Exhibit 99.1
Tesoro Logistics LP Reports 2012 Fourth Quarter and Full Year Results
SAN ANTONIO - February 11, 2013 - Tesoro Logistics LP (NYSE: TLLP) ("TLLP" or the "Partnership") today reported fourth quarter 2012 net income of $15.7 million, or $0.53 per diluted common limited partner unit. This amount includes historical results reported by the predecessor on assets TLLP acquired during the quarter. Excluding predecessor results, TLLP earned net income of $16.6 million.
For the twelve months ended December 31, 2012 (the "2012 Period"), the Partnership reported net income of $55.5 million, or $1.89 per diluted common limited partner unit. Excluding historical results reported by the predecessor on assets acquired during the 2012 Period, TLLP reported net income of $56.8 million.
Distributable cash flow, excluding predecessor results, for the fourth quarter was $19.6 million. On January 23, 2013, the Partnership announced its quarterly cash distribution of $22.9 million, or $0.4725 per limited partnership unit, or $1.89 on an annualized basis. This distribution represents a four percent increase over the quarterly distribution of $0.4550 per unit ($1.82 per unit on an annualized basis) paid in November 2012 and a thirty percent increase over the fourth quarter 2011 distribution paid in February 2012. Distributable cash flow, excluding predecessor results, for the 2012 Period was $67.0 million.
"This was another strong quarter for TLLP as we continued to capture the benefits of our growth strategy," said Greg Goff, TLLP's Chairman and Chief Executive Officer. "We continued to focus on delivering organic growth from our existing assets with the expansion of our proprietary trucking fleet and increasing volumes through the High Plains System. We captured the first full quarter from the Long Beach assets acquisition and completed the third asset purchase from Tesoro with the acquisition of the Anacortes Rail Facility. Additionally, we announced the acquisition of the Chevron Northwest Products System which will be immediately accretive and adds significant third party revenue."
Fourth Quarter 2012 Highlights
Results of operations for the three months ended December 31, 2012 include the historical results prior to our acquisition of the Anacortes Rail Facility acquired from Tesoro Refining and Marketing Company ("Tesoro") during the quarter. As a result, operating income and volumes are not comparable on a period-to-period basis. We have provided additional information that is comparable on a period-to-period basis focusing on the results of operations of TLLP assets following their acquisition from Tesoro and excluding predecessor results of operations. A reconciliation of the TLLP results to the full fourth quarter results can be found in the attached tables.
Revenues for the fourth quarter totaled $47.7 million which were up $6.9 million from the prior quarter, excluding predecessor results. Volumes and revenues within the Crude Oil Gathering segment increased over the prior quarter, driven by strong demand for crude oil in the Bakken region. Additionally, revenues in the Terminalling, Transportation and Storage segment increased quarter over quarter due to a full quarter's throughput contribution from the Long Beach assets acquired mid-third quarter and a partial quarter contribution from the Anacortes Rail Unloading Facility.
Total costs and expenses for the fourth quarter were $26.5 million. Excluding predecessor results, total costs and expenses for the fourth quarter totaled $25.6 million, which were up $2.1 million from the prior quarter. The increase in operating expenses during the quarter is primarily attributable to a full quarter's operation of the Long Beach assets and the addition of the Anacortes Rail Unloading Facility during the fourth quarter. Costs for the fourth quarter include $1.2 million of transaction costs related to the recently acquired assets and the announced acquisition of the Chevron Northwest Products System.
The resulting EBITDA for the fourth quarter was $25.7 million, excluding predecessor results.
On October 5, 2012, TLLP closed a public offering of 4,255,000 common units at an offering price of $41.80 per unit, which included a 555,000 unit over-allotment option that was exercised by the underwriters. Net proceeds to TLLP from the sale of the units were approximately $171 million.
On November 15, 2012, TLLP purchased the Anacortes Rail Unloading Facility owned by Tesoro's subsidiary, Tesoro Refining and Marketing Company, for a purchase price of $180 million, which included cash of $162 million and Tesoro Logistics equity valued at approximately $18 million. In connection with the closing of the transaction, Tesoro and the Partnership entered into a throughput and use agreement for the rail unloading facility. The Anacortes Rail Unloading Facility added about $2.4 million of segment EBITDA following its acquisition on November 15, 2012.
On December 11, 2012, TLLP announced that it had executed a definitive agreement to purchase Chevron Pipe Line Company's Northwest Products System for $400 million. The Northwest Products System allows TLLP to grow its portfolio of well-positioned, fee-based logistics assets in the western U.S., while significantly increasing third-party revenue. The Northwest Products System is expected to generate annual EBITDA of about $33 million in the first twelve months post-closing. The transaction is expected to close during the first quarter of 2013, subject to regulatory approval.
On January 4, 2013 TLLP amended its $300 million revolving credit facility to increase the capacity to $500 million and reduce interest rates in support of our expanding operations and opportunities.
On January 14, 2013, TLLP closed a public offering of 9,775,000 common units at an offering price of $41.70 per unit, which included a 1,275,000 unit over-allotment option that was exercised by the underwriters. The Partnership expects to use net proceeds from the offering, totaling approximately $392 million, to fund a portion of the consideration for the Partnership's announced acquisition of Chevron Pipe Line Company's Northwest Products System.
