 |
Index-price purchase commitments volume, due in first year | bbl | 37,234 |
Index-price purchase commitments, due in second year | $ 1,823,070 |
Index-price purchase commitments volume, due in second year | bbl | 29,473 |
Index-price purchase commitments, due in third year | $ 1,345,043 |
Index-price purchase commitments volume, due in third year | bbl | 22,775 |
Index-price purchase commitments, due in fourth year | $ 570,834 |
Index-price purchase commitments volume, due in fourth year | bbl | 10,411 |
Total index-price purchase commitments | $ 7,392,128 |
Total index-price purchase commitments volume | bbl | 115,773 |
Natural gas liquids | |
Purchase commitments for crude oil and natural gas | |
Fixed-price purchase commitments, due in remainder of fiscal year | $ 12,646 |
Fixed-price purchase commitments volume, due in remainder of fiscal year | gal | 14,472 |
Fixed-price purchase commitments, due in first year | $ 6,278 |
Fixed-price purchase commitments volume, due in first year | gal | 7,812 |
Fixed-price purchase commitments, due in second year | $ 4,588 |
Fixed-price purchase commitments volume, due in second year | gal | 6,048 |
Total fixed-price purchase commitments | $ 23,512 |
Total fixed-price purchase commitments volume | gal | 28,332 |
Index-price purchase commitments, due remainder of fiscal year | $ 437,705 |
Index-price purchase commitments volume, due in remainder of fiscal year | gal | 367,994 |
Index-price purchase commitments, due in first year | $ 30,002 |
Index-price purchase commitments volume, due in first year | gal | 30,206 |
Index-price purchase commitments, due in second year | $ 15,619 |
Index-price purchase commitments volume, due in second year | gal | 25,200 |
Index-price purchase commitments, due in third year | $ 0 |
Index-price purchase commitments volume, due in third year | gal | 0 |
Index-price purchase commitments, due in fourth year | $ 0 |
Index-price purchase commitments volume, due in fourth year | gal | 0 |
Total index-price purchase commitments | $ 483,326 |
Total index-price purchase commitments volume | gal | 423,400 |
Commitments and Contingencies_6
Commitments and Contingencies - Sale Commitments (Details) gal in Thousands, bbl in Thousands, $ in Thousands | Dec. 31, 2021USD ($)bblgal | Mar. 31, 2021USD ($) |
Sale commitments for crude oil and natural gas | ||
Net commodity derivative asset | $ 33,801 | $ 15,704 |
Crude oil | ||
Sale commitments for crude oil and natural gas | ||
Fixed-price sale commitments, due in remainder of fiscal year | $ 126,951 | |
Fixed-price sale commitments volume, due in remainder of fiscal year | bbl | 1,798 | |
Fixed-price sale commitments, due in first year | $ 0 | |
Fixed-price sale commitments volume, due in first year | bbl | 0 | |
Fixed-price sale commitments, due in second year | $ 0 | |
Fixed-price sale commitments volume, due in second year | bbl | 0 | |
Fixed-price sale commitments, due in third year | $ 0 | |
Fixed-price sale commitments volume, due in third year | bbl | 0 | |
Total fixed-price sale commitments | $ 126,951 | |
Total fixed-price sale commitments volume | bbl | 1,798 | |
Index-price sale commitments, due in remainder of fiscal year | $ 1,049,611 | |
Index-price sale commitments volume, due in remainder of fiscal year | bbl | 13,910 | |
Index-price sale commitments, due in first year | $ 1,120,340 | |
Index-price sale commitments volume, due in first year | bbl | 15,797 | |
Index-price sale commitments, due in second year | $ 669,274 | |
Index-price sale commitments volume, due in second year | bbl | 10,248 | |
Index-price sale commitments, due in third year | $ 632,963 | |
Index-price sale commitments volume, due in third year | bbl | 10,220 | |
Index-price sale commitments, due in fourth year | $ 23,617 | |
Index-price sale commitments volume, due in fourth year | bbl | 389 | |
Total index-price sale commitments | $ 3,495,805 | |
Total index-price sale commitment volume | bbl | 50,564 | |
Natural gas liquids | ||
Sale commitments for crude oil and natural gas | ||
