TransMontaigne Partners L.P. Announces Financial Results for the Quarter Ended March 31, 2012

DENVER--(BUSINESS WIRE)--TransMontaigne Partners L.P. (NYSE:TLP) today announced its financial results for the three months ended March 31, 2012.

FINANCIAL RESULTS

An overview of the financial performance for the three months ended March 31, 2012, as compared to the three months ended March 31, 2011, includes:

• Distributable cash flow generated during the three months ended March 31, 2012 was $16.0 million compared to $15.4 million for the three months ended March 31, 2011.
• Operating income for the quarter ended March 31, 2012 was $10.9 million compared to $12.3 million for the quarter ended March 31, 2011, principally due to the following:
  • An increase in direct general and administrative expenses of approximately $1.8 million, which is primarily the result of our change in independent auditor and re-audits of prior periods as more fully described below under “Recent Developments”.
  • Revenue was $38.8 million compared to $39.1 million due a decrease in revenue at the Brownsville terminals of approximately $2.2 million, offset by increases in revenue at the Gulf Coast, Midwest, River and Southeast terminals of approximately $0.5 million, $0.3 million, $0.5 million and $0.6 million, respectively. The decrease in the Brownsville revenue is attributable to our contribution of product storage capacity to the Frontera joint venture in the second quarter of 2011.
  • Direct operating costs and expenses were $14.0 million compared to $14.6 million due to decreases in direct operating costs and expenses at the Midwest, Brownsville and Southeast terminals of approximately $0.1 million, $1.1 million and $0.2 million, respectively, offset by an increase in direct operating costs and expenses at the River terminals of approximately $0.8 million.
  • Equity in earnings from the Frontera Brownsville LLC joint venture of approximately $0.1 million.
• Quarterly net earnings decreased to $10.1 million from $11.3 million due principally to the decrease in quarterly operating income discussed above, offset by a decrease in deferred financing expense of approximately $0.3 million.
• Net earnings per limited partner unit—basic decreased to $0.62 per unit from $0.71 per unit.
• The distribution declared per limited partner unit was $0.63 per unit for the three months ended March 31, 2012, as compared to $0.61 per unit for the three months ended March 31, 2011.

Our terminaling services agreements are structured as either throughput agreements or storage agreements. Most of our throughput agreements contain provisions that require our customers to throughput a minimum volume of product at our facilities over a stipulated period of time, which results in a fixed amount of revenue to be recognized by us. Our storage agreements require our customers to make minimum payments based on the volume of storage capacity made available to the customer under the agreement, which results in a fixed amount of revenue to be recognized by us. We refer to the fixed amount of revenue recognized pursuant to our terminaling services agreements as being “firm commitments.” Revenue recognized in excess of firm commitments and revenue recognized based solely on the volume of product distributed or injected are referred to as “variable.” Our revenue was as follows (in thousands):

	Three months ended March 31,
	2012			2011
Firm Commitments:
Terminaling services fees, net:
External customers	$	7,805		$	9,354
Affiliates		20,762			19,793
Total firm commitments		28,567			29,147
Variable:
Terminaling services fees, net:
External customers		728			1,094
Affiliates		(7	)		17
Total		721			1,111
Pipeline transportation fees		1,527			960
Management fees and reimbursed costs		1,455			471
Other		6,563			7,447
Total variable		10,266			9,989
Total revenue	$	38,833		$	39,136

The amount of revenue recognized as “firm commitments” based on the remaining contractual term of the terminaling services agreements that generated “firm commitments” for the three months ended March 31, 2012 was as follows (in thousands):

	At March 31, 2012
Remaining terms on terminaling services agreements that generated “firm commitments”:
Less than 1 year remaining	$	1,796
1 year or more, but less than 3 years remaining		22,543
3 years or more, but less than 5 years remaining		2,546
5 years or more remaining		1,682
Total firm commitments for the three months ended March 31, 2012	$	28,567

RECENT DEVELOPMENTS

On April 16, 2012, we announced a distribution of $0.63 per unit for the period from January 1, 2012 through March 31, 2012, payable on May 8, 2012 to unitholders of record on April 30, 2012.

As previously disclosed, the audit committee of our general partner dismissed KPMG LLP, from its engagement as the principal accountant to audit the financial statements of TransMontaigne Partners L.P. on December 15, 2011. The dismissal of KPMG LLP resulted from the determination that KPMG LLP was not “independent” of TransMontaigne Partners L.P. within the meaning of the rules of applicable regulatory agencies, and did not qualify as independent at the time of our audits for the years ended December 31, 2010 and 2009, and prior periods. In conjunction with our investigation of this matter, it was determined that our investors would receive meaningful benefit from the reassurance that would be provided by having our financial statements for the years ended December 31, 2010 and December 31, 2009 re-audited (collectively, the "Re-audits"), and by having the quarterly financial information that is contained in the 2011 annual report re-reviewed (collectively, the "Re-reviews"), by Deloitte & Touche LLP, our new independent registered public accounting firm. The Re-audits and Re-reviews were completed by Deloitte & Touche LLP on May 3, 2012, and their opinions are included in our Annual Report on Form 10-K/A, Amendment No. 1, for the year ended December 31, 2011, filed with the SEC on May 3, 2012. The Re-audits and Re-reviews did not materially change the information previously reported in our consolidated financial statements for any of the prior periods presented in the 2011 annual report or our previously filed quarterly and annual reports with respect to such periods.

