SEGMENT REPORTING | SEGMENT REPORTINGWe 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 and renewable diesel 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 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 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, changes in contract assets and liabilities, 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 September 30, 2022 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 19,345 $ — $ — $ 19,345 Terminalling services — related party 670 — — 670 Fleet leases — related party — 912 — 912 Fleet services — — — — Fleet services — related party — 298 — 298 Freight and other reimbursables 254 — — 254 Total revenues 20,269 1,210 — 21,479 Operating costs Subcontracted rail services 2,742 — — 2,742 Pipeline fees 5,735 — — 5,735 Freight and other reimbursables 254 — — 254 Operating and maintenance 1,919 969 — 2,888 Selling, general and administrative 1,653 36 3,262 4,951 Impairment of intangibles and long-lived assets 71,612 — — 71,612 Depreciation and amortization 5,758 — — 5,758 Total operating costs 89,673 1,005 3,262 93,940 Operating income (loss) (69,404) 205 (3,262) (72,461) Interest expense 4 — 3,122 3,126 Gain associated with derivative instruments — — (6,904) (6,904) Foreign currency transaction loss 97 1 54 152 Other income, net (23) (1) (4) (28) Provision for income taxes 473 73 — 546 Net income (loss) $ (69,955) $ 132 $ 470 $ (69,353) Three Months Ended September 30, 2021 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 33,751 $ — $ — $ 33,751 Terminalling services — related party 313 — — 313 Fleet leases — related party — 984 — 984 Fleet services — — — — Fleet services — related party — 227 — 227 Freight and other reimbursables 138 35 — 173 Freight and other reimbursables — related party — — — — Total revenues 34,202 1,246 — 35,448 Operating costs Subcontracted rail services 4,642 — — 4,642 Pipeline fees 8,431 — — 8,431 Freight and other reimbursables 138 35 — 173 Operating and maintenance 1,759 993 — 2,752 Selling, general and administrative 4,922 63 2,977 7,962 Impairment of intangibles and long-lived assets — — — — Depreciation and amortization 5,869 — — 5,869 Total operating costs 25,761 1,091 2,977 29,829 Operating income (loss) 8,441 155 (2,977) 5,619 Interest expense 87 — 1,480 1,567 Gain associated with derivative instruments — — (110) (110) Foreign currency transaction loss (gain) (289) (1) 236 (54) Other expense (income), net 5 — (1) 4 Provision for income taxes 61 18 — 79 Net income (loss) $ 8,577 $ 138 $ (4,582) $ 4,133 Nine Months Ended September 30, 2022 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 84,872 $ — $ — $ 84,872 Terminalling services — related party 1,987 — — 1,987 Fleet leases — related party — 2,737 — 2,737 Fleet services — — — — Fleet services — related party — 896 — 896 Freight and other reimbursables 514 — — 514 Total revenues 87,373 3,633 — 91,006 Operating costs Subcontracted rail services 10,337 — — 10,337 Pipeline fees 22,625 — — 22,625 Freight and other reimbursables 514 — — 514 Operating and maintenance 6,788 2,934 — 9,722 Selling, general and administrative 8,090 126 12,876 21,092 Impairment of intangibles and long-lived assets 71,612 — — 71,612 Depreciation and amortization 17,362 — — 17,362 Total operating costs 137,328 3,060 12,876 153,264 Operating income (loss) (49,955) 573 (12,876) (62,258) Interest expense 122 — 6,603 6,725 Gain associated with derivative instruments — — (13,800) (13,800) Foreign currency transaction loss 1,836 2 104 1,942 Other income, net (47) (3) (5) (55) Provision for income taxes 884 121 — 1,005 Net income (loss) $ (52,750) $ 453 $ (5,778) $ (58,075) Total assets $ 126,669 $ 1,787 $ 10,219 $ 138,675 Nine Months Ended September 30, 2021 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 163,863 $ — $ — $ 163,863 Terminalling services — related party 2,527 — — 2,527 Fleet leases — related party — 2,951 — 2,951 Fleet services — 24 — 24 Fleet services — related party — 682 — 682 Freight and other reimbursables 443 98 — 541 Total revenues 166,833 3,755 — 170,588 Operating costs Subcontracted rail services 13,520 — — 13,520 Pipeline fees 45,997 — — 45,997 Freight and other reimbursables 443 98 — 541 Operating and maintenance 5,751 2,984 — 8,735 Selling, general and administrative 53,575 228 9,507 63,310 Impairment of intangibles and long-lived assets — — — — Depreciation and amortization 17,378 — — 17,378 Total operating costs 136,664 3,310 9,507 149,481 Operating income (loss) 30,169 445 (9,507) 21,107 Interest expense 422 — 4,806 5,228 Gain associated with derivative instruments — — (2,468) (2,468) Foreign currency transaction gain (786) — (57) (843) Other income, net (10) — (2) (12) Provision for income taxes 593 66 — 659 Net income (loss) $ 29,950 $ 379 $ (11,786) $ 18,543 Total assets $ 240,897 $ 5,548 $ 1,499 $ 247,944 Segment Adjusted EBITDA The following tables present the computation of Segment Adjusted EBITDA, which is a measure determined in accordance with GAAP, for each of our segments for the periods indicated: Three Months Ended September 30, Nine Months Ended September 30, Terminalling Services Segment 2022 2021 2022 2021 (in thousands) Net income (loss) $ (69,955) $ 8,577 $ (52,750) $ 29,950 Interest expense (income), net (1) (18) 87 97 421 Depreciation and amortization 5,758 5,869 17,362 17,378 Provision for income taxes 473 61 884 593 Foreign currency transaction loss (gain) (2) 97 (289) 1,836 (786) Loss associated with disposal of assets — 6 3 11 Impairment of intangibles and long-lived assets 71,612 — 71,612 — Non-cash deferred amounts (3) (1,475) (165) (3,361) 2,033 Segment Adjusted EBITDA attributable to Hardisty South entities prior to acquisition (4) — (76) (258) (790) Segment Adjusted EBITDA $ 6,492 $ 14,070 $ 35,425 $ 48,810 (1) Represents interest expense associated with the construction loan agreement that existed prior to our acquisition of the Hardisty South Terminal entities and interest income associated with our Terminalling Services segment that is included in “ Other expense (income), net ” in our consolidated statements of operations. (2) Represents foreign exchange transaction amounts associated with activities between our U.S. and Canadian subsidiaries. (3) Represents the change in non-cash contract assets and liabilities associated with revenue recognized at blended rates based on tiered rate structures in certain of our customer contracts and 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. (4) Segment adjusted EBITDA attributable to the Hardisty South entities for the three months ended March 31, 2022 and the three and nine months ended September 30, 2021 was excluded from the Terminalling Services Segment Adjusted EBITDA, as these amounts were generated by the Hardisty South entities prior to the Partnership’s acquisition. Three Months Ended September 30, Nine Months Ended September 30, Fleet Services Segment 2022 2021 2022 2021 (in thousands) Net income $ 132 $ 138 $ 453 $ 379 Provision for income taxes 73 18 121 66 Interest income (1) (1) — (3) — Foreign currency transaction loss (gain) (2) 1 (1) 2 — Segment Adjusted EBITDA $ 205 $ 155 $ 573 $ 445 (1) Represents interest income associated with our Fleet Services segment that is included in “ Other expense (income), net ” in our consolidated statements of operations. (2) Represents foreign exchange transaction amounts associated with activities between our U.S. and Canadian subsidiaries. |