Fixed-price sale commitments, due in remainder of fiscal year | $ 112,214 | |
Fixed-price sale commitments volume, due in remainder of fiscal year | gal | 94,382 | |
Fixed-price sale commitments, due in first year | $ 28,853 | |
Fixed-price sale commitments volume, due in first year | gal | 30,897 | |
Fixed-price sale commitments, due in second year | $ 7,844 | |
Fixed-price sale commitments volume, due in second year | gal | 9,693 | |
Fixed-price sale commitments, due in third year | $ 46 | |
Fixed-price sale commitments volume, due in third year | gal | 50 | |
Total fixed-price sale commitments | $ 148,957 | |
Total fixed-price sale commitments volume | gal | 135,022 | |
Index-price sale commitments, due in remainder of fiscal year | $ 510,948 | |
Index-price sale commitments volume, due in remainder of fiscal year | gal | 363,161 | |
Index-price sale commitments, due in first year | $ 31,109 | |
Index-price sale commitments volume, due in first year | gal | 23,416 | |
Index-price sale commitments, due in second year | $ 0 | |
Index-price sale commitments volume, due in second year | gal | 0 | |
Index-price sale commitments, due in third year | $ 0 | |
Index-price sale commitments volume, due in third year | gal | 0 | |
Index-price sale commitments, due in fourth year | $ 0 | |
Index-price sale commitments volume, due in fourth year | gal | 0 | |
Total index-price sale commitments | $ 542,057 | |
Total index-price sale commitment volume | gal | 386,577 | |
Prepaid expenses and other current assets | ||
Sale commitments for crude oil and natural gas | ||
Net commodity derivative asset | $ 33,500 | |
Accrued expenses and other payables | ||
Sale commitments for crude oil and natural gas | ||
Net commodity derivative asset | $ 19,300 |
Commitments and Contingencies_7
Commitments and Contingencies - Other Commitments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Other Commitments | ||||
2022 (three months) | $ 2,429 | $ 2,429 | ||
2023 | 7,240 | 7,240 | ||
2024 | 5,786 | 5,786 | ||
2025 | 1,183 | 1,183 | ||
2026 | 1,164 | 1,164 | ||
2027 | 1,156 | 1,156 | ||
Thereafter | 5,396 | 5,396 | ||
Total | 24,354 | 24,354 | ||
Hillstone Subsidy Payment | ||||
Other Commitments | ||||
Subsidy payment | 600 | $ 600 | 1,700 | $ 2,000 |
Minimum | Hillstone Subsidy Payment | ||||
Other Commitments | ||||
Contractual obligation | 0 | 0 | ||
Maximum | Hillstone Subsidy Payment | ||||
Other Commitments | ||||
Contractual obligation | $ 3,200 | $ 3,200 |
Equity - Partnership Equity, Ge
Equity - Partnership Equity, General Partner Contributions and Common Unit Repurchase Program (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Aug. 30, 2019 | |
Equity | ||
General partners' capital account, notional units issued (in units) | 390 | |
NGL Energy Holdings LLC | ||
Equity | ||
Notional units issued | $ 100 | |
Share Repurchase Program | ||
Equity | ||
Common unit repurchase program, authorized amount | $ 150,000 | |
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 - Class B Preferred Unit
Equity - Class B Preferred Units (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | Dec. 31, 2021shares | Dec. 31, 2021USD ($)$ / sharesshares | |
Preferred Class B | |||
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). | ||
Preferred Class B | |||
Preferred Units | |||
Preferred units, issued and outstanding (in units) | shares | 12,585,642 | 12,585,642 | 12,585,642 |
Preferred units dividend rate | 9.00% | ||
Distributions earned during the quarter but not paid | $ 0.5625 | ||
Preferred Class B | Cumulative distributions | |||
Preferred Units | |||
Distributions earned but not declared | $ 2.25 | ||
Cumulative distributions earned but not paid including accumulated interest | $ | $ 29,200 |
Equity - Class C Preferred Unit
Equity - Class C Preferred Units (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | Dec. 31, 2021shares | Dec. 31, 2021USD ($)$ / sharesshares | |
Class C Perpetual Preferred Units | |||
Preferred Units | |||
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 | |||
