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Nustar Energy L.P. (NS) SEC Filing 8-K Material Event for the period ending Tuesday, May 5, 2020

Nustar Energy L.P.

CIK: 1110805 Ticker: NS
Exhibit 99.01


NuStar Energy L.P. Reports First Quarter 2020 Earnings Results
 
Outlines Decisive Actions to Increase Liquidity to Address Near-Term Debt Maturities, Preserve Cash and Strengthen Balance Sheet Including $750 Million Unsecured Term Loan Agreement, 33 Percent Distribution Reset and Significant Expense Reductions
 
Provides Updated 2020 Outlook
 
SAN ANTONIO, May 5, 2020 - NuStar Energy L.P.  (NYSE: NS) today reported its first quarter 2020 earnings, which included a net loss of $148 million, resulting from a $225 million non-cash goodwill impairment charge related to its crude oil pipelines reporting unit.  The non-cash impairment charge also resulted in unadjusted earnings per unit, or EPU, of ($1.68) for the first quarter, and unadjusted earnings before interest, taxes, depreciation and amortization from continuing operations, or EBITDA, of ($29 million) for the first quarter. 
 
To put those results in perspective, and to provide an “apples-to-apples” comparison with first quarter 2019 results, without the non-cash impairment charge, NuStar’s adjusted net income from continuing operations was $77 million for the first quarter of 2020, up $48 million or 167 percent from $29 million for the first quarter of 2019, while adjusted EPU from continuing operations for the first quarter of 2020 were $0.39, compared to a loss per unit from continuing operations of ($0.06) for the first quarter of 2019.
 
Adjusted EBITDA from continuing operations were $196 million for the first quarter of 2020, up $54 million or 38 percent from $141 million for the first quarter of 2019, while distributable cash flow (DCF) from continuing operations available to common limited partners was $122 million for the first quarter of 2020, up $55 million or 81 percent compared to $67 million in the first quarter of 2019.
 
NuStar’s distribution coverage ratio to common limited partners from continuing operations was 2.8 times for the three months ended March 31, 2020, and the Debt-to-EBITDA ratio was 3.73 times as of March 31, 2020, marking the partnership’s fourth consecutive quarter below 4.0 times, far below its debt covenant limit of 5.0 times.
 
Non-cash Goodwill Impairment
In March, the fair value of NuStar’s crude oil pipelines reporting unit fell below its carrying value as a result of the steep drop in global crude and refined products demand created by the COVID-19 pandemic.  This resulted in the non-cash goodwill impairment loss totaling $225 million.  However, this non-cash charge does not reflect a reduction in the value of any of NuStar’s physical assets, which continue to generate cash flow.













Below is a quarter-over-quarter comparison of NuStar’s adjusted and unadjusted results.

 
First Quarter
 
First Quarter
 
(Unadjusted)
 
(Adjusted)
 
2020
2019
 
2020
2019
From continuing operations:
(Thousands of Dollars, Except Per Unit and Ratio Data)
(Loss) income
$
(147,641
)
$
28,923

 
$
77,359

$
28,923

EPU
$
(1.68
)
$
(0.06
)
 
$
0.39

$
(0.06
)
EBITDA
$
(29,301
)
$
141,333

 
$
195,699

$
141,333

DCF
$
122,319

$
67,425

 
 
 
DCF coverage
2.80x

1.04x

 
 
 
Debt -to-EBITDA ratio
3.73x

4.08x

 
 
 

Self-help Measures to Preserve Cash and Strengthen Balance Sheet
“A lot has happened in the world since March, and as we all know, the public health threat posed by COVID-19 changed the landscape for people all over the world,” said Brad Barron, NuStar’s president and CEO.  “As people sheltered in place to stop the spread of the virus and energy demand plummeted, that already difficult situation on the demand side was exacerbated by the OPEC+ alliance’s oversupply actions, and the resulting impact to the global economy and markets around the world has been unprecedented. But I am proud to say that as always, our management team and employees have responded by giving 110 percent - with our office employees remaining highly productive while working remotely, and our field operations employees showing up every day to perform the essential functions that require their physical presence to keep our nation’s energy flowing to support the critical work of other frontline workers like healthcare professionals, food producers, suppliers and retailers and, of course, police and firefighters.”
 