2012 Highlights
Revenues for the 2012 Period totaled $156.8 million. Excluding predecessor results, revenues for the 2012 Period totaled $148.8 million. Relative to the fourth quarter of 2011, the Partnership ended the year with pipeline throughput volumes in the Crude Oil Gathering segment up almost thirty percent, driven by expansion of Tesoro's Mandan Refinery, additional volumes destined for Tesoro's Anacortes refinery and the establishment of interconnection points with other regional pipelines at Richey, Montana and Dry Fork, North Dakota. For the base assets within the Terminalling, Transportation and Storage segment, five terminals set record annual throughput volumes for the year, driven by continued optimization efforts, the physical expansion of the Vancouver terminal and the revision of the ethanol permit at the Los Angeles terminal. Total EBITDA for the 2012 Period was $76.7 million, excluding predecessor results.
The Partnership continues to be focused on driving EBITDA growth into the future through the completion of current and future organic growth projects within the Crude Oil Gathering and Terminalling, Transportation and Storage segments, as well as the successful integration of the Northwest Products System. Excluding announced acquisitions, which are currently pending regulatory approval, the Partnership expects to generate EBITDA of about $140 million in 2013.
Public Invited to Listen to Analyst Conference Call
At 7:30 a.m. CST on February 12, 2013, TLLP will broadcast, live, its conference call with analysts regarding fourth quarter 2012 and annual results and other business matters. Interested parties may listen to the live conference call over the Internet by logging on to http://www.tesorologistics.com.
About Tesoro Logistics LP
Tesoro Logistics LP, headquartered in San Antonio, Texas, is a fee-based, growth-oriented Delaware limited partnership formed by Tesoro Corporation to own, operate, develop and acquire crude oil and refined products logistics assets.
This earnings release contains certain statements that are "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, concerning expected growth projects and our expectations about 2013 EBITDA, as well as expectations regarding the timing and benefits of the Chevron Northwest Products System acquisition, including expectations regarding accretion, third party revenue, EBITDA contribution and integration. For more information concerning factors that could affect these statements see our annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K filed with the Securities and Exchange Commission. We undertake no obligation to publicly release the result of any revisions to any such forward-looking statements that may be made to reflect events or circumstances that occur, or which we become aware of, after the date hereof.
Contact:
Investors:
Louie Rubiola, Director, Investor Relations, (210) 626-4355
Media:
Tesoro Media Relations, media@tsocorp.com, (210) 626-7702
Results of Operations (Unaudited)
Factors Affecting Comparability
The following tables present net income, distributable cash flow, earnings before interest, income taxes, depreciation and amortization expenses ("EBITDA") and related operational information for the three and twelve months ended December 31, 2012 and 2011. The information presented contains the unaudited combined financial results of Tesoro Logistics LP Predecessor (the "TLLP Predecessor"), our predecessor for accounting purposes, for periods presented through April 25, 2011. The TLLP Predecessor includes the financial results of the initial assets acquired from Tesoro during the initial public offering (the "Initial Offering"). The unaudited combined consolidated financial results for the three and twelve months ended December 31, 2012 and 2011 also include the results of operations for Tesoro Logistics LP ("TLLP" or the "Partnership") for the period beginning April 26, 2011, the date TLLP commenced operations.
The financial information contained herein of the TLLP Predecessor and TLLP have been retrospectively adjusted to include the historical results of the Martinez crude oil marine terminal assets (collectively, the "Martinez Crude Oil Marine Terminal") prior to the acquisition through April 1, 2012, the Long Beach marine terminal assets and related short-haul pipelines, including the Los Angeles short-haul pipelines (collectively, the "Long Beach Assets") prior to the acquisition through September 14, 2012 and the Anacortes rail car unloading facility assets (collectively, the "Anacortes Rail Facility") prior to the acquisition through November 15, 2012. We refer to the historical results of the TLLP Predecessor, the Martinez Crude Oil Marine Terminal, the Long Beach Assets and the Anacortes Rail Facility prior to the acquisition dates collectively as our "Predecessor(s)." The results of the Martinez Crude Oil Marine Terminal, the Long Beach Assets and the Anacortes Rail Facility are included in the Terminalling, Transportation and Storage segment.
Our Predecessors generally recognized only the costs and did not record revenue for transactions with Tesoro in the Terminalling, Transportation and Storage segment or for trucking services in the Crude Oil Gathering segment prior to the Initial Offering and the subsequent acquisitions. Accordingly, the revenues in our Predecessors' historical combined financial statements relate only to amounts received from third parties for these services and amounts received from affiliates with respect to transportation regulated by the Federal Energy Regulatory Commission and the North Dakota Public Service Commission on our High Plains system. Affiliate revenues have been recorded for all of our assets in the Crude Oil Gathering segment and the Terminalling, Transportation and Storage segment subsequent to the commencement of the commercial agreements with Tesoro upon completion of the Initial Offering and subsequent acquisitions. As a result, the information included in the following tables is not comparable on a year-over-year basis.