Preferred Units | |||
Preferred units, issued and outstanding (in units) | shares | 1,800,000 | 1,800,000 | 1,800,000 |
Preferred units dividend rate | 9.625% | ||
Distributions earned during the quarter but not paid | $ 0.6016 | ||
Class C Perpetual Preferred Units | Cumulative distributions | |||
Preferred Units | |||
Distributions earned but not declared | $ 2.4062 | ||
Cumulative distributions earned but not paid including accumulated interest | $ | $ 4,500 |
Equity - Class D Preferred Unit
Equity - Class D Preferred Units (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | Dec. 31, 2021shares | Dec. 31, 2021USD ($)$ / sharesshares | |
Class D Preferred Units | |||
Preferred Units | |||
Warrants outstanding (in units) | shares | 25,500,000 | 25,500,000 | 25,500,000 |
Class D Preferred Units | |||
Preferred Units | |||
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), plus an additional 1.5% rate increase due to us exceeding the adjusted total leverage ratio and due to a Class D distribution payment default, as defined within the amended and restated limited partnership agreement | ||
Class D Preferred Units | |||
Preferred Units | |||
Temporary equity, issued and outstanding (in units) | shares | 600,000 | 600,000 | 600,000 |
Distributions earned during the quarter but not paid | $ / shares | $ 27.32 | ||
Class D Preferred Units | Cumulative distributions | |||
Preferred Units | |||
Distributions earned but not declared | $ / shares | $ 107.96 | ||
Cumulative distributions earned but not paid including accumulated interest | $ | $ 67,300 |
Equity - Equity-Based Incentive
Equity - Equity-Based Incentive Compensation - Service Awards (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Expected Future Expense | ||||
Common units canceled during period | 8,901 | |||
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 | $ 2.15 | |||
Expense recorded | $ 700,000 | $ 1,200,000 | $ 2,800,000 | $ 3,800,000 |
Service Award Activity | ||||
Unvested restricted units at the beginning of the period (in units) | 446,975 | |||
Units granted (in units) | 3,294,750 | |||
Units vested and issued (in units) | (399,100) | |||
Units forfeited (in units) | (331,075) | |||
Unvested restricted units at the end of the period (in units) | 3,011,550 | 3,011,550 | ||
Expected Future Expense | ||||
2022 (three months) | $ 523,000 | |||
2023 | 3,222,000 | |||
2024 | 1,348,000 | |||
Total | $ 5,093,000 | |||
Scheduled vesting of Service Award units | 3,011,550 | |||
Service awards | 2022 (three months) | ||||
Expected Future Expense | ||||
Scheduled vesting of Service Award units | 752,700 | |||
Service awards | 2023 | ||||
Expected Future Expense | ||||
Scheduled vesting of Service Award units | 1,505,775 | |||
Service awards | 2024 | ||||
Expected Future Expense | ||||
Scheduled vesting of Service Award units | 753,075 |
Equity - Equity-Based Compensat
Equity - Equity-Based Compensation - LTIP (Details) | Dec. 31, 2021shares |
Service awards | |
LTIP | |
Number of units available for grant | 0 |
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, 2021 | Mar. 31, 2021 |
Derivative assets (liabilities) | ||
Net commodity derivative asset | $ 33,801 | $ 15,704 |
Prepaid expenses and other current assets | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | 33,500 | |
Commodity contracts | ||
Assets: | ||
Derivative assets | 73,470 | 49,832 |
Netting of counterparty contracts, assets | (13,550) | (12,648) |
Net cash collateral (held) provided | (5,755) | 2,660 |
Commodity derivatives | 54,165 | 39,844 |
Liabilities: | ||
Derivative liabilities | (33,914) | (42,331) |
Netting of counterparty contracts, liabilities | 13,550 | 12,648 |
Net cash collateral (held) provided | 0 | 5,543 |
Commodity derivatives | (20,364) | (24,140) |
Derivative assets (liabilities) | ||
Net commodity derivative asset | 33,801 | 15,704 |
Commodity contracts | Prepaid expenses and other current assets | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | 54,165 | 39,844 |