Barron continued, “Since the pandemic first started, we have focused on three primary goals: protecting our employees and their families; protecting our communities by continuing to supply the energy our country needs to maintain critical access to goods and services; and protecting our business to ensure we are in the best position to weather the current storm and to benefit as conditions improve. And working together, NuStar is accomplishing all of these goals.
“We believe that NuStar is positioned to weather the challenging current conditions because of our commitments from diverse, credit-worthy customers, our balanced asset base, the resilience we have built into our business over the past few years and also due to the decisive actions we have taken in the past two months.
“With regard to our assets, we are balanced at about 60/40 between pipelines and storage and about 60/40 between refined products and crude oil. That balance is now more important than ever because, as the world returns to work and normal activities over the course of the next few months, we believe demand for refined products should bounce back relatively quickly. After refined product demand rebounds, crude demand, price and production should then begin to recover as well. 
 









“Back in March, we also began taking steps to protect the company from changes wrought by COVID-19 by reducing spending, preserving cash, strengthening our balance sheet and addressing our near-term debt maturities,” Barron added, noting the following actions: 

“We improved our near-term liquidity through a significant reduction in our 2020 spending and lowered our strategic capital spending by over $145 million, or approximately 45 percent below previously forecasted 2020 strategic capital spending and approximately 60 percent below our 2019 strategic capital spending;
 
“We identified $40-$50 million of controllable and operating expense reductions for the full-year of 2020.  In addition, we identified a significant amount of additional potential reductions that we are prepared to make to scale back spending in 2021, as conditions warrant;
 
“On March 6, we extended our revolving credit agreement out to 2023;
 
“We entered into a three-year, $750 million unsecured term loan agreement with Oaktree Capital Management, L.P. to increase our liquidity and to address near-term debt maturities.  This transaction did not increase our debt, rather we used the initial $500 million proceeds to pay down our revolving credit agreement.  During the next 12 months, we have the option to draw down an additional $250 million, if necessary, to further enhance our flexibility;
 
And, last week, we announced the reset of our distribution to $0.40 per unit to conserve approximately $88 million per year and protect our balance sheet until market conditions recover.
 
“While these are unprecedented times, we believe the cash preservation measures we have implemented over the past few weeks ensure that we have the liquidity to weather this storm and recover quickly once the economy rebounds,” Barron said.
Updated 2020 Outlook
NuStar Executive Vice President and Chief Financial Officer Tom Shoaf noted that NuStar's 2020 range for full-year guidance has been adjusted to account for the impact from the COVID-19 pandemic and volatile crude markets on its business. 
 
“We now expect NuStar’s 2020 Adjusted EBITDA to be $665 to $735 million, a decrease of less than 6 percent at the midpoint under our previous 2020 guidance. We expect strong contango uplift in our storage segment as a result of new business and favorable renewals to be more than offset by a decrease in gasoline and crude demand in our pipeline segment as a result of current market conditions.
 
“With regard to 2020 capital spending estimates, we plan to spend $165 to $195 million on strategic and other capital, a 45 percent reduction from previous guidance. In addition, we continue to expect about $40 to $50 million of reliability capital spending in 2020.
 
“Based on these projections, we expect our common unit distribution coverage ratio for 2020 to be in the range of 1.6 to 1.8 times,” said Shoaf.



 Conference Call Details
A conference call with management is scheduled for 9:30 a.m. CT today, May 5, 2020. The company plans to discuss the first quarter 2020 earnings results, which will be released earlier that day.  Investors interested in listening to the discussion may dial toll-free 844/889-7787, passcode 6337969. International callers may access the discussion by dialing 661/378-9931, passcode 6337969. The partnership intends to have a playback available following the discussion, which may be accessed by dialing toll-free 855/859-2056, passcode 6337969. International callers may access the playback by dialing 404/537-3406, passcode 6337969. The playback will be available until 10:59 p.m. CT on June 5, 2020.
 