TESORO LOGISTICS LP
RESULTS OF OPERATIONS
(Unaudited)
(In thousands, except units and per unit amounts) |
| | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Twelve Months Ended December 31, |
| | 2012 | | 2011 | | 2012 | | 2011 |
REVENUES (a) | | | | | | | | |
Crude Oil Gathering | | $ | 21,410 |
| | $ | 14,912 |
| | $ | 72,432 |
| | $ | 44,959 |
|
Terminalling, Transportation and Storage | | 26,328 |
| | 14,545 |
| | 84,407 |
| | 42,378 |
|
Total Revenues | | 47,738 |
| | 29,457 |
| | 156,839 |
| | 87,337 |
|
COSTS AND EXPENSES | | | | | | | | |
Operating and maintenance expenses | | 18,091 |
| | 14,006 |
| | 63,083 |
| | 47,149 |
|
Depreciation and amortization expenses | | 3,934 |
| | 2,828 |
| | 13,057 |
| | 11,277 |
|
General and administrative expenses (a) | | 4,155 |
| | 2,778 |
|
| 15,713 |
|
| 8,776 |
|
Loss on asset disposals | | 278 |
| | — |
| | 535 |
| | 26 |
|
Total Costs and Expenses | | 26,458 |
| | 19,612 |
| | 92,388 |
| | 67,228 |
|
OPERATING INCOME | | 21,280 |
| | 9,845 |
| | 64,451 |
| | 20,109 |
|
Less: Interest and financing costs, net | | 5,632 |
| | 548 |
| | 8,992 |
| | 1,610 |
|
Add: Interest income | | 48 |
| | — |
| | 48 |
| | — |
|
NET INCOME | | 15,696 |
| | 9,297 |
| | 55,507 |
| | 18,499 |
|
Less: Loss attributable to Predecessors | | (876 | ) | | (2,249 | ) | | (1,284 | ) | | (16,069 | ) |
Net income attributable to partners | | 16,572 |
| | 11,546 |
| | 56,791 |
| | 34,568 |
|
Less: General partner's interest in net income, including incentive distribution rights | | 1,238 |
| | 232 |
| | 2,674 |
| | 692 |
|
Limited partners' interest in net income | | $ | 15,334 |
| | $ | 11,314 |
| | $ | 54,117 |
| | $ | 33,876 |
|
| | | | | | | | |
Net income per limited partner unit: | | | | | | | | |
Common - basic | | $ | 0.53 |
| | $ | 0.37 |
| | $ | 1.90 |
| | $ | 1.11 |
|
Common - diluted | | $ | 0.53 |
| | $ | 0.37 |
| | $ | 1.89 |
| | $ | 1.11 |
|
Subordinated - basic and diluted | | $ | 0.30 |
| | $ | 0.37 |
| | $ | 1.47 |
| | $ | 1.11 |
|
| | | | | | | | |
Weighted average limited partner units outstanding: | | | | | | | | |
Common units - basic | | 20,158,703 |
| | 15,254,890 |
| | 16,614,668 |
| | 15,254,890 |
|
Common units - diluted | | 20,270,174 |
| | 15,275,844 |
| | 16,708,950 |
| | 15,282,366 |
|
Subordinated units - basic and diluted | | 15,254,890 |
| | 15,254,890 |
| | 15,254,890 |
| | 15,254,890 |
|
| | | | | | | | |
Cash distributions per unit (b) | | $ | 0.4725 |
| | $ | 0.3625 |
| | $ | 1.7150 |
| | $ | 0.9573 |
|
TESORO LOGISTICS LP
RESULTS OF OPERATIONS
RECONCILIATION OF PARTNERSHIP AND PREDECESSOR (c)
(Unaudited)
(In thousands)
|
| | | | | | | | | | | | |
| Tesoro Logistics LP | | | Predecessors | | Three Months Ended December 31, 2012 |
REVENUES (a) | |
Crude Oil Gathering | $ | 21,410 |
| | | $ | — |
| | $ | 21,410 |
|
Terminalling, Transportation and Storage | 26,328 |
| | | — |
| | 26,328 |
|
Total Revenues | 47,738 |
| | | — |
| | 47,738 |
|
COSTS AND EXPENSES | | | | | | |
Operating and maintenance expenses | 17,621 |
| | | 470 |
| | 18,091 |
|
Depreciation and amortization expenses | 3,534 |
| | | 400 |
| | 3,934 |
|
General and administrative expenses (a) | 4,149 |
| | | 6 |
| | 4,155 |
|
Loss on asset disposals | 278 |
| | | — |
| | 278 |
|
Total Costs and Expenses | 25,582 |
| | | 876 |
| | 26,458 |
|
OPERATING INCOME (LOSS) | 22,156 |
| | | (876 | ) | | 21,280 |
|
Less: Interest and financing costs, net | 5,632 |
| | | — |
| | 5,632 |
|
Add: Interest income | 48 |
| | | — |
| | 48 |
|
NET INCOME (LOSS) | 16,572 |
| | | (876 | ) | | 15,696 |
|
Less: Loss attributable to Predecessors | — |
| | | (876 | ) | | (876 | ) |
Net income attributable to partners | $ | 16,572 |
| | | $ | — |
| | $ | 16,572 |
|
|
| | | | | | | | | | | | |
| Tesoro Logistics LP | | | Predecessors | | Year Ended December 31, 2012 |
REVENUES (a) |
|
Crude Oil Gathering | $ | 72,432 |
| | | $ | — |
| | $ | 72,432 |
|
Terminalling, Transportation and Storage | 76,416 |
| | | 7,991 |
| | 84,407 |
|
Total Revenues | 148,848 |
| | | 7,991 |
| | 156,839 |
|
COSTS AND EXPENSES | | | | | | |
Operating and maintenance expenses | 56,587 |
| | | 6,496 |
| | 63,083 |
|
Depreciation and amortization expenses | 10,969 |
| | | 2,088 |
| | 13,057 |
|
General and administrative expenses (a) | 15,266 |
