Rose Rock Midstream, L.P.

CIK:0001527622|SEC Filings

Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Revenues, including revenues from affiliates (Note 10):
Product	$ 143,201	$ 193,525	$ 319,823	$ 300,092
Service	25,943	29,778	53,272	57,904
Total revenues	169,144	223,303	373,095	357,996
Expenses, including expenses from affiliates (Note 10):
Costs of products sold, exclusive of depreciation and amortization	128,763	173,133	280,154	269,370
Operating	19,726	23,678	41,133	44,477
General and administrative	5,428	6,329	10,328	11,949
Depreciation and amortization	8,235	10,608	16,128	20,751
Loss (gain) on disposal of long-lived assets, net	(1,714)	22	(2,008)	(130)
Total expenses	163,866	213,726	349,751	346,677
Earnings from equity method investments	17,078	17,683	37,917	38,547
Operating income	22,356	27,260	61,261	49,866
Other expenses (income), net:
Interest expense	12,434	10,197	24,871	18,203
Other income	0	(5)	0	(5)
Total other expenses, net	12,434	10,192	24,871	18,198
Net income	9,922	17,068	36,390	31,668
Earnings Per Unit [Abstract]
Net income allocated to general partner	5,537	5,323	11,405	10,065
Net income allocated to limited partners	$ 4,385	$ 11,745	$ 24,985	$ 21,603
Earnings per limited partner unit, basic	$ 0.12	$ 0.32	$ 0.68	$ 0.60
Earnings per limited partner unit, diluted	$ 0.12	$ 0.32	$ 0.68	$ 0.60
Basic weighted average number of limited partner units outstanding:
Basic weighted average number of limited partner units outstanding	36,838	36,790	36,823	35,803
Diluted weighted average number of limited partner units outstanding:
Diluted weighted average number of limited partner units outstanding	36,915	36,839	36,873	35,849

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Cash flows from operating activities:
Net income	$ 36,390	$ 31,668
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	16,128	20,751
Loss on disposal of long-lived assets, net	2,008	130
Amortization of debt issuance costs	1,659	1,210
Provision for uncollectible accounts receivable	38	0
Inventory valuation adjustment	0	1,235
Non-cash equity compensation	731	655
Net unrealized loss (gain) related to derivative instruments	(71)	1,116
Earnings from equity method investments	(37,917)	(38,547)
Cash distributions from equity method investments	37,917	38,547
Changes in assets and liabilities, net of the effects of acquisitions:
Decrease (increase) in accounts receivable	(79,325)	(26,359)
Decrease (increase) in receivable from affiliates	(3,253)	(2,128)
Decrease (increase) in inventories	(17,222)	(41,844)
Decrease (increase) in other current assets	(3,285)	(1,407)
Increase (decrease) in accounts payable and accrued liabilities	68,883	31,161
Increase (decrease) in payable to affiliates	5,929	3,683
Net cash provided by operating activities	28,610	19,871
Cash flows from investing activities:
Capital expenditures	(20,390)	(36,262)
Proceeds from sale of long-lived assets	15	126
Contributions to equity method investments	(3,448)	(23,462)
Acquisitions	0	(205,071)
Distributions from equity investments in excess of equity in earnings	13,778	13,077
Net cash used in investing activities	(10,045)	(251,592)
Cash flows from financing activities:
Payments of Debt Issuance Costs	0	5,688
Borrowings on revolving credit facility and issuance of senior secured notes, net of discount	165,500	676,208
Principal payments on revolving credit facility	(124,500)	(364,000)
Principal payments on capital lease obligations	(15)	(24)
Proceeds from common L.P. unit issuance, net of offering costs	0	89,119
Cash consideration in excess of historical cost of acquisitions from SemGroup	0	(46,264)
Cash distributions to partners	(60,700)	(53,153)
Net cash provided by (used in) financing activities	(19,715)	296,198
Net increase (decrease) in cash and cash equivalents	(1,150)	64,477
Cash and cash equivalents at beginning of period	9,059	3,625
Cash and cash equivalents at end of period	$ 7,909	$ 68,102

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015
Current assets:
Cash and cash equivalents	$ 7,909	$ 9,059
Accounts receivable (net of allowance of $295 and $257, respectively)	319,893	240,606
Receivable from affiliates	9,197	5,944
Inventories	76,343	59,121
Other current assets	8,192	4,884
Total current assets	421,534	319,614
Property, plant and equipment (net of accumulated depreciation of $138,498 and $123,394, respectively)	443,327	441,596
Equity method investments	427,961	438,291
Goodwill	26,628	26,628
Other intangible assets (net of accumulated amortization of $2,384 and $1,443, respectively)	14,626	15,567
Other noncurrent assets, net	3,352	3,894
Total assets	1,337,428	1,245,590
Current liabilities:
Accounts payable	310,685	243,548
Payable to affiliates	18,924	12,995
Accrued liabilities	23,030	22,240
Other current liabilities	3,609	4,246
Total current liabilities	356,248	283,029
Long-term debt, net	774,488	732,356
Commitments and contingencies (Note 7)
Partners’ capital:
General partner	9,427	9,906
Total partners' capital	206,692	230,205
Total liabilities and partners' capital	1,337,428	1,245,590
Common Units [Member] \| Public [Member]
Partners’ capital:
Limited partners' capital	71,083	80,829
Common Units [Member] \| Semgroup [Member]
Partners’ capital:
Limited partners' capital	$ 126,182	$ 139,470