Investors interested in listening to the live discussion or a replay via the internet may access the discussion directly at https://edge.media-server.com/mmc/p/up3ujir8 or by logging on to NuStar Energy L.P.’s website at www.nustarenergy.com.
 
NuStar Energy L.P., a publicly traded master limited partnership based in San Antonio, is one of the largest independent liquids terminal and pipeline operators in the nation.  NuStar currently has approximately 10,000 miles of pipeline and 75 terminal and storage facilities that store and distribute crude oil, refined products and specialty liquids.  The partnership’s combined system has approximately 75 million barrels of storage capacity, and NuStar has operations in the United States, Canada and Mexico.  For more information, visit NuStar Energy L.P.'s website at www.nustarenergy.com.
 
 
Cautionary Statement Regarding Forward-Looking Statements
This press release includes, and the related conference call will include, forward-looking statements regarding future events, such as the partnership’s future performance, plans, capital expenditures and expense reductions. All forward-looking statements are based on the partnership’s beliefs as well as assumptions made by and information currently available to the partnership. These statements reflect the partnership’s current views with respect to future events and are subject to various risks, uncertainties and assumptions. These risks, uncertainties and assumptions are discussed in NuStar Energy L.P.’s 2019 annual report on Form 10-K and subsequent filings with the Securities and Exchange Commission. Actual results may differ materially from those described in the forward-looking statements. Except as required by law, the partnership does not intend to update or revise its forward-looking statements, whether as a result of new information, future events or otherwise.









NuStar Energy L.P. and Subsidiaries
Consolidated Financial Information
(Unaudited, Thousands of Dollars, Except Unit, Per Unit and Ratio Data)
 
Three Months Ended March 31,
 
2020

2019
Statement of Income Data:
 
 
 
Revenues:
 
 
 
Service revenues
$
316,746

 
$
259,027

Product sales
76,045

 
88,799

Total revenues
392,791

 
347,826

Costs and expenses:
 
 
 
Costs associated with service revenues:
 
 
 
Operating expenses
100,182

 
95,411

Depreciation and amortization expense
68,061

 
64,818

Total costs associated with service revenues
168,243

 
160,229

Cost of product sales
67,450

 
86,182

Goodwill impairment loss
225,000

 

General and administrative expenses
22,971

 
25,691

Other depreciation and amortization expense
2,186

 
2,119

Total costs and expenses
485,850


274,221

Operating (loss) income
(93,059
)
 
73,605

Interest expense, net
(47,494
)
 
(44,291
)
Other (expense) income, net
(6,489
)
 
791

(Loss) income from continuing operations before income tax expense
(147,042
)
 
30,105

Income tax expense
599

 
1,182

(Loss) income from continuing operations
(147,641
)
 
28,923

Loss from discontinued operations, net of tax

 
(306,786
)
Net loss
$
(147,641
)
 
$
(277,863
)
 
 
 
 
Basic net loss per common unit:
 
 
 
Continuing operations
$
(1.68
)
 
$
(0.06
)
Discontinued operations

 
(2.85
)
Total net loss per common unit
$
(1.68
)
 
$
(2.91
)
 
 
 
 
Basic weighted-average common units outstanding
108,897,400

 
107,531,619

 
 
 
 
Other Data (Note 1):
 
 
 
EBITDA from continuing operations
$
(29,301
)
 
$
141,333

DCF from continuing operations available to common limited partners
$
122,319

 
$
67,425

Distribution coverage ratio from continuing operations
2.80x

 
1.04x


 
For the Four Quarters Ended March 31,
 
2020
 
2019
Consolidated Debt Coverage Ratio (Note 1)
3.73x
 
4.08x



NuStar Energy L.P. and Subsidiaries
Consolidated Financial Information - Continued
(Unaudited, Thousands of Dollars, Except Barrel Data)
 
Three Months Ended March 31,
 
2020

2019
Pipeline:
 
 
 