LIQUIDITY AND CAPITAL RESOURCES

TransMontaigne Partners also released the following statements regarding its current liquidity and capital resources:

• Our primary liquidity needs are to fund our working capital requirements, distributions to unitholders, approved capital projects and approved future expansion, development and acquisition opportunities. As a result of Morgan Stanley's October 2011 decision not to approve any "significant" acquisition or investment that we may propose for the foreseeable future, we anticipate that Morgan Stanley's decision will significantly constrain our ability to grow our business as we have previously disclosed we were seeking to do. We cannot currently predict how Morgan Stanley's decision and any such regulatory developments will otherwise affect Morgan Stanley's commodities business or the growth or development of our business, our financial condition or results of operations, or how significant any such effects could be. Further discussion of Morgan Stanley’s current position with respect to approval of any proposed acquisitions and investments and the potential impact of such decision is set forth under the captions “Item 1.A. Risk Factors” and “Regulatory Matters” in Item 7 of our Annual Report on Form 10-K/A, Amendment No. 1, filed on May 3, 2012.
• We believe that we will be able to generate sufficient cash from operations in the future to fund our working capital requirements and our distributions to unitholders. We expect to initially fund our approved capital projects and our approved future expansion, development and acquisition opportunities, if any, with additional borrowings under our amended and restated senior secured credit facility. After initially funding expenditures for approved capital projects and approved future expansion, development and acquisition opportunities, if any, with borrowings under our amended and restated senior secured credit facility, we may raise funds through additional equity offerings and debt financing, which may include the issuance of senior unsecured notes. The proceeds of such equity offerings and debt financings may then be used to reduce our outstanding borrowings under our amended and restated senior secured credit facility.

• Our amended and restated senior secured credit facility provides for a maximum borrowing line of credit equal to $250 million. At our request, subject to the approval of the administrative agent and the receipt of additional commitments from one or more lenders, the maximum borrowings under the amended and restated senior secured credit facility can be increased by up to an additional $100 million. The terms of the amended and restated senior secured credit facility also permit us to borrow pursuant to the issuance of senior unsecured notes and to borrow up to approximately $23 million from other lenders, including our general partner and its affiliates. The amended and restated senior secured credit facility became effective March 9, 2011 and expires on March 9, 2016. At March 31, 2012, our outstanding borrowings were $106.5 million.

• Management and the board of directors of our general partner approved capital projects with estimated completion dates that extend through July 31, 2012. At March 31, 2012, the remaining capital expenditures to complete the approved capital projects are estimated to range from $11 million to $14 million. We expect to fund our capital expenditures with additional borrowings under our amended and restated senior secured credit facility.

Attachment A contains additional selected financial information and results of operations and Attachment B contains a computation of our distributable cash flow.

CONFERENCE CALL

TransMontaigne Partners L.P. previously announced that it has scheduled a conference call for Tuesday, May 8, 2012 at 11:00 a.m. (ET) regarding the above information. Analysts, investors and other interested parties are invited to listen to management’s presentation of the Company’s results and supplemental financial information by accessing the call as follows:

[phone]
Ask for:
TransMontaigne Partners

A playback of the conference call will be available from 1:00 p.m. (ET) on Tuesday, May 8, 2012 until 11:59 p.m. (ET) on Tuesday, May 15, 2012 by calling:

USA: [phone]
International: [phone]
Access Code: 247071

ATTACHMENT A SELECTED FINANCIAL INFORMATION AND RESULTS OF OPERATIONS
The following selected financial information is extracted from the Company’s Quarterly Report on Form 10-Q for the three months ended March 31, 2012, which was filed on May 8, 2012 with the Securities and Exchange Commission (in thousands, except per unit amounts):
	Three Months Ended
	March 31, 2012			March 31, 2011
Income Statement Data
Revenue	$	38,833		$	39,136
Direct operating costs and expenses		(13,969	)		(14,577	)
Direct general and administrative expenses		(3,188	)		(1,365	)
Operating income		10,948			12,304
Net earnings		10,142			11,326
Net earnings allocable to limited partners		8,947			10,314
Net earnings per limited partner unit - basic	$	0.62		$	0.71
	March 31, 2012			December 31, 2011
Balance Sheet Data
Property, plant and equipment, net	$	430,382		$	431,782
Investment in joint venture		25,612			25,875
Goodwill		8,741			8,716
Total assets		491,420			514,104
Long-term debt		106,500			120,000
Partners’ equity		351,987			351,876

Selected results of operations data for each of the quarters in the years ended December 31, 2012 and 2011 are summarized below (in thousands):