| | | 447 |
| | 15,713 |
|
Loss on asset disposals | 291 |
| | | 244 |
| | 535 |
|
Total Costs and Expenses | 83,113 |
| | | 9,275 |
| | 92,388 |
|
OPERATING INCOME (LOSS) | 65,735 |
| | | (1,284 | ) | | 64,451 |
|
Less: Interest and financing costs, net | 8,992 |
| | | — |
| | 8,992 |
|
Add: Interest income | 48 |
| | | — |
| | 48 |
|
NET INCOME (LOSS) | 56,791 |
| | | (1,284 | ) | | 55,507 |
|
Less: Loss attributable to Predecessors | — |
| | | (1,284 | ) | | (1,284 | ) |
Net income attributable to partners | $ | 56,791 |
| | | $ | — |
| | $ | 56,791 |
|
TESORO LOGISTICS LP
RECONCILIATION OF AMOUNTS REPORTED UNDER U.S. GAAP
(Unaudited)
(In thousands)
|
| | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Twelve Months Ended December 31, |
| | 2012 | | 2011 | | 2012 | | 2011 |
Reconciliation of EBITDA and Distributable Cash Flow to Net Income: | | | | | | | | |
Net income | | $ | 15,696 |
| | $ | 9,297 |
| | $ | 55,507 |
| | $ | 18,499 |
|
Add: Depreciation and amortization expenses | | 3,934 |
| | 2,828 |
| | 13,057 |
| | 11,277 |
|
Add: Interest and financing costs, net | | 5,632 |
| | 548 |
| | 8,992 |
| | 1,610 |
|
Less: Interest income | | 48 |
| | — |
| | 48 |
| | — |
|
EBITDA (c) | | $ | 25,214 |
| | $ | 12,673 |
| | $ | 77,508 |
| | $ | 31,386 |
|
Less: Maintenance capital expenditures (d) | | 3,794 |
| | 2,849 |
| | 10,719 |
| | 8,268 |
|
Less: Interest and financing costs, net | | 5,632 |
| | 548 |
| | 8,992 |
| | 1,610 |
|
Add: Reimbursement for maintenance capital expenditures (d) | | 3,241 |
| | — |
| | 6,169 |
| | 8 |
|
Add: Non-cash unit-based compensation expense | | 328 |
| | 178 |
| | 1,191 |
| | 479 |
|
Add: Loss on asset disposals | | 278 |
| | — |
| | 535 |
| | 26 |
|
Add: Change in deferred revenue related to shortfall payments | | 130 |
| | — |
| | 309 |
| | — |
|
Add: Interest income | | 48 |
| | — |
| | 48 |
| | — |
|
Add: Other reimbursements | | (703 | ) | | — |
| | — |
| | — |
|
Distributable Cash Flow (c) | | $ | 19,110 |
| | $ | 9,454 |
| | $ | 66,049 |
| | $ | 22,021 |
|
| | | | | | | | |
Reconciliation of EBITDA to Net Cash from Operating Activities: | | | | |
Net cash from operating activities | | $ | 23,834 |
| | $ | 12,261 |
| | $ | 77,505 |
| | $ | 26,505 |
|
Less: Changes in assets and liabilities | | 3,115 |
| | (196 | ) | | 6,068 |
| | (4,196 | ) |
Less: Amortization of debt issuance costs | | 483 |
| | 154 |
| | 1,147 |
| | 420 |
|
Less: Unit-based compensation expense | | 328 |
| | 178 |
| | 1,191 |
| | 479 |
|
Less: Loss on asset disposals | | 278 |
| | — |
| | 535 |
| | 26 |
|
Less: Interest income | | 48 |
| | — |
| | 48 |
| | — |
|
Add: Interest and financing costs, net | | 5,632 |
| | 548 |
| | 8,992 |
| | 1,610 |
|
EBITDA (c) | | $ | 25,214 |
| | $ | 12,673 |
| | $ | 77,508 |
| | $ | 31,386 |
|
TESORO LOGISTICS LP
RECONCILIATION OF AMOUNTS REPORTED UNDER U.S. GAAP
RECONCILIATION OF PARTNERSHIP AND PREDECESSORS (c)
(Unaudited)
(In thousands)
|
| | | | | | | | | | | | |
| Tesoro Logistics LP | | | Predecessors | | Three Months Ended December 31, 2012 |
Reconciliation of EBITDA and Distributable Cash Flow to Net Income (Loss): | | | | | | |
Net income (loss) | $ | 16,572 |
| | | $ | (876 | ) | | $ | 15,696 |
|
Add: Depreciation and amortization expenses | 3,534 |
| | | 400 |
| | 3,934 |
|
Add: Interest and financing costs, net | 5,632 |
| | | — |
| | 5,632 |
|
Less: Interest income | 48 |
| | | — |
| | 48 |
|
EBITDA (c) | $ | 25,690 |
| | | $ | (476 | ) | | $ | 25,214 |
|
Less: Maintenance capital expenditures (d) | 3,794 |
| | | — |
| | 3,794 |
|
Less: Interest and financing costs, net | 5,632 |
| | | — |
| | 5,632 |
|
Add: Reimbursement for maintenance capital expenditures (d) | 3,241 |
| | | — |
| | 3,241 |
|
Add: Non-cash unit-based compensation expense | 328 |
| | | — |
| | 328 |
|
Add: Loss on asset disposals | 278 |
| | | — |
| | 278 |
|
Add: Change in deferred revenue related to shortfall payments | 130 |
| | | — |
| | 130 |
|
Add: Interest income | 48 |
| | | — |
| | 48 |
|
Add: Other reimbursements | (703 | ) | | | — |
| | (703 | ) |
Distributable Cash Flow (c) | $ | 19,586 |
| | | $ | (476 | ) | | $ | 19,110 |
|
| | | | | | |
Reconciliation of EBITDA to Net Cash from (used in) Operating Activities: | | | | | | |