Crude oil pipelines throughput (barrels/day)
1,532,046

 
1,018,608

Refined products and ammonia pipelines throughput
(barrels/day)
594,432

 
503,485

Total throughput (barrels/day)
2,126,478

 
1,522,093

Throughput and other revenues
$
195,681

 
$
156,251

Operating expenses
50,246

 
48,098

Depreciation and amortization expense
43,359

 
40,849

Goodwill impairment loss
225,000

 

Segment operating (loss) income
$
(122,924
)

$
67,304

Storage:
 
 
 
Throughput (barrels/day)
678,830

 
364,854

Throughput terminal revenues
$
38,723

 
$
21,686

Storage terminal revenues
84,494

 
81,814

Total revenues
123,217

 
103,500

Operating expenses
49,936

 
47,313

Depreciation and amortization expense
24,702

 
23,969

Segment operating income
$
48,579

 
$
32,218

Fuels Marketing:
 
 
 
Product sales
$
73,902

 
$
88,079

Cost of goods
66,954

 
85,501

Gross margin
6,948

 
2,578

Operating expenses
505

 
653

Segment operating income
$
6,443

 
$
1,925

Consolidation and Intersegment Eliminations:
 
 
 
Revenues
$
(9
)
 
$
(4
)
Cost of goods
(9
)
 
28

Total
$

 
$
(32
)
Consolidated Information:
 
 
 
Revenues
$
392,791

 
$
347,826

Costs associated with service revenues:
 
 
 
Operating expenses
100,182

 
95,411

Depreciation and amortization expense
68,061

 
64,818

Total costs associated with service revenues
168,243

 
160,229

Cost of product sales
67,450

 
86,182

Goodwill impairment loss
225,000

 

Segment operating (loss) income
(67,902
)
 
101,415

General and administrative expenses
22,971

 
25,691

Other depreciation and amortization expense
2,186

 
2,119

Consolidated operating (loss) income
$
(93,059
)
 
$
73,605




NuStar Energy L.P. and Subsidiaries
Consolidated Financial Information - Continued
(Unaudited, Thousands of Dollars, Except Ratio Data)
Note 1: NuStar Energy L.P. utilizes financial measures, such as earnings before interest, taxes, depreciation and amortization (EBITDA), distributable cash flow (DCF) and distribution coverage ratio, which are not defined in U.S. generally accepted accounting principles (GAAP). Management believes these financial measures provide useful information to investors and other external users of our financial information because (i) they provide additional information about the operating performance of the partnership’s assets and the cash the business is generating, (ii) investors and other external users of our financial statements benefit from having access to the same financial measures being utilized by management and our board of directors when making financial, operational, compensation and planning decisions and (iii) they highlight the impact of significant transactions. We may also adjust these measures or calculate them based on continuing operations, to enhance the comparability of our performance across periods.
Our board of directors and management use EBITDA and/or DCF when assessing the following: (i) the performance of our assets, (ii) the viability of potential projects, (iii) our ability to fund distributions, (iv) our ability to fund capital expenditures and (v) our ability to service debt. In addition, our board of directors uses EBITDA, DCF and a distribution coverage ratio, which is calculated based on DCF, as some of the factors in its compensation determinations. DCF is a widely accepted financial indicator used by the master limited partnership (MLP) investment community to compare partnership performance. DCF is used by the MLP investment community, in part, because the value of a partnership unit is partially based on its yield, and its yield is based on the cash distributions a partnership can pay its unitholders.
None of these financial measures are presented as an alternative to net income, or for any periods presented reflecting discontinued operations, income from continuing operations. They should not be considered in isolation or as substitutes for a measure of performance prepared in accordance with GAAP.
The following is a reconciliation of (loss) income from continuing operations to EBITDA from continuing operations, DCF from continuing operations and distribution coverage ratio from continuing operations.
 
