Market Overview

TransMontaigne Announces Second Quarter Results

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  • Revenue for the second quarter of 2018 totaled $55.3 million, compared
    to $45.4 million in the prior year second quarter
  • Achieved record levels of Consolidated EBITDA for the second quarter
    of 2018 that totaled $33.8 million, compared to $28.8 million in the
    prior year second quarter
  • Increased the quarterly cash distribution for the eleventh consecutive
    quarter to $0.795, reflecting a 7.4% increase over the prior year
    quarterly distribution
  • Distributable cash flow for the second quarter of 2018 totaled $21.2
    million, with aggregate distributions of $16.9 million, resulting in
    quarterly distribution coverage of 1.25x
  • Leverage as of June 30, 2018 was 4.41x

TransMontaigne Partners L.P. (NYSE:TLP) (the Partnership, we, us, our)
today announced second quarter 2018 financial and operating results.

FINANCIAL RESULTS

Revenue for the second quarter of 2018 totaled $55.3 million, an
increase of $9.9 million, or approximately 22%, compared to $45.4
million for the second quarter of 2017. Consolidated EBITDA totaled
$33.8 million for the second quarter of 2018, representing an increase
of $5.0 million, or approximately 17%, compared to $28.8 million for the
second quarter of 2017. The improvement compared to the prior year was
primarily attributed to the acquisition of the West Coast terminals on
December 15, 2017 and our Collins Phase I terminal expansion in our
Southeast terminal region coming fully on-line in June 2017.

An overview of our financial performance for the quarter ended June 30,
2018 compared to the quarter ended June 30, 2017, includes:

  • Operating income for the quarter ended June 30, 2018 was approximately
    $19.0 million compared to $17.3 million for the quarter ended June 30,
    2017. Changes in the primary components of operating income are as
    follows:
    • Revenue increased approximately $9.9 million to $55.3 million due
      to our December 15, 2017 acquisition of the West Coast terminals
      adding approximately $9.4 million to revenue. In addition there
      were increases in revenue at our Gulf Coast and Southeast
      terminals of approximately $0.8 million and $1.3 million,
      respectively, offset by decreases in revenue at our Midwest,
      Brownsville and River terminals of approximately $0.1 million $1.3
      million and $0.2 million, respectively.
    • Direct operating costs and expenses increased approximately $3.3
      million to $19.3 million due to our acquisition of the West Coast
      terminals adding approximately $3.5 million to expense. In
      addition, direct operating costs and expenses at our River
      terminals increased approximately $0.3 million, offset by a
      decrease in direct operating costs and expenses at our Brownsville
      terminals of approximately $0.5 million. Direct operating costs
      and expenses for the Gulf Coast, Midwest and Southeast terminals
      were consistent.
    • General and administrative expenses increased approximately $0.5
      million to $4.6 million, which is primarily attributable to the
      previously announced increase in the omnibus fee effective as of
      May 13, 2018.
    • Depreciation and amortization expenses increased approximately
      $4.4 million to $13.2 million primarily due to our acquisition of
      the West Coast terminals.
  • Net earnings were $9.5 million for the quarter ended June 30, 2018
    compared to $14.5 million for the quarter ended June 30, 2017. The
    decrease was principally due to the increase in quarterly operating
    income discussed above, more than offset by increases in interest
    expense and amortization of deferred issuance costs of approximately
    $5.7 million and $1.0 million, respectively. The increase in these
    costs is primarily attributable to financing the acquisition of the
    West Coast terminals, the issuance of senior notes in the first
    quarter of 2018 and increases in LIBOR rates.
  • Quarterly net earnings per limited partner unit was $0.34 per unit for
    the quarter ended June 30, 2018 compared to $0.70 per unit for the
    quarter ended June 30, 2017.
  • Consolidated EBITDA for the quarter ended June 30, 2018 was $33.8
    million compared to $28.8 million for the quarter ended June 30, 2017.
  • Distributable cash flow for the quarter ended June 30, 2018 was $21.2
    million compared to $24.5 million for the quarter ended June 30, 2017.
    • The distribution declared per limited partner unit was $0.795 per
      unit for the quarter ended June 30, 2018 compared to $0.74 per
      unit for the quarter ended June 30, 2017.
    • We paid aggregate distributions of $16.9 million for the quarter
      ended June 30, 2018, resulting in a quarterly distribution
      coverage ratio of 1.25x.