Net cash from (used in) operating activities | $ | 23,666 |
| | | $ | 168 |
| | $ | 23,834 |
|
Less: Changes in assets and liabilities | 2,471 |
| | | 644 |
| | 3,115 |
|
Less: Amortization of debt issuance costs | 483 |
| | | — |
| | 483 |
|
Less: Unit-based compensation expense | 328 |
| | | — |
| | 328 |
|
Less: Loss on asset disposals | 278 |
| | | — |
| | 278 |
|
Less: Interest income | 48 |
| | | — |
| | 48 |
|
Add: Interest and financing costs, net | 5,632 |
| | | — |
| | 5,632 |
|
EBITDA (c) | $ | 25,690 |
| | | $ | (476 | ) | | $ | 25,214 |
|
|
| | | | | | | | | | | | |
| Tesoro Logistics LP | | | Predecessors | | Year Ended December 31, 2012 |
Reconciliation of EBITDA and Distributable Cash Flow to Net Income (Loss): | | | | | | |
Net income (loss) | $ | 56,791 |
| | | $ | (1,284 | ) | | $ | 55,507 |
|
Add: Depreciation and amortization expenses | 10,969 |
| | | 2,088 |
| | 13,057 |
|
Add: Interest and financing costs, net | 8,992 |
| | | — |
| | 8,992 |
|
Less: Interest income | 48 |
| | | — |
| | 48 |
|
EBITDA (c) | $ | 76,704 |
| | | $ | 804 |
| | $ | 77,508 |
|
Less: Maintenance capital expenditures (d) | 8,701 |
| | | 2,018 |
| | 10,719 |
|
Less: Interest and financing costs, net | 8,992 |
| | | — |
| | 8,992 |
|
Add: Reimbursement for maintenance capital expenditures (d) | 6,169 |
| | | — |
| | 6,169 |
|
Add: Non-cash unit-based compensation expense | 1,191 |
| | | — |
| | 1,191 |
|
Add: Loss on asset disposals | 291 |
| | | 244 |
| | 535 |
|
Add: Change in deferred revenue related to shortfall payments | 309 |
| | | — |
| | 309 |
|
Add: Interest income | 48 |
| | | — |
| | 48 |
|
Distributable Cash Flow (c) | $ | 67,019 |
| | | $ | (970 | ) | | $ | 66,049 |
|
| | | | | | |
Reconciliation of EBITDA to Net Cash from Operating Activities: | | | | | | |
Net cash from operating activities | $ | 75,763 |
| | | $ | 1,742 |
| | $ | 77,505 |
|
Less: Changes in assets and liabilities | 5,374 |
| | | 694 |
| | 6,068 |
|
Less: Amortization of debt issuance costs | 1,147 |
| | | — |
| | 1,147 |
|
Less: Unit-based compensation expense | 1,191 |
| | | — |
| | 1,191 |
|
Less: Loss on asset disposals | 291 |
| | | 244 |
| | 535 |
|
Less: Interest income | 48 |
| | | — |
| | 48 |
|
Add: Interest and financing costs, net | 8,992 |
| | | — |
| | 8,992 |
|
EBITDA (c) | $ | 76,704 |
| | | $ | 804 |
| | $ | 77,508 |
|
TESORO LOGISTICS LP
SELECTED OPERATING SEGMENT DATA
(Unaudited)
(In thousands, except barrel and per barrel amounts)
|
| | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Twelve Months Ended December 31, |
| | 2012 | | 2011 | | 2012 | | 2011 |
OPERATING SEGMENTS | | | | | | | | |
CRUDE OIL GATHERING | | | | | | | | |
Pipeline: | | | | | | | | |
Pipeline revenues | | $ | 9,190 |
| | $ | 7,558 |
| | $ | 33,012 |
| | $ | 26,839 |
|
Pipeline throughput (barrels per day ("bpd")) (e) | | 77,459 |
| | 60,064 |
| | 66,615 |
| | 57,900 |
|
Average pipeline revenue per barrel (f) | | $ | 1.29 |
| | $ | 1.37 |
| | $ | 1.35 |
| | $ | 1.27 |
|
Trucking: | | | | | | | | |
Trucking revenues (a) | | $ | 12,220 |
| | $ | 7,354 |
| | $ | 39,420 |
| | $ | 18,120 |
|
Trucking volume (bpd) | | 46,837 |
| | 27,007 |
| | 37,537 |
| | 24,059 |
|
Average trucking revenue per barrel (f) | | $ | 2.84 |
| | $ | 2.96 |
| | $ | 2.87 |
| | $ | 2.06 |
|
Total Revenues | | $ | 21,410 |
| | $ | 14,912 |
| | $ | 72,432 |
| | $ | 44,959 |
|
Costs and Expenses: | | | | | | | | |
Operating and maintenance expenses | | $ | 12,063 |
| | $ | 7,847 |
| | $ | 39,774 |
| | $ | 23,721 |
|
Depreciation and amortization expenses | | 901 |
| | 786 |
| | 3,383 |
| | 3,141 |
|
General and administrative expenses (a) | | 511 |
| | 483 |
| | 2,875 |
| | 1,304 |
|
Gain on asset disposals | | — |
| | — |
| | — |
| | (10 | ) |
Total Costs and Expenses | | 13,475 |
| | 9,116 |
| | 46,032 |
| | 28,156 |
|
CRUDE OIL GATHERING SEGMENT OPERATING INCOME | | $ | 7,935 |
| | $ | 5,796 |
| | $ | 26,400 |
| | $ | 16,803 |
|
| | | | | | | | |
TERMINALLING, TRANSPORTATION AND STORAGE | | | | | | |
Terminalling: | | | | | | | | |
Terminalling revenues (a) | | $ | 23,092 |
| | $ | 11,610 |
| | $ | 71,896 |
| | $ | 34,077 |
|
Terminalling throughput (bpd) (g) | | 383,660 |
| | 328,794 |
| | 344,431 |
| | 314,386 |
|
Average terminalling revenue per barrel (f) | | $ | 0.65 |