Three Months Ended March 31,
 
2020
 
2019
(Loss) income from continuing operations
$
(147,641
)
 
$
28,923

Interest expense, net
47,494

 
44,291

Income tax expense
599

 
1,182

Depreciation and amortization expense
70,247

 
66,937

EBITDA from continuing operations
(29,301
)

141,333

Interest expense, net
(47,494
)
 
(44,291
)
Reliability capital expenditures
(3,629
)
 
(2,922
)
Income tax expense
(599
)
 
(1,182
)
Long-term incentive equity awards (a)
1,934

 
2,367

Preferred unit distributions
(30,423
)
 
(30,423
)
Goodwill impairment loss (b)
225,000



Other items
6,831

 
2,543

DCF from continuing operations available to common limited partners
$
122,319

 
$
67,425

 
 
 
 
Distributions applicable to common limited partners
$
43,730

 
$
64,690

Distribution coverage ratio from continuing operations (c)
2.80x

 
1.04x

(a)
We intend to satisfy the vestings of these equity-based awards with the issuance of our common units. As such, the expenses related to these awards are considered non-cash and added back to DCF. Certain awards include distribution equivalent rights (DERs). Payments made in connection with DERs are deducted from DCF.
(b)
Represents a non-cash goodwill impairment charge related to our crude oil pipelines reporting unit.
(c)
Distribution coverage ratio is calculated by dividing DCF available to common limited partners by distributions applicable to common limited partners.






NuStar Energy L.P. and Subsidiaries
Consolidated Financial Information - Continued
(Unaudited, Thousands of Dollars, Except Per Unit Data)


The following is a reconciliation of EBITDA from continuing operations to adjusted EBITDA from continuing operations.
 
Three Months Ended March 31,
 
2020
 
2019
EBITDA from continuing operations
$
(29,301
)
 
$
141,333

Goodwill impairment loss (a)
225,000

 

Adjusted EBITDA from continuing operations
$
195,699

 
$
141,333

(a)
Represents a non-cash goodwill impairment charge related to our crude oil pipelines reporting unit.

The following is a reconciliation of (loss) income from continuing operations and loss from continuing operations per common unit to adjusted income (loss) from continuing operations applicable to common limited partners and adjusted income (loss) from continuing operations per common unit.
 
Three Months Ended March 31,
 
2020
 
2019
(Loss) income from continuing operations / loss from continuing
 operations per common unit
$
(147,641
)
 
$
(1.68
)
 
$
28,923

 
$
(0.06
)
Goodwill impairment loss (a)
225,000

 
2.07

 

 

Adjusted income from continuing operations
77,359

 
 
 
28,923

 
 
Net income applicable to preferred limited partners
(35,325
)
 
 
 
(34,725
)
 
 
Other
(506
)
 
 
 
(643
)
 
 
Adjusted income (loss) from continuing operations applicable to
common limited partners / adjusted income (loss) from continuing operations per common unit
$
41,528

 
$
0.39

 
$
(6,445
)
 
$
(0.06
)
(a)
Represents a non-cash goodwill impairment charge related to our crude oil pipelines reporting unit.




NuStar Energy L.P. and Subsidiaries
Consolidated Financial Information - Continued
(Unaudited, Thousands of Dollars, Except Ratio Data)


The following is the reconciliation for the calculation of our Consolidated Debt Coverage Ratio, as defined in our revolving credit agreement (the Revolving Credit Agreement). The reconciliation of net income (loss) to EBITDA includes reconciling items from continuing and discontinued operations on a combined basis.
 
For the Four Quarters Ended March 31,
 
2020
 
2019
Net income (loss)
$
24,529

 
$
(198,202
)
Interest expense, net
186,264

 
182,733

Income tax expense
4,171

 
8,364

Depreciation and amortization expense
277,301

 
300,265

EBITDA
492,265

 
293,160

Impairment losses (a)
225,000

 
328,440

Other expense (b)
3,538

 
39,089

Equity awards (c)
13,359

 
11,534

Pro forma effect of dispositions (d)
4,683

 
(13,948
)
Material project adjustments and other items (e)
52,442

 
41,057

Consolidated EBITDA, as defined in the Revolving Credit Agreement
$
791,287

 
$
699,332

 
 
