SEGMENT REPORTING | SEGMENT REPORTING We manage our business in two reportable segments: Terminalling services and Fleet services. The Terminalling services segment charges minimum monthly commitment fees under multi-year take-or-pay contracts to load and unload various grades of crude oil into and from railcars, as well as fixed fees per gallon to transload ethanol from railcars, including related logistics services. We also facilitate rail-to-pipeline shipments of crude oil. Our Terminalling services segment also charges minimum monthly fees to store crude oil in tanks that are leased to our customers. The Fleet services segment provides customers with railcars and fleet services related to the transportation of liquid hydrocarbons and biofuels under multi-year, take-or-pay contracts. Corporate activities are not considered a reportable segment, but are included to present shared services and financing activities which are not allocated to our established reporting segments. Our segments offer different services and are managed accordingly. Our chief operating decision maker, or CODM, regularly reviews financial information about both segments in order to allocate resources and evaluate performance. Our CODM assesses segment performance based on the cash flows produced by our established reporting segments using Segment Adjusted EBITDA. Segment Adjusted EBITDA is a measure calculated in accordance with GAAP. We define Segment Adjusted EBITDA as “Net income (loss)” of each segment adjusted for depreciation and amortization, interest, income taxes, deferred revenues, foreign currency transaction gains and losses and other items which do not affect the underlying cash flows produced by our businesses. As such, we have concluded that disaggregating revenue by reporting segments appropriately depicts how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. Three Months Ended June 30, 2019 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 19,730 $ — $ — $ 19,730 Terminalling services — related party 5,525 — — 5,525 Fleet leases — related party — 983 — 983 Fleet services — 51 — 51 Fleet services — related party — 228 — 228 Freight and other reimbursables 223 75 — 298 Freight and other reimbursables — related party — — — — Total revenues 25,478 1,337 — 26,815 Operating costs Subcontracted rail services 3,699 — — 3,699 Pipeline fees 4,902 — — 4,902 Freight and other reimbursables 223 75 — 298 Operating and maintenance 1,525 985 — 2,510 Selling, general and administrative 1,597 203 3,147 4,947 Depreciation and amortization 5,283 — — 5,283 Total operating costs 17,229 1,263 3,147 21,639 Operating income (loss) 8,249 74 (3,147 ) 5,176 Interest expense — — 2,982 2,982 Loss associated with derivative instruments — — 1,074 1,074 Foreign currency transaction loss (gain) (54 ) 4 70 20 Other expense (income), net 25 — (4 ) 21 Provision for income taxes 123 5 — 128 Net income (loss) $ 8,155 $ 65 $ (7,269 ) $ 951 Three Months Ended June 30, 2018 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 22,511 $ — $ — $ 22,511 Terminalling services — related party 5,003 — — 5,003 Fleet leases — related party — 983 — 983 Fleet services — 81 — 81 Fleet services — related party — 228 — 228 Freight and other reimbursables 547 222 — 769 Freight and other reimbursables — related party 1 1 — 2 Total revenues 28,062 1,515 — 29,577 Operating costs Subcontracted rail services 3,311 — — 3,311 Pipeline fees 5,118 — — 5,118 Freight and other reimbursables 548 223 — 771 Operating maintenance 1,437 1,061 — 2,498 Selling, general and administrative 1,225 235 2,912 4,372 Depreciation and amortization 5,260 — — 5,260 Total operating costs 16,899 1,519 2,912 21,330 Operating income (loss) 11,163 (4 ) (2,912 ) 8,247 Interest expense — — 2,713 2,713 Gain associated with derivative instruments — — (386 ) (386 ) Foreign currency transaction loss (gain) 31 (3 ) 89 117 Other expense, net 1 — — 1 Provision for (benefit from) income taxes (899 ) (12 ) 1 (910 ) Net income (loss) $ 12,030 $ 11 $ (5,329 ) $ 6,712 Six Months Ended June 30, 2019 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 