| | $ | 0.38 |
| | $ | 0.57 |
| | $ | 0.30 |
|
Pipeline transportation: | | | | | | | | |
Pipeline transportation revenues (a) | | $ | 1,856 |
| | $ | 1,597 |
| | $ | 7,072 |
| | $ | 4,673 |
|
Pipeline transportation throughput (bpd) (g) | | 79,129 |
| | 91,757 |
| | 88,857 |
| | 90,721 |
|
Average pipeline transportation revenue per barrel (f) | | $ | 0.25 |
| | $ | 0.19 |
| | $ | 0.22 |
| | $ | 0.14 |
|
Storage: | | | | | | | | |
Storage revenues (a) | | $ | 1,380 |
| | $ | 1,338 |
| | $ | 5,439 |
| | $ | 3,628 |
|
Storage capacity reserved (shell capacity barrels) | | 878,000 |
| | 878,000 |
| | 878,000 |
| | 878,000 |
|
Storage revenue per barrel on shell capacity (per month) (f) | | $ | 0.52 |
| | $ | 0.51 |
| | $ | 0.52 |
| | $ | 0.50 |
|
Total Revenues | | $ | 26,328 |
| | $ | 14,545 |
| | $ | 84,407 |
| | $ | 42,378 |
|
Costs and Expenses: | | | | | | | | |
Operating and maintenance expenses | | $ | 6,028 |
| | $ | 6,159 |
| | $ | 23,309 |
| | $ | 23,428 |
|
Depreciation and amortization expenses | | 3,033 |
| | 2,042 |
| | 9,674 |
| | 8,136 |
|
General and administrative expenses (a) | | 647 |
| | 794 |
| | 3,131 |
| | 2,352 |
|
Loss on asset disposals | | 278 |
| | — |
| | 535 |
| | 36 |
|
Total Costs and Expenses | | 9,986 |
| | 8,995 |
| | 36,649 |
| | 33,952 |
|
TERMINALLING, TRANSPORTATION AND STORAGE SEGMENT OPERATING INCOME | | $ | 16,342 |
| | $ | 5,550 |
| | $ | 47,758 |
| | $ | 8,426 |
|
TESORO LOGISTICS LP
SELECTED OPERATING SEGMENT DATA
RECONCILIATION OF PARTNERSHIP AND PREDECESSOR (c)
(Unaudited)
(In thousands, except barrel and per barrel amounts)
|
| | | | | | | | | | | | |
| Tesoro Logistics LP | | | Predecessors | | Three Months Ended December 31, 2012 |
REVENUES (a) | | | | | | |
Terminalling revenues | $ | 23,092 |
| | | $ | — |
| | $ | 23,092 |
|
Pipeline transportation revenues | 1,856 |
| | | — |
| | 1,856 |
|
Storage revenues | 1,380 |
| | | — |
| | 1,380 |
|
Total Revenues | 26,328 |
| | | — |
| | 26,328 |
|
COSTS AND EXPENSES | | | | | | |
Operating and maintenance expenses | 5,558 |
| | | 470 |
| | 6,028 |
|
Depreciation and amortization expenses | 2,633 |
| | | 400 |
| | 3,033 |
|
General and administrative expenses (a) | 641 |
| | | 6 |
| | 647 |
|
Loss on asset disposals | 278 |
| | | — |
| | 278 |
|
Total Costs and Expenses | 9,110 |
| | | 876 |
| | 9,986 |
|
TERMINALLING, TRANSPORTATION AND STORAGE SEGMENT OPERATING INCOME (LOSS) | $ | 17,218 |
| | | $ | (876 | ) | | $ | 16,342 |
|
VOLUMES (bpd) | | | | | | |
Terminalling throughput | 366,574 |
| | | | | |
Average terminalling revenue per barrel (f) | $ | 0.68 |
| | | | | |
Pipeline transportation throughput | 79,129 |
| | | | | |
Average pipeline transportation revenue per barrel (f) | $ | 0.25 |
| | | | | |
Storage capacity reserved (shell capacity barrels) | 878,000 |
| | | | | |
Storage revenue per barrel on shell capacity (per month) (f) | $ | 0.52 |
| | | | | |
|
| | | | | | | | | | | | |
| Tesoro Logistics LP | | | Predecessors | | Year Ended December 31, 2012 |
REVENUES (a) | | | | | | |
Terminalling revenues | $ | 64,158 |
| | | $ | 7,738 |
| | $ | 71,896 |
|
Pipeline transportation revenues | 6,819 |
| | | 253 |
| | 7,072 |
|
Storage revenues | 5,439 |
| | | — |
| | 5,439 |
|
Total Revenues | 76,416 |
| | | 7,991 |
| | 84,407 |
|
COSTS AND EXPENSES | | | | | | |
Operating and maintenance expenses | 16,813 |
| | | 6,496 |
| | 23,309 |
|
Depreciation and amortization expenses | 7,586 |
| | | 2,088 |
| | 9,674 |
|
General and administrative expenses (a) | 2,684 |
| | | 447 |
| | 3,131 |
|
Loss on asset disposals | 291 |
| | | 244 |
| | 535 |
|
Total Costs and Expenses | 27,374 |
| | | 9,275 |
| | 36,649 |
|
TERMINALLING, TRANSPORTATION AND STORAGE SEGMENT OPERATING INCOME (LOSS) | $ | 49,042 |
| | | $ | (1,284 | ) | | $ | 47,758 |
|
VOLUMES (bpd) | | | | | | |
Terminalling throughput | 245,250 |
| | | | | |
Average terminalling revenue per barrel (f) | $ | 0.71 |
| | | | | |
Pipeline transportation throughput | 72,933 |
| | | | | |
Average pipeline transportation revenue per barrel (f) | $ | 0.26 |
| | | | | |
Storage capacity reserved (shell capacity barrels) | 878,000 |
| | | | | |
Storage revenue per barrel on shell capacity (per month) (f) | $ | 0.52 |
| | | | | |
TESORO LOGISTICS LP
SELECTED FINANCIAL DATA