Commodity contracts | Accrued expenses and other payables | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | (20,278) | (21,562) |
Commodity contracts | Other noncurrent liabilities | ||
Derivative assets (liabilities) | ||
Net commodity derivative asset | (86) | (2,578) |
Level 1 | Commodity contracts | ||
Assets: | ||
Derivative assets | 39,882 | 12,312 |
Liabilities: | ||
Derivative liabilities | (13,497) | (17,857) |
Level 2 | Commodity contracts | ||
Assets: | ||
Derivative assets | 33,588 | 37,520 |
Liabilities: | ||
Derivative liabilities | $ (20,417) | $ (24,474) |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Derivative Contract Positions (Details) bbl in Thousands, $ in Thousands | Dec. 31, 2021USD ($)bbl | Mar. 31, 2021USD ($)bbl |
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | $ 39,556 | $ 7,501 |
Net cash collateral held | (5,755) | 8,203 |
Net commodity derivative asset | 33,801 | 15,704 |
Fixed-price contract | Crude oil | ||
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | 27,054 | (5,414) |
Fixed-price contract | Propane | ||
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | 6,145 | 2,188 |
Fixed-price contract | Refined products | ||
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | (2,084) | 1,928 |
Fixed-price contract | Butane | ||
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | $ (5,273) | $ (3,764) |
Fixed-price contract | Short | Crude oil | ||
Fair value of financial instruments | ||
Net Long (Short) Notional Units (in barrels) | bbl | (1,030) | (1,850) |
Fixed-price contract | Short | Propane | ||
Fair value of financial instruments | ||
Net Long (Short) Notional Units (in barrels) | bbl | (195) | |
Fixed-price contract | Short | Refined products | ||
Fair value of financial instruments | ||
Net Long (Short) Notional Units (in barrels) | bbl | (278) | (503) |
Fixed-price contract | Short | Butane | ||
Fair value of financial instruments | ||
Net Long (Short) Notional Units (in barrels) | bbl | (446) | (753) |
Fixed-price contract | Long | Propane | ||
Fair value of financial instruments | ||
Net Long (Short) Notional Units (in barrels) | bbl | 6 | |
Other | ||
Fair value of financial instruments | ||
Fair Value of Net Assets (Liabilities) | $ 13,714 | $ 12,563 |
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, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | ||||
Net adjustments to fair value of commodity derivatives | $ (2,200) | $ (24,600) | $ (42,875) | $ (55,162) |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments - Interest Rate Risk (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Mar. 31, 2021 |
Interest Rate Risk | ||
Face amount | $ 3,460,241 | $ 3,376,768 |
Asset Based Credit Facility | ||
Interest Rate Risk | ||
Interest rate | 4.24% | |
Asset Based Credit Facility | ||
Interest Rate Risk | ||
Face amount | $ 156,000 | $ 4,000 |
Fair Value of Financial Instr_7
Fair Value of Financial Instruments - Fair Value of Fixed-Rate Notes (Details) $ in Thousands | Dec. 31, 2021USD ($) |
7.5% Senior Secured Notes due 2026 | |
Fair Value of Fixed-Rate Notes | |
Fair value of fixed-rate notes | $ 2,109,826 |
7.5% Senior Notes due 2023 | |
Fair Value of Fixed-Rate Notes | |
Fair value of fixed-rate notes | 514,734 |
6.125% Senior Notes due 2025 | |
Fair Value of Fixed-Rate Notes | |
Fair value of fixed-rate notes | 327,134 |
7.5% Senior Notes due 2026 | |
Fair Value of Fixed-Rate Notes | |
Fair value of fixed-rate notes | $ 285,312 |
Segments (Details)
Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | |
Segment information | |||||
Total Revenues | $ 2,171,876 | $ 1,462,019 | $ 5,414,668 | $ 3,474,592 | |
Depreciation and amortization, including amortization of debt issuance costs | 72,933 | 81,548 | 235,357 | 260,054 | |
Operating Income (Loss) | 49,110 | (346,307) | 44,594 | (320,776) | |
Additions to property, plant and equipment and intangible assets | 26,358 | 11,517 | 95,605 | 65,873 | |
Long-lived assets, net | 4,503,489 | 4,503,489 | $ 4,866,051 | ||
Total assets | 6,094,771 | 6,094,771 | 5,947,341 | ||
Operating segment | Water solutions | |||||