	Three months ended									Year ending December 31, 2012
	March 31, 2012			June 30, 2012		September 30, 2012		December 31, 2012
Revenue	$	38,833		$	—	$	—	$	—	$	38,833
Direct operating costs and expenses		(13,969	)		—		—		—		(13,969	)
Direct general and administrative expenses		(3,188	)		—		—		—		(3,188	)
Allocated general and administrative expenses		(2,695	)		—		—		—		(2,695	)
Allocated insurance expense		(897	)		—		—		—		(897	)
Reimbursement of bonus awards		(313	)		—		—		—		(313	)
Depreciation and amortization		(6,930	)		—		—		—		(6,930	)
Gain on disposition of assets		—			—		—		—		—
Equity in earnings (loss) of joint venture		107			—		—		—		107
Operating income		10,948			—		—		—		10,948
Other expenses, net		(806	)		—		—		—		(806	)
Net earnings	$	10,142		$	—	$	—	$	—	$	10,142

	Three months ended				Year ending December 31, 2011
	March 31, 2011	June 30, 2011	September 30, 2011	December 31, 2011
Revenue	$39,136	$36,832	$37,085	$39,239	$152,292
Direct operating costs and expenses	(14,577)	(17,636)	(16,490)	(15,795)	(64,498)
Direct general and administrative expenses	(1,365)	(815)	(1,060)	(1,463)	(4,703)
Allocated general and administrative expenses	(2,616)	(2,617)	(2,616)	(2,617)	(10,466)
Allocated insurance expense	(823)	(822)	(823)	(822)	(3,290)
Reimbursement of bonus awards	(313)	(312)	(313)	(312)	(1,250)
Depreciation and amortization	(7,138)	(6,722)	(6,873)	(6,921)	(27,654)
Gain on disposition of assets	—	9,576	—	—	9,576
Equity in earnings (loss) of joint venture	—	233	(285)	165	113
Operating income	12,304	17,717	8,625	11,474	50,120
Other expenses, net	(978)	(689)	(959)	(974)	(3,600)
Net earnings	$11,326	$17,028	$7,666	$10,500	$46,520

ATTACHMENT B DISTRIBUTABLE CASH FLOW
The following summarizes our distributable cash flow for the period indicated (in thousands):
	January 1, 2012 through March 31, 2012
Net earnings	$	10,142
Depreciation and amortization		6,930
Amounts due under long-term terminaling services agreements, net		128
Amortization of deferred revenue—projects		(1,144	)
Payments received upon completion of projects, (reserve)/reversal		525
Deferred equity-based compensation		107
Distributions paid to holders of restricted phantom units		(24	)
Cash paid for purchase of common units		(57	)
Equity in earnings of joint venture		(107	)
Distributions received from joint venture		370
Maintenance capital expenditures		(901	)
“Distributable cash flow” generated during the period	$	15,969
Actual distribution for the period on all common units and the general partner interest, including incentive distribution rights	$	10,306

Distributable cash flow is not a computation based upon generally accepted accounting principles. The amounts included in the computation of our distributable cash flow are derived from amounts separately presented in our consolidated financial statements, notes thereto and “Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations” in our Quarterly Report on Form 10-Q for the three months ended March 31, 2012, which was filed with the SEC on May 8, 2012. Distributable cash flow should not be considered in isolation or as an alternative to net earnings or operating income, as an indication of our operating performance, or as an alternative to cash flows from operating activities as a measure of liquidity. Distributable cash flow is not necessarily comparable to similarly titled measures of other companies. Distributable cash flow is presented here because it is a widely accepted financial indicator used to compare partnership performance. We believe that this measure provides investors an enhanced perspective of the operating performance of our assets, the cash we are generating and our ability to make distributions to our unitholders and our general partner.

About TransMontaigne Partners L.P.

TransMontaigne Partners L.P. is a terminaling and transportation company based in Denver, Colorado with operations primarily in the United States along the Gulf Coast, in the Midwest, in Brownsville, Texas, along the Mississippi and Ohio Rivers, and in the Southeast. We provide integrated terminaling, storage, transportation and related services for customers engaged in the distribution and marketing of light refined petroleum products, heavy refined petroleum products, crude oil, chemicals, fertilizers and other liquid products. Light refined products include gasolines, diesel fuels, heating oil and jet fuels; heavy refined products include residual fuel oils and asphalt. We do not purchase or market products that we handle or transport. News and additional information about TransMontaigne Partners L.P. is available on our website: www.transmontaignepartners.com.

Forward-Looking Statements

This press release includes statements that may constitute forward-looking statements made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. Although the company believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, such statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Important factors that could cause actual results to differ materially from the company’s expectations and may adversely affect its business and results of operations are disclosed in "Item 1A. Risk Factors" in the company’s Annual Report on Form 10-K/A, Amendment No. 1, for the year ended December 31, 2011, filed with the Securities and Exchange Commission on May 3, 2012.