(Unaudited)
(In thousands)
|
| | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Twelve Months Ended December 31, |
| | 2012 | | 2011 | | 2012 | | 2011 |
Capital Expenditures | | | | | | | | |
Expansion | | $ | 12,260 |
| | $ | 6,887 |
| | $ | 80,633 |
| | $ | 10,418 |
|
Maintenance (d) | | 3,794 |
| | 2,849 |
| | 10,719 |
| | 8,268 |
|
Total Capital Expenditures | | $ | 16,054 |
| | $ | 9,736 |
| | $ | 91,352 |
| | $ | 18,686 |
|
TESORO LOGISTICS LP
SELECTED FINANCIAL DATA
RECONCILIATION OF PARTNERSHIP AND PREDECESSOR (c)
(Unaudited)
(In thousands)
|
| | | | | | | | | | | | |
| Tesoro Logistics LP | | | Predecessors | | Three Months Ended December 31, 2012 |
Capital Expenditures | | | | | | |
Expansion | $ | 9,674 |
| | | $ | 2,586 |
| | $ | 12,260 |
|
Maintenance (d) | 3,794 |
| | | — |
| | 3,794 |
|
Total Capital Expenditures | $ | 13,468 |
| | | $ | 2,586 |
| | $ | 16,054 |
|
|
| | | | | | | | | | | | |
| Tesoro Logistics LP | | | Predecessors | | Year Ended December 31, 2012 |
Capital Expenditures | | | | | | |
Expansion | $ | 29,152 |
| | | $ | 51,481 |
| | $ | 80,633 |
|
Maintenance (d) | 8,701 |
| | | 2,018 |
| | 10,719 |
|
Total Capital Expenditures | $ | 37,853 |
| | | $ | 53,499 |
| | $ | 91,352 |
|
TESORO LOGISTICS LP
SELECTED FINANCIAL DATA
(Unaudited)
(In thousands)
|
| | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Twelve Months Ended December 31, |
| | 2012 | | 2011 | | 2012 | | 2011 |
General and Administrative Expenses (a) | | | | | | | | |
Crude Oil Gathering | | $ | 511 |
| | $ | 483 |
| | $ | 2,875 |
| | $ | 1,304 |
|
Terminalling, Transportation and Storage | | 647 |
| | 794 |
| | 3,131 |
| | 2,352 |
|
Unallocated | | 2,997 |
| | 1,501 |
| | 9,707 |
| | 5,120 |
|
Total General and Administrative Expenses | | $ | 4,155 |
| | $ | 2,778 |
| | $ | 15,713 |
| | $ | 8,776 |
|
TESORO LOGISTICS LP
BALANCE SHEET DATA
(Unaudited)
(In thousands)
|
| | | | | | | | |
| | December 31, 2012 | | December 31, 2011 |
Cash and cash equivalents | | $ | 19,290 |
| | $ | 18,326 |
|
Total Assets | | 363,178 |
| | 233,809 |
|
Total Debt | | 354,032 |
| | 50,000 |
|
Total Equity (Deficit) | | (18,123 | ) | | 166,672 |
|
TESORO LOGISTICS LP
RECONCILIATION OF AMOUNTS REPORTED UNDER U.S. GAAP
ANACORTES RAIL FACILITY, EXCLUDING PREDECESSOR (c)
(Unaudited)
(In thousands)
|
| | | |
| Three Months Ended December 31, 2012 |
|
Reconciliation of EBITDA to Net Income: | |
Net income | $ | 1,138 |
|
Less: Loss attributable to Predecessor | (876 | ) |
Net income, excluding Predecessor | $ | 2,014 |
|
Add: Depreciation and amortization expenses | 383 |
|
Add: Interest and financing costs, net | — |
|
EBITDA (c) | $ | 2,397 |
|
TESORO LOGISTICS LP
RECONCILIATION OF AMOUNTS REPORTED UNDER U.S. GAAP
LONG BEACH ASSETS
(Unaudited)
(In thousands)
|
| | | |
| Three Months Ended December 31, 2012 |
|
Reconciliation of EBITDA to Net Income: | |
Net income | $ | 4,076 |
|
Add: Depreciation and amortization expenses | 449 |
|
Add: Interest and financing costs, net | — |
|
EBITDA (c) | $ | 4,525 |
|
TESORO LOGISTICS LP
RECONCILIATION OF FORECASTED EBITDA TO AMOUNTS UNDER U.S. GAAP
(Unaudited)
(In millions)
|
| | | |
| Chevron Northwest Products System Twelve Months Post-Closing |
Reconciliation of Forecasted EBITDA to Forecasted Net Income: | |
Forecasted net income | $ | 3.0 |
|
Add: Depreciation and amortization expenses | 18.0 |
|
Add: Interest and financing costs, net (h) | 12.0 |
|
Forecasted EBITDA (c) | $ | 33.0 |
|
|
| | | |
| Full Year 2013 Excluding Announced Acquisitions |
Reconciliation of Forecasted EBITDA to Forecasted Net Income: | |
Forecasted net income | $ | 101.0 |
|
Add: Depreciation and amortization expenses | 17.5 |
|
Add: Interest and financing costs, net | 21.5 |
|
Forecasted EBITDA (c) | $ | 140.0 |
|
_____________
| |
(a) | See discussion of the factors affecting comparability noted on page 4. The Partnership's results of operations may not be comparable to the Predecessors' historical results of operations for the reasons described below: |
Revenues-- There are differences in the way our Predecessors recorded revenues and the way the Partnership records revenues after completion of the Initial Offering and subsequent acquisitions as discussed under "Factors Affecting Comparability."