Segment information | |||||
Total Revenues | 130,653 | 98,925 | 397,089 | 275,668 | |
Depreciation and amortization, including amortization of debt issuance costs | 50,877 | 53,388 | 164,651 | 173,865 | |
Operating Income (Loss) | 19,851 | 15,821 | 60,206 | (13,503) | |
Additions to property, plant and equipment and intangible assets | 21,254 | 5,177 | 81,807 | 38,139 | |
Long-lived assets, net | 2,997,529 | 2,997,529 | 3,104,450 | ||
Total assets | 3,142,021 | 3,142,021 | 3,204,850 | ||
Operating segment | Water solutions | Disposal service fees | |||||
Segment information | |||||
Total Revenues | 102,917 | 82,008 | 303,106 | 239,390 | |
Operating segment | Water solutions | Sale of recovered crude oil | |||||
Segment information | |||||
Total Revenues | 17,865 | 6,778 | 48,848 | 16,532 | |
Operating segment | Water solutions | Sale of water | |||||
Segment information | |||||
Total Revenues | 6,842 | 6,386 | 31,694 | 10,267 | |
Operating segment | Water solutions | Other revenues | |||||
Segment information | |||||
Total Revenues | 3,029 | 3,753 | 13,441 | 9,479 | |
Operating segment | Crude oil logistics | |||||
Segment information | |||||
Total Revenues | 607,203 | 485,289 | 1,715,657 | 1,228,169 | |
Depreciation and amortization, including amortization of debt issuance costs | 12,166 | 16,513 | 37,029 | 50,540 | |
Operating Income (Loss) | 21,291 | (382,192) | 37,941 | (310,633) | |
Additions to property, plant and equipment and intangible assets | 515 | 785 | 1,986 | 9,555 | |
Long-lived assets, net | 1,059,922 | 1,059,922 | 1,090,578 | ||
Total assets | 1,895,169 | 1,895,169 | 1,665,005 | ||
Operating segment | Crude oil logistics | Crude oil sales | |||||
Segment information | |||||
Total Revenues | 588,729 | 455,790 | 1,660,225 | 1,104,692 | |
Operating segment | Crude oil logistics | Crude oil transportation and other | |||||
Segment information | |||||
Total Revenues | 18,826 | 28,407 | 56,088 | 118,615 | |
Operating segment | Crude oil logistics | Non-Topic 606 revenues | |||||
Segment information | |||||
Non-Topic 606 revenues | 2,153 | 2,919 | 6,518 | 9,193 | |
Operating segment | Liquids logistics | |||||
Segment information | |||||
Total Revenues | 1,434,020 | 877,491 | 3,301,922 | 1,969,813 | |
Depreciation and amortization, including amortization of debt issuance costs | 3,824 | 7,071 | 15,627 | 22,406 | |
Operating Income (Loss) | 23,158 | 32,438 | (18,790) | 51,338 | |
Additions to property, plant and equipment and intangible assets | 4,248 | 2,572 | 10,308 | 7,292 | |
Long-lived assets, net | 394,897 | 394,897 | 626,221 | ||
Total assets | 986,602 | 986,602 | 1,003,370 | ||
Operating segment | Liquids logistics | Other revenues | |||||
Segment information | |||||
Total Revenues | 361 | 4,685 | 8,849 | 17,710 | |
Operating segment | Liquids logistics | Non-Topic 606 revenues | |||||
Segment information | |||||
Non-Topic 606 revenues | 81,817 | 20,302 | 185,705 | 59,816 | |
Operating segment | Liquids logistics | Refined products sales | |||||
Segment information | |||||
Total Revenues | 503,348 | 286,640 | 1,340,725 | 785,968 | |
Operating segment | Liquids logistics | Propane sales | |||||
Segment information | |||||
Total Revenues | 396,457 | 276,459 | 776,157 | 534,525 | |
Operating segment | Liquids logistics | Butane sales | |||||
Segment information | |||||
Total Revenues | 296,481 | 191,710 | 582,358 | 336,827 | |
Operating segment | Liquids logistics | Other product sales | |||||
Segment information | |||||
Total Revenues | 155,556 | 99,624 | 409,452 | 238,377 | |
Operating segment | Corporate and other | |||||
Segment information | |||||
Total Revenues | 0 | 314 | 0 | 942 | |
Operating segment | Corporate and other | Non-Topic 606 revenues | |||||
Segment information | |||||
Non-Topic 606 revenues | 0 | 314 | 0 | 942 | |
Elimination of intersegment sales | Crude oil logistics | |||||
Segment information | |||||
Total Revenues | (2,505) | (1,827) | (7,174) | (4,331) | |
Elimination of intersegment sales | Liquids logistics | |||||
Segment information | |||||