 
 
Total consolidated debt
$
3,352,440

 
$
3,296,640

NuStar Logistics' floating rate subordinated notes
(402,500
)
 
(402,500
)
Proceeds held in escrow associated with the Gulf Opportunity Zone Revenue Bonds

 
(41,476
)
Consolidated Debt, as defined in the Revolving Credit Agreement
$
2,949,940

 
$
2,852,664

 
 
 
 
Consolidated Debt Coverage Ratio (Consolidated Debt to Consolidated EBITDA)
3.73x

 
4.08x

(a) For the four quarters ended March 31, 2020, this adjustment represents a non-cash goodwill impairment charge related to our crude oil pipelines reporting unit. For the four quarters ended March 31, 2019, this adjustment represents non-cash impairment losses associated with long-lived assets and goodwill at the St. Eustatius terminal.
(b) Other expense is excluded for purposes of calculating Consolidated EBITDA, as defined in the Revolving Credit Agreement.
(c) This adjustment represents the non-cash expense related to the vestings of equity-based awards with the issuance of our common units.
(d) For the four quarters ended March 31, 2020, this adjustment represents the pro forma effects of the sale of our St. Eustatius operations as if we had completed the sale on April 1, 2019. For the four quarters ended March 31, 2019, this adjustment represents the pro forma effects of the sale of our European operations as if we had completed the sale on April 1, 2018.
(e) This adjustment represents a percentage of the projected Consolidated EBITDA attributable to any Material Project and other noncash items, as defined in the Revolving Credit Agreement.




NuStar Energy L.P. and Subsidiaries
Consolidated Financial Information - Continued
(Unaudited, Thousands of Dollars, Except Ratio Data)
The following is a reconciliation of net loss to EBITDA, DCF and distribution coverage ratio.
 
 
Projected for the Year Ended December 31, 2020
Net loss
 
$ (75,000 - 35,000)

Interest expense, net
 
225,000 - 240,000

Income tax expense
 
5,000 - 10,000

Depreciation and amortization expense
 
285,000 - 295,000

EBITDA
 
440,000 - 510,000

Interest expense, net
 
(225,000 - 240,000)

Reliability capital expenditures
 
(40,000 - 50,000)

Income tax expense
 
(5,000 - 10,000)

Long-term incentive equity awards (a)
 
5,000 - 10,000

Preferred unit distributions
 
(125,000
)
Goodwill impairment loss (b)
 
225,000

DCF available to common limited partners
 
$ 275,000 - 320,000

 
 
 
Distributions applicable to common limited partners
 
$ 170,000 - 175,000

Distribution coverage ratio (c)
 
1.6x - 1.8x

(a)
We intend to satisfy the vestings of these equity-based awards with the issuance of our common units. As such, the expenses related to these awards are considered non-cash and added back to DCF. Certain awards include distribution equivalent rights (DERs). Payments made in connection with DERs are deducted from DCF.
(b)
Represents a non-cash goodwill impairment charge related to our crude oil pipelines reporting unit.
(c)
Distribution coverage ratio is calculated by dividing DCF available to common limited partners by distributions applicable to common limited partners.

The following is a reconciliation of EBITDA to adjusted EBITDA.
 
 
Projected for the Year Ended December 31, 2020
EBITDA
 
$ 440,000 - 510,000

Goodwill impairment loss (a)
 
225,000

Adjusted EBITDA
 
$ 665,000 - 735,000

(a)
Represents a non-cash goodwill impairment charge related to our crude oil pipelines reporting unit.


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Ticker: NS
CIK: 1110805
Form Type: 8-K Corporate News
Accession Number: 0001110805-20-000048
Submitted to the SEC: Tue May 05 2020 9:34:16 AM EST
Accepted by the SEC: Tue May 05 2020
Period: Tuesday, May 5, 2020
Industry: Pipe Lines No Natural Gas
Events:
  1. Earnings Release
  2. Financial Exhibit

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