RECENT DEVELOPMENTS

ArcLight buyout offer. On July 9, 2018 the board of
directors of TransMontaigne GP L.L.C. received a non-binding proposal
from affiliates of ArcLight Capital Partners ("ArcLight"), directed to
the conflicts committee of our general partner, pursuant to which
ArcLight would acquire through a subsidiary all common units of the
Partnership that ArcLight and its affiliates do not already own in
exchange for $38.00 per common unit. If approved, the transaction would
be effected through a merger of the Partnership with a subsidiary of
ArcLight.

The transaction, as proposed, is subject to a number of contingencies,
including ArcLight's completion of due diligence, the approval of the
conflicts committee, the approval by holders of a majority of the
outstanding common units of the Partnership and the satisfaction of any
conditions to the consummation of a transaction set forth in any
definitive agreement concerning the transaction. There can be no
assurance that definitive documentation will be executed or that any
transaction will materialize.

LIQUIDITY AND CAPITAL RESOURCES

As of June 30, 2018 our total long-term debt was $586.3 million,
excluding $7.8 million of unamortized deferred issuance costs. Our
long-term debt amounts included $286.3 million of outstanding borrowings
on our $850 million revolving credit facility and $300 million of issued
senior notes. For the trailing twelve months, Consolidated EBITDA was
$132.9 million, resulting in a debt to Consolidated EBITDA ratio, or
total leverage ratio, of 4.41x. Consolidated EBITDA is a non-GAAP
financial performance measure used in the calculation of the leverage
ratio requirement under our revolving credit facility. See Attachment B
hereto for a reconciliation of Consolidated EBITDA to net earnings. See
also Attachment C hereto for the calculation of our total leverage ratio
and interest coverage ratio and a reconciliation of Consolidated EBITDA
to Cash flows provided by operating activities.

For the second quarter of 2018, we reported $15.5 million in total
capital expenditures, which consisted of $3.8 million of maintenance
expenditures, $7.4 million in growth spending on our Collins Phase II
expansion project and $4.3 million of various other expansion project
expenditures. As of June 30, 2018 remaining expenditures for approved
expansion projects are estimated to be approximately $100 million,
assuming our Frontera joint venture does not exercise its rights of
first refusal related to our Brownsville terminaling expansion efforts.
Approved expenditures include the construction costs associated with the
expansion of our Collins, Brownsville and West Coast terminals, as
discussed in our first quarter 2018 earnings release.

QUARTERLY DISTRIBUTION

The Partnership previously announced that it declared a distribution of
$0.795 per unit for the period from April 1, 2018 through June 30, 2018.
This $0.01 increase over the previous quarter reflects the eleventh
consecutive increase in the quarterly distribution and represents annual
growth of 7.4% over the prior year second quarter distribution. This
distribution was paid on August 8, 2018 to unitholders of record on July
31, 2018.

CONFERENCE CALL

On Thursday, August 9, 2018, the Partnership will hold a conference call
for analysts and investors at 10:00 a.m. Eastern Time to discuss our
second quarter results. Hosting the call will be Fred Boutin, Chief
Executive Officer, and Rob Fuller, Chief Financial Officer. The call can
be accessed live over the telephone by dialing (877) 407-4018, or for
international callers (201) 689-8471. A replay will be available shortly
after the call and can be accessed by dialing (844) 512-2921, or for
international callers (412) 317-6671. The passcode for the replay is
13682335. The replay will be available until August 23, 2018.

Interested parties may also listen to a simultaneous webcast of the
conference call by logging onto TLP's website at www.transmontaignepartners.com
under the Investor Information section. A replay of the webcast will
also be available until August 23, 2018.

ABOUT TRANSMONTAIGNE PARTNERS L.P.

