USD Partners LP Completes Acquisition of Casper Terminal and Increases Credit Facility Borrowing Capacity
USD Partners LP (NYSE: USDP) (the “Partnership”) has completed its
previously announced acquisition of the Casper, Wyoming, crude oil
terminal for total consideration of $225.0 million, subject to
post-closing adjustments and adjustments for working capital. The Casper
terminal assets include a unit train capable rail loading terminal,
900,000 barrels of tank capacity for storage and blending operations and
a pipeline connection from Spectra Energy Partners LP’s Express crude
oil pipeline, currently the primary source of crude oil delivered to the
terminal.
The Casper terminal is supported by take-or-pay contracts with primarily
investment grade refiners and is expected to contribute approximately
$26 million of Adjusted EBITDA in 2016 based on minimum contracted
payments. The transaction is expected to be immediately accretive to
distributable cash flow per unit.
In addition, on November 13, 2015, the Partnership amended its senior
secured credit agreement to increase its borrowing capacity from $300
million to $400 million, supported by the Partnership’s existing lenders
and by the addition of Goldman Sachs Bank USA to the bank group. The
Partnership also reset its ability to request an additional $100 million
of incremental revolving credit facility commitments, subject to
receiving increased commitments from lenders or other financial
institutions and satisfaction of certain conditions. All other terms and
conditions of the existing agreement remained unchanged.
“We appreciate the support shown by our lender group and are happy to
build on our long-term relationship with Goldman Sachs,” said Adam
Altsuler, USD Partners’ Chief Financial Officer. “The increased facility
size reflects the Partnership’s recent growth and will provide
additional flexibility and liquidity as the Partnership continues to
execute on its plans.”
About USD Partners LP
The Partnership is a fee-based, growth-oriented master limited
partnership formed by US Development Group, LLC to acquire, develop and
operate energy-related rail terminals and other high-quality and
complementary midstream infrastructure assets and businesses. The
Partnership’s assets consist primarily of: (i) a crude-by-rail
origination terminal in Hardisty, Alberta, Canada, with capacity to load
up to two 120-railcar unit trains per day; (ii) a unit train-capable
crude-by-rail origination terminal in Casper, Wyoming, with
approximately 900,000 barrels of tank capacity for storage and blending
operations; and (iii) two unit train-capable ethanol destination rail
terminals in San Antonio, Texas, and West Colton, California, with a
combined capacity of approximately 33,000 barrels per day. In addition,
the Partnership provides railcar services through the management of a
railcar fleet that is committed to customers on a long-term basis.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of U.S. federal securities laws, including statements related to
the expected minimum Adjusted EBITDA contribution of the Casper terminal
and whether the acquisition will be accretive to distributable cash flow
per unit, the Partnership’s liquidity, and the Partnership’s ability to
execute on its plans. Words and phrases such as “is expected,” “is
planned,” “believes,” “projects,” and similar expressions are used to
identify such forward-looking statements. However, the absence of these
words does not mean that a statement is not forward-looking.
Forward-looking statements relating to the Partnership are based on
management’s expectations, estimates and projections about the
Partnership, its interests and the energy industry in general on the
date this press release was issued. These statements are not guarantees
of future performance and involve certain risks, uncertainties and
assumptions that are difficult to predict. Therefore, actual outcomes
and results may differ materially from what is expressed or forecast in
such forward-looking statements. Factors that could cause actual results
or events to differ materially from those described in the
forward-looking statements include those as set forth under the heading
“Risk Factors” in the Partnership’s most recent Annual Report on Form
10-K and in our subsequent filings with the Securities and Exchange
Commission. The Partnership is under no obligation (and expressly
disclaims any such obligation) to update or alter its forward-looking
statements, whether as a result of new information, future events or
otherwise.
Non-GAAP Financial Measures
We define Adjusted EBITDA as net income before depreciation and
amortization, interest and other income, interest and other expense,
unrealized gains and losses associated with derivative instruments,
foreign currency transaction gains and losses, income taxes, non-cash
expense related to our equity compensation programs, discontinued
operations, adjustments related to deferred revenue associated with
minimum monthly commitment fees and other items which management does
not believe reflect the underlying performance of our business. Adjusted
EBITDA is a non-GAAP, supplemental financial measure used by management
and by external users of our financial statements, such as investors and
commercial banks, to assess:
-
our operating performance as compared to those of other companies in
the midstream sector, without regard to financing methods, historical
cost basis or capital structure;
-
the ability of our assets to generate sufficient cash flow to make
distributions to our partners;
-
our ability to incur and service debt and fund capital expenditures;
and
-
the viability of acquisitions and other capital expenditure projects
and our ability to generate incremental cash flows from these
opportunities.
We believe that the presentation of Adjusted EBITDA provides information
useful to investors in assessing our financial condition and results of
operations. We further believe that the presentation of Adjusted EBITDA
enhances investors’ understanding of our ability to generate cash for
payment of distributions and other purposes. The GAAP measures most
directly comparable to Adjusted EBITDA are Net Income and Cash Flows
from Operating Activities. Adjusted EBITDA should not be considered an
alternative to Net Income, Cash Flows from Operating Activities or any
other measure of financial performance or liquidity presented in
accordance with GAAP. Adjusted EBITDA excludes some, but not all, items
that affect Net Income, and these measures may vary among other
companies. As a result, Adjusted EBITDA may not be comparable to
similarly titled measures of other companies.
Reconciliation of Estimated Minimum Contracted Adjusted EBITDA to Net
Income
|
|
|
|
|
($ in millions)
|
|
|
|
Projected 12 Months Ended 12/31/2016 ¹
|
Net income
|
|
|
|
$
|
16
|
Add:
|
|
|
|
|
Interest expense
|
|
|
|
|
7
|
Depreciation
|
|
|
|
|
3
|
Provision for income taxes
|
|
|
|
|
0
|
Estimated Adjusted EBITDA
|
|
|
|
$
|
26
|
1
|
|
|
|
Depreciation and provision for income taxes estimated based on
actual results from 1/1/2015 through 5/31/2015. Interest expense
estimated using a 3.75% interest rate on the portion of the purchase
price expected to be funded with additional credit facility
borrowings.
|
View source version on businesswire.com: http://www.businesswire.com/news/home/20151117006854/en/
Copyright Business Wire 2015