39,728 $ — $ — $ 39,728 Terminalling services — related party 11,163 — — 11,163 Fleet leases — related party — 1,967 — 1,967 Fleet services — 108 — 108 Fleet services — related party — 455 — 455 Freight and other reimbursables 521 180 — 701 Freight and other reimbursables — related party 7 54 — 61 Total revenues 51,419 2,764 — 54,183 Operating costs Subcontracted rail services 7,264 — — 7,264 Pipeline fees 9,963 — — 9,963 Freight and other reimbursables 528 234 — 762 Operating and maintenance 3,688 2,033 — 5,721 Selling, general and administrative 3,260 492 6,122 9,874 Depreciation and amortization 10,017 — — 10,017 Total operating costs 34,720 2,759 6,122 43,601 Operating income (loss) 16,699 5 (6,122 ) 10,582 Interest expense — — 6,169 6,169 Loss associated with derivative instruments — — 1,746 1,746 Foreign currency transaction loss (gain) (95 ) 8 289 202 Other expense (income), net 1 — (4 ) (3 ) Provision for income taxes 190 8 — 198 Net income (loss) $ 16,603 $ (11 ) $ (14,322 ) $ 2,270 Goodwill $ 33,589 $ — $ — $ 33,589 Six Months Ended June 30, 2018 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 44,516 $ — $ — $ 44,516 Terminalling services — related party 9,699 — — 9,699 Fleet leases — related party — 1,967 — 1,967 Fleet services — 425 — 425 Fleet services — related party — 455 — 455 Freight and other reimbursables 760 1,484 — 2,244 Freight and other reimbursables — related party 3 1 — 4 Total revenues 54,978 4,332 — 59,310 Operating costs Subcontracted rail services 6,373 — — 6,373 Pipeline fees 10,842 — — 10,842 Freight and other reimbursables 763 1,485 — 2,248 Operating and maintenance 2,728 2,126 — 4,854 Selling, general and administrative 2,787 560 5,849 9,196 Depreciation and amortization 10,536 — — 10,536 Total operating costs 34,029 4,171 5,849 44,049 Operating income (loss) 20,949 161 (5,849 ) 15,261 Interest expense — — 5,198 5,198 Gain associated with derivative instruments — — (1,410 ) (1,410 ) Foreign currency transaction loss (gain) 62 (7 ) (149 ) (94 ) Other expense, net 72 — — 72 Provision for (benefit from) income taxes (1,834 ) 16 1 (1,817 ) Net income (loss) $ 22,649 $ 152 $ (9,489 ) $ 13,312 Goodwill $ 33,589 $ — $ — $ 33,589 Segment Adjusted EBITDA The following tables present the computation of Segment Adjusted EBITDA for each of our segments for the periods indicated: Three Months Ended June 30, Six Months Ended June 30, Terminalling Services Segment 2019 2018 2019 2018 (in thousands) Net income $ 8,155 $ 12,030 $ 16,603 $ 22,649 Interest income (8 ) — (15 ) — Depreciation and amortization 5,283 5,260 10,017 10,536 Provision for (benefit from) income taxes 123 (899 ) 190 (1,834 ) Foreign currency transaction loss (gain) (1) (54 ) 31 (95 ) 62 Loss associated with disposal of assets 42 2 50 73 Other income (25 ) — (42 ) — Non-cash contract asset (2) (52 ) (52 ) (103 ) (103 ) Deferred revenue associated with deficiency credits (3) 213 — 213 — Segment Adjusted EBITDA $ 13,677 $ 16,372 $ 26,818 $ 31,383 (1) Represents foreign exchange transaction amounts associated with activities between our U.S. and Canadian subsidiaries. (2) Represents the change in non-cash contract assets associated with revenue recognized in advance at blended rates based on the escalation clauses in certain of our customer contracts. Refer to Note 4. Revenues — Contract Assets for more information. (3) Represents deferred revenue associated with deficiency credits that are expected to be used in the future prior to their expiration. Amounts presented are net of the corresponding prepaid Gibson pipeline fee that will be recognized as expense concurrently with the recognition of revenue. Three Months Ended June 30, Six Months Ended June 30, Fleet Services Segment 2019 2018 2019 2018 (in thousands) Net income (loss) $ 65 $ 11 $ (11 ) $ 152 Provision for (benefit from) income taxes 5 (12 ) 8 16 Foreign currency transaction loss (gain) (1) 4 (3 ) 8 (7 ) Segment Adjusted EBITDA $ 74 $ (4 ) $ 5 $ 161 (1) Represents foreign exchange transaction amounts associated with activities between our U.S. and Canadian subsidiaries. |