TransMontaigne Partners L.P. is a terminaling and transportation company
based in Denver, Colorado with operations in the United States along the
Gulf Coast, in the Midwest, in Houston and Brownsville, Texas, along the
Mississippi and Ohio Rivers, in the Southeast and on the West Coast. 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, and 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 Partnership's
expectations and may adversely affect its business and results of
operations are disclosed in "Item 1A. Risk Factors" in the Partnership's
Annual Report on Form 10-K for the year ended December 31, 2017, filed
with the Securities and Exchange Commission on March 15, 2018. The
forward-looking statements speak only as of the date made, and, other
than as may be required by law, the Partnership undertakes no obligation
to update or revise any forward-looking statements, whether as a result
of new information, future events or otherwise.

ATTACHMENT A
SELECTED FINANCIAL INFORMATION AND RESULTS
OF OPERATIONS

Our terminaling services agreements are structured as either throughput
agreements or storage agreements. Our throughput agreements contain
provisions that require our customers to make minimum payments, which
are based on contractually established minimum volumes of throughput of
the customer's product at our facilities over a stipulated period of
time. Due to this minimum payment arrangement, we recognize a fixed
amount of revenue from the customer over a certain period of time, even
if the customer throughputs less than the minimum volume of product
during that period. In addition, if a customer throughputs a volume of
product exceeding the minimum volume, we would recognize additional
revenue on this incremental volume. Our storage agreements require our
customers to make minimum payments based on the volume of storage
capacity available to the customer under the agreement, which results in
a fixed amount of recognized revenue.

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 "ancillary." In addition "ancillary" revenue also includes fees
received from ancillary services including heating and mixing of stored
products, product transfer, railcar handling, butane blending, proceeds
from the sale of product gains, wharfage and vapor recovery.

The "firm commitments" and "ancillary" revenue included in terminaling
services fees were as follows (in thousands):

               
Three months ended Six months ended
June 30, June 30,
2018 2017 2018 2017
Terminaling services fees:
Firm commitments $ 42,698 $ 33,669 $ 84,831 $ 65,733
Ancillary   9,680   7,837   20,738   16,517
Total terminaling services fees 52,378 41,506 105,569 82,250
Pipeline transportation fees 794 1,796 1,663 3,512
Management fees   2,172   2,062   4,556   4,452
Total revenue $ 55,344 $ 45,364 $ 111,788 $ 90,214
 

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 June 30, 2018
was as follows (in thousands):

     
Remaining terms on terminaling services agreements that generated
"firm commitments":
Less than 1 year remaining $ 11,206 26%
1 year or more, but less than 3 years remaining 11,563 27%
3 years or more, but less than 5 years remaining 17,857 42%
5 years or more remaining   2,072 5%
Total firm commitments for the three months ended June 30, 2018 $ 42,698
 

The following selected financial information is extracted from our
quarterly report on Form 10-Q for the quarter ended June 30, 2018, which
was filed on August 9, 2018 with the Securities and Exchange Commission
(in thousands, except per unit amounts):

             
Three months ended Six months ended
June 30, June 30,
2018 2017 2018 2017

Income Statement Data

Revenue $ 55,344 $ 45,364 $ 111,788 $ 90,214
Direct operating costs and expenses (19,275 ) (15,984 ) (39,420 ) (32,495 )
General and administrative expenses (4,619 ) (4,080 ) (9,600 ) (8,051 )
Earnings from unconsolidated affiliates 2,444 2,120 5,333 4,680
Operating income 19,022 17,274 38,158 32,674
Net earnings 9,460 14,478 21,634 27,432
Net earnings allocable to limited partners 5,588 11,373 13,996 21,484
Net earnings per limited partner unit—basic $ 0.34 $ 0.70 $ 0.86 $ 1.32
 
       
June 30, December 31,
2018 2017

Balance Sheet Data

Property, plant and equipment, net $ 656,761 $ 655,053
Investments in unconsolidated affiliates 231,767 233,181
Goodwill 9,428 9,428
Customer relationships, net 45,751 47,136
Total assets 974,822 987,003
Long-term debt 578,523 593,200
Partners' equity 355,028 364,217
 

Selected results of operations data for each of the quarters in the
years ended December 31, 2018 and 2017 are summarized below (in
thousands):

