$USDP

USD Partners LP

CIK:0001610682|SEC Filings

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Revenues
Total revenues	$ 11,077	$ 21,479	$ 51,674	$ 91,006
Operating costs
Operating and maintenance	1,179	2,888	3,955	9,722
Selling, general and administrative	3,793	4,951	14,530	21,092
Impairment of intangible and long-lived assets	0	71,612	0	71,612
Gain on sale of business	(9)	0	(6,211)	0
Depreciation and amortization	1,313	5,758	4,942	17,362
Total operating costs	11,656	93,940	39,818	153,264
Operating income (loss)	(579)	(72,461)	11,856	(62,258)
Interest expense	4,929	3,126	13,849	6,725
Gain associated with derivative instruments	(3,187)	(6,904)	(6,092)	(13,800)
Foreign currency transaction loss	0	152	102	1,942
Other income, net	(77)	(28)	(193)	(55)
Income (loss) before income taxes	(2,244)	(68,807)	4,190	(57,070)
Provision for (benefit from) income taxes	561	546	385	1,005
Net income (loss)	(2,805)	(69,353)	3,805	(58,075)
Supplemental Income Statement Elements:
Net income (loss) income attributable to limited partner interests	$ (2,805)	$ (69,353)	$ 3,805	$ (56,706)
Weighted average common units outstanding - basic (in shares)	33,764	33,380	33,697	31,573
Common units
Supplemental Income Statement Elements:
Net income (loss) per common unit - basic (usd per share)	$ (0.08)	$ (2.08)	$ 0.11	$ (1.80)
Net income (loss) per common unit - diluted (usd per share)	$ (0.08)	$ (2.08)	$ 0.11	$ (1.80)
Weighted average common units outstanding - basic (in shares)	33,764	33,380	33,697	31,421
Weighted average common units outstanding - diluted (in shares)	33,764	33,380	33,697	31,421
Casper Terminal
Operating costs
Gain on sale of business	$ (9)	$ 0	$ (6,211)	$ 0
Provision for (benefit from) income taxes			0
Nonrelated Party
Operating costs
Operating and maintenance	1,179	2,888	3,955	9,464
Selling, general and administrative	2,012	2,633	8,770	10,885
Related party
Revenues
Revenues	1,287	1,880	3,591	5,620
Operating costs
Operating and maintenance	0	0	0	258
Selling, general and administrative	1,781	2,318	5,760	10,207
Terminalling services \| Nonrelated Party
Revenues
Revenues	9,785	19,345	47,888	84,872
Terminalling services \| Related party
Revenues
Revenues	740	670	2,186	1,987
Fleet leases \| Related party
Revenues
Revenues	373	912	943	2,737
Fleet services \| Related party
Revenues
Revenues	0	298	171	896
Freight and other reimbursables
Operating costs
Operating costs	179	254	486	514
Freight and other reimbursables \| Nonrelated Party
Revenues
Revenues	5	254	195	514
Freight and other reimbursables \| Related party
Revenues
Revenues	174	0	291	0
Subcontracted rail services
Operating costs
Operating costs	2,210	2,742	7,818	10,337
Pipeline fees
Operating costs
Operating costs	$ 2,991	$ 5,735	$ 14,298	$ 22,625

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flows from operating activities:
Net income (loss)	$ 3,805	$ (58,075)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	4,942	17,362
Gain associated with derivative instruments	(6,092)	(13,800)
Settlement of derivative contracts	1,148	7,029
Unit based compensation expense	2,842	3,703
Gain on sale of business	(6,211)	0
Loss associated with disposal of assets	0	3
Deferred income taxes	(9)	328
Amortization of deferred financing costs	998	899
Impairment of intangible and long-lived assets	0	71,612
Changes in operating assets and liabilities:
Prepaid expenses, inventory and other assets	1,463	5,271
Net cash provided by (used in) operating activities	(1,020)	28,969
Cash flows from investing activities:
Additions of property and equipment	(649)	(405)
Reimbursement of capital expenditures from collaborative arrangement	0	1,774
Internal-use software development costs	(55)	0
Net proceeds from the sale of business	32,658	0
Acquisition of Hardisty South entities from Sponsor	0	(75,000)
Net cash provided by (used in) investing activities	31,954	(73,631)
Cash flows from financing activities:
Distributions	(2,154)	(11,446)
Payments for deferred financing costs	(203)	(13)
Payments for ongoing refinancing activities	(1,996)	0
Vested phantom units used for payment of participant taxes	(674)	(1,096)
Proceeds from long-term debt	0	75,000
Repayments of long-term debt	(19,100)	(22,396)
Net cash provided by (used in) financing activities	(24,127)	40,049
Effect of exchange rates on cash	(91)	703
Net change in cash, cash equivalents and restricted cash	6,716	(3,910)
Cash, cash equivalents and restricted cash — beginning of period	5,780	12,717
Cash, cash equivalents and restricted cash — end of period	12,496	8,807
Nonrelated Party
Changes in operating assets and liabilities:
Accounts receivable	(118)	4,582
Accounts payable and accrued expenses	1,000	(4,399)
Deferred revenue and other liabilities	(4,081)	(6,824)
Related party
Changes in operating assets and liabilities:
Accounts receivable	(152)	1,688
Accounts payable and accrued expenses	(715)	(760)
Deferred revenue and other liabilities	$ 160	$ 350

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Current assets
Cash and cash equivalents	$ 8,688	$ 2,530
Restricted cash	3,808	3,250
Prepaid expenses	5,153	3,188
Assets held for sale	19,136	0
Other current assets	2,757	1,746
Total current assets	41,806	13,292
Property and equipment, net	60,099	106,894
Intangible assets, net	51	3,526
Operating lease right-of-use assets	1,174	1,508
Other non-current assets	1,503	1,556
Total assets	104,633	126,776
Current liabilities
Long-term debt, current portion	195,787	214,092
Operating lease liabilities, current	462	700
Liabilities held for sale	300	0
Total current liabilities	209,066	230,936
Operating lease liabilities, non-current	712	688
Total liabilities	213,515	239,180
Commitments and contingencies
Partners’ capital
Accumulated other comprehensive loss	(4,385)	(4,141)
Total partners’ capital	(108,882)	(112,404)
Total liabilities and partners’ capital	104,633	126,776
Common units
Partners’ capital
Common units (33,774,427 and 33,381,187 outstanding at September 30, 2023 and December 31, 2022, respectively)	(104,497)	(108,263)
Nonrelated Party
Current assets
Accounts receivable, net	1,704	2,169
Current liabilities
Accounts payable and accrued expenses	4,626	3,389
Deferred revenue	1,781	3,562
Other current liabilities	5,494	7,907
Other non-current liabilities	3,618	7,556
Related party
Current assets
Accounts receivable, net	560	409
Current liabilities
Accounts payable and accrued expenses	436	1,147
Deferred revenue	125	128
Other current liabilities	55	11
Other non-current liabilities	$ 119	$ 0