Total Revenues | 0 | (1,929) | (1,324) | (3,410) | |
Corporate and other | |||||
Segment information | |||||
Depreciation and amortization, including amortization of debt issuance costs | 6,066 | 4,576 | 18,050 | 13,243 | |
Operating Income (Loss) | (15,190) | (12,374) | (34,763) | (47,978) | |
Additions to property, plant and equipment and intangible assets | 341 | $ 2,983 | 1,504 | $ 10,887 | |
Long-lived assets, net | 51,141 | 51,141 | 44,802 | ||
Total assets | 70,979 | 70,979 | 74,116 | ||
Non-US | Liquids logistics | |||||
Segment information | |||||
Long-lived assets, net | 18,500 | 18,500 | 20,900 | ||
Total assets | $ 60,600 | $ 60,600 | $ 37,900 |
Transactions with Affiliates (D
Transactions with Affiliates (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | |
Transactions with Affiliates | |||||
Accounts receivable-affiliates | $ 8,824 | $ 8,824 | $ 9,435 | ||
Accounts payable-affiliates | 260 | 260 | 119 | ||
Entities affiliated with management | |||||
Transactions with Affiliates | |||||
Sales to related party | 0 | $ 5,369 | 0 | $ 7,492 | |
Purchases from related party | 957 | 393 | 1,045 | 684 | |
Accounts receivable-affiliates | 1 | 1 | 728 | ||
Accounts payable-affiliates | 223 | 223 | 12 | ||
NGL Energy Holdings LLC | |||||
Transactions with Affiliates | |||||
Accounts receivable-affiliates | 8,385 | 8,385 | 8,245 | ||
Equity method investee | |||||
Transactions with Affiliates | |||||
Purchases from related party | 243 | 689 | 784 | 1,434 | |
Accounts receivable-affiliates | 438 | 438 | 462 | ||
Accounts payable-affiliates | $ 37 | $ 37 | $ 107 | ||
WPX Energy | |||||
Transactions with Affiliates | |||||
Sales to related party | 16,888 | 39,129 | |||
Purchases from related party | $ 100,427 | $ 216,487 |
Transactions with Affiliates -
Transactions with Affiliates - Other Related Party Transactions (Details) | Dec. 31, 2021USD ($) |
Transactions with Affiliates | |
Outstanding loan balance | $ 2,600,000 |
Guarantor obligation | $ 0 |
Operating segment | Aircraft Company | Corporate and other | |
Transactions with Affiliates | |
Ownership interest | 50.00% |
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, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Net adjustments to fair value of commodity derivatives | $ (2,200) | $ (24,600) | $ (42,875) | $ (55,162) |
Liquids logistics | ||||
Net adjustments to fair value of commodity derivatives | $ (15,600) |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Performance Obligations (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | |
Revenue expected to be recognized as of December 31, 2021 | $ 309,840 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | |
Revenue expected to be recognized as of December 31, 2021 | $ 34,481 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 3 months |
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, 2021 | $ 104,452 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | |
Revenue expected to be recognized as of December 31, 2021 | $ 85,386 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | |
Revenue expected to be recognized as of December 31, 2021 | $ 62,483 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-04-01 | |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | |
Revenue expected to be recognized as of December 31, 2021 | $ 17,240 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-04-01 | |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | |
Revenue expected to be recognized as of December 31, 2021 | $ 3,727 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-04-01 | |
Revenue from Contracts with Customers - Performance Obligations [Abstract] | |
Revenue expected to be recognized as of December 31, 2021 | $ 2,071 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 2 years 9 months |
Revenue from Contracts with C_6
Revenue from Contracts with Customers - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Mar. 31, 2021 | |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Abstract] | ||