General and Administrative Expenses-- Our Predecessors' general and administrative expenses included direct charges for the management and operation of our logistics assets and certain expenses allocated by Tesoro for general corporate services, such as treasury, accounting and legal services. These expenses were charged, or allocated, to our Predecessors based on the nature of the expenses. Tesoro continues to charge the Partnership a combination of direct charges for the management and operation of our logistics assets and a fixed annual fee for general corporate services, such as treasury, accounting and legal services. We also incur additional incremental general and administrative expenses as a result of being a separate publicly-traded partnership.
| |
(b) | On January 23, 2013, we declared a quarterly cash distribution of $0.4725 per limited partner unit for the fourth quarter of 2012. |
| |
(c) | We define EBITDA as net income (loss) before net interest and financing costs, interest income and depreciation and amortization expenses. We define distributable cash flow as EBITDA less net interest and financing costs and maintenance capital expenditures, plus interest income, loss on asset disposals, the change in deferred revenue related to shortfall payments, reimbursement by Tesoro for certain maintenance capital expenditures and other reimbursements by Tesoro and non-cash unit-based compensation expense. EBITDA and distributable cash flow are not measures prescribed by U.S. GAAP ("non-GAAP") but are supplemental financial measures that are used by management and may be used by external users of our combined consolidated financial statements, such as industry analysts, investors, lenders and rating agencies, to assess: |
| |
• | our operating performance as compared to other publicly traded partnerships in the midstream energy industry, without regard to historical cost basis or financing methods; |
| |
• | the ability of our assets to generate sufficient cash flow to make distributions to our unitholders; |
| |
• | our ability to incur and service debt and fund capital expenditures; and |
| |
• | the viability of acquisitions and other capital expenditure projects and the returns on investment of various investment opportunities. |
We believe that the presentation of EBITDA will provide useful information to investors in assessing our financial condition and results of operations. The U.S. GAAP measures most directly comparable to EBITDA are net income (loss) and net cash from (used in) operating activities. EBITDA should not be considered as an alternative to U.S. GAAP net income (loss) or net cash from (used in) operating activities. EBITDA has important limitations as an analytical tool, because it excludes some, but not all, items that affect net income (loss) and net cash from (used in) operating activities.
We believe that the presentation of distributable cash flow will provide useful information to investors as it is a widely accepted financial indicator used by investors to compare partnership performance, as it provides investors an enhanced perspective of the operating performance of our assets and the cash our business is generating. The U.S. GAAP measure most directly comparable to distributable cash flow is net income (loss). The amounts included in the calculation of distributable cash flow are derived from amounts separately presented in our combined consolidated financial statements, with the exception of deferred revenue related to shortfall payments, maintenance capital expenditures, reimbursement by Tesoro for certain maintenance capital expenditures and other reimbursements by Tesoro.
We also include the results of our operations excluding the results of our Predecessors. We believe that the presentation of our results of operations and capital expenditures excluding results of our Predecessors will provide useful information to investors in assessing our financial condition and results of operations. We believe investors want to analyze operations of our business under our current commercial agreements with Tesoro.
These non-GAAP financial metrics should not be considered in isolation or as a substitute for analysis of our results as reported under U.S. GAAP. Our definitions of these non-GAAP financial metrics may not be comparable to similarly titled measures of other companies, because they may be defined differently by other companies in our industry, thereby limiting their utility.
| |
(d) | Maintenance capital expenditures include expenditures required to maintain equipment, equipment reliability, tankage and pipeline integrity and safety, and to address environmental regulations. |
(e) Also includes barrels that were gathered and then delivered into our High Plains Pipeline by truck.
| |
(f) | Management uses average revenue per barrel and storage revenue per barrel on shell capacity to evaluate performance and compare profitability to other companies in the industry. There are a variety of ways to calculate average revenue per barrel; different companies may calculate it in different ways. We calculate average revenue per barrel as revenue divided by the number of days in the period divided by throughput (bpd). We calculate storage revenue per barrel on shell capacity as revenue divided by number of months in the period divided by shell capacity barrels. Investors and analysts use this financial measure to help analyze and compare companies in the industry on the basis of operating performance. These financial measures should not be considered as an alternative to segment operating income, revenues and operating expenses or any other measure of financial performance presented in accordance with U.S. GAAP. |
| |
(g) | Terminalling throughput volumes were higher in the three months and year ended December 31, 2012 primarily as a result of the completion of the Anacortes Rail Facility in September 2012. Pipeline transportation throughput volumes in the three months and year ended December 31, 2012 were lower as a result of lower throughput volumes in 2012 related to Tesoro's refinery maintenance activities. |
| |
(h) | Forecasted net interest and financing costs associated with the Chevron Northwest Products System acquisition assumes an equal split of debt and equity financing. |