Accounts receivable from contracts with customers | $ 503,351 | $ 436,682 |
Contract liabilities balance | 15,954 | $ 10,896 |
Payment received and deferred | 39,874 | |
Payment recognized in revenue | (26,582) | |
Disposition of Sawtooth (see Note 15) | $ (8,234) |
Leases - Lease Expense (Details
Leases - Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Lease, Cost [Abstract] | ||||
Operating lease expense | $ 14,180 | $ 17,048 | $ 44,474 | $ 53,278 |
Variable lease expense | 5,725 | 4,737 | 15,978 | 13,950 |
Short-term lease expense | 60 | 293 | 219 | 1,094 |
Total | $ 19,965 | $ 22,078 | $ 60,671 | $ 68,322 |
Leases - Lessee Maturities of O
Leases - Lessee Maturities of Operating Lease Obligations (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Leases [Abstract] | |
2022 (three months) | $ 12,997 |
2023 | 45,437 |
2024 | 29,069 |
2025 | 16,698 |
2026 | 8,416 |
2027 | 4,593 |
Thereafter | 38,820 |
Total lease payments | 156,030 |
Less imputed interest | (33,580) |
Total operating lease obligations | $ 122,450 |
Leases - Lessee Supplemental Ca
Leases - Lessee Supplemental Cash Flow and Non-Cash Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Cash paid for amounts included in the measurement of operating lease obligations | $ 43,919 | $ 52,849 |
Operating lease right-of-use assets obtained in exchange for operating lease obligations | $ 11,738 | $ 24,073 |
Leases - Lessor Future Minimum
Leases - Lessor Future Minimum Lease Payments Receivable (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||||
2022 (three months) | $ 3,089 | $ 3,089 | ||
2023 | 9,614 | 9,614 | ||
2024 | 4,806 | 4,806 | ||
2025 | 691 | 691 | ||
2026 | 415 | 415 | ||
2027 | 415 | 415 | ||
Thereafter | 422 | 422 | ||
Total | 19,452 | 19,452 | ||
Operating lease revenues | 3,700 | $ 4,100 | 10,900 | $ 12,600 |
Sublease revenue | $ 500 | $ 500 | $ 1,100 | $ 1,900 |
Allowance for Current Expecte_4
Allowance for Current Expected Credit Loss (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | |
Allowance for Expected Credit Loss | |||
Change in provision for expected credit losses | $ 88 | $ 5,693 | |
Trade Accounts Receivable | |||
Allowance for Expected Credit Loss | |||
Accounts receivable-trade, allowance for expected credit loss | 2,227 | $ 2,192 | |
Change in provision for expected credit losses | 88 | ||
Write-offs charged against the provision | (49) | ||
Disposition of Sawtooth (see Note 15) | (4) | ||
Notes Receivable and Other | |||
Allowance for Expected Credit Loss | |||
Change in provision for expected credit losses | 0 | ||
Write-offs charged against the provision | 0 | ||
Notes receivable and other, allowance for expected credit loss | $ 458 | $ 458 |
Other Matters - Sale of Sawtoot
Other Matters - Sale of Sawtooth (Details) - USD ($) $ in Thousands | Jun. 18, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||
Total consideration | $ 63,489 | $ 0 | |
Sawtooth [Domain] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||
Total consideration | $ 70,000 | ||
Selling expenses | 2,000 | ||
Loss on disposal | $ 60,100 | ||
Sawtooth [Domain] | Sawtooth [Domain] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | |||
Ownership percentage in Sawtooth | 71.50% |
Discontinued Operations (Detail
Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Loss on disposal or impairment of assets, net (1) | $ 0 | $ 1,181 | ||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||||
Revenues | 0 | 16,198 | ||
Cost of sales | 106 | 16,535 | ||
Operating expenses | 1 | 281 | ||
Loss on disposal or impairment of assets, net (1) | 0 | 1,181 | ||
Loss from discontinued operations before taxes | (107) | (1,799) | ||
Income tax benefit | 0 | 53 | ||
Loss From Discontinued Operations, net of Tax | $ 0 | $ (107) | $ 0 | (1,746) |
TPSL | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations | ||||
Loss on disposal or impairment of assets, net (1) | 200 | |||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | ||||
Loss on disposal or impairment of assets, net (1) | 200 | |||
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 |