                 
Three months ended Year ending
March 31, June 30, September 30, December 31, December 31,
2018 2018 2018 2018 2018
Revenue $ 56,444 $ 55,344 $ $ $ 111,788
Direct operating costs and expenses (20,145 ) (19,275 ) (39,420 )
General and administrative expenses (4,981 ) (4,619 ) (9,600 )
Insurance expenses (1,246 ) (1,271 ) (2,517 )
Equity-based compensation expense (2,017 ) (441 ) (2,458 )
Depreciation and amortization (11,808 ) (13,160 ) (24,968 )
Earnings from unconsolidated affiliates   2,889     2,444         5,333  
Operating income 19,136 19,022 38,158
Interest expense (6,461 ) (8,273 ) (14,734 )
Amortization of deferred issuance costs   (501 )   (1,289 )       (1,790 )
Net earnings $ 12,174   $ 9,460   $ $ $ 21,634  
 
                 
Three months ended Year ended
March 31, June 30, September 30, December 31, December 31,
2017 2017 2017 2017 2017
Revenue $ 44,850 $ 45,364 $ 45,449 $ 47,609 $ 183,272
Direct operating costs and expenses (16,511 ) (15,984 ) (17,719 ) (17,486 ) (67,700 )
General and administrative expenses (3,971 ) (4,080 ) (5,247 ) (6,135 ) (19,433 )
Insurance expenses (1,006 ) (1,002 ) (999 ) (1,057 ) (4,064 )
Equity-based compensation expense (1,817 ) (352 ) (544 ) (286 ) (2,999 )
Depreciation and amortization (8,705 ) (8,792 ) (8,882 ) (9,581 ) (35,960 )
Earnings from unconsolidated affiliates   2,560     2,120     1,884     507     7,071  
Operating income 15,400 17,274 13,942 13,571 60,187
Interest expense (2,152 ) (2,525 ) (2,656 ) (3,140 ) (10,473 )
Amortization of deferred issuance costs   (294 )   (271 )   (320 )   (336 )   (1,221 )
Net earnings $ 12,954   $ 14,478   $ 10,966   $ 10,095   $ 48,493  
 

ATTACHMENT B
DISTRIBUTABLE CASH FLOW

The following summarizes our distributable cash flow for the period
indicated (in thousands):

       
April 1, 2018 January 1, 2018
through through
June 30, 2018 June 30, 2018
Net earnings $ 9,460 $ 21,634
Depreciation and amortization 13,160 24,968
Earnings from unconsolidated affiliates (2,444 ) (5,333 )
Distributions from unconsolidated affiliates 3,971 7,161
Equity-based compensation expense 441 2,458
Settlement of tax withholdings on equity-based compensation (317 ) (658 )
Interest expense 8,273 14,734
Amortization of deferred issuance costs   1,289     1,790  
Consolidated EBITDA (1) (2) 33,833 66,754
Interest expense (8,273 ) (14,734 )
Unrealized loss on derivative instruments 85 127
Amortization of deferred issuance costs (1,289 ) (1,790 )
Amounts due under long-term terminaling services agreements, net 176 204
Project amortization of deferred revenue under GAAP (875 ) (1,062 )
Project amortization of deferred revenue for DCF 1,270 1,852
Capitalized maintenance   (3,775 )   (7,164 )
"Distributable cash flow", or DCF, generated during the period (2) $ 21,152   $ 44,187  
 
Actual distribution for the period on all common units and the
general partner interest including incentive distribution rights
$ 16,918   $ 33,489  
Distribution coverage ratio (2)   1.25x   1.32x
(1)   Reflects the calculation of Consolidated EBITDA in accordance with
the definition for such financial metric in our revolving credit
facility.
(2) Consolidated EBITDA, Distributable cash flow and the distribution
coverage ratio are not computations based upon generally accepted
accounting principles. The amounts included in the computations of
our distributable cash flow and Consolidated EBITDA 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 quarter ended June 30, 2018,
which was filed with the Securities and Exchange Commission on
August 9, 2018. Distributable cash flow and Consolidated EBITDA
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 and
Consolidated EBITDA are not necessarily comparable to similarly
titled measures of other companies. Distributable cash flow and
Consolidated EBITDA are presented here because they are widely
accepted financial indicators used to compare partnership
performance. Further, Consolidated EBITDA is calculated consistent
with the provisions of our credit facility and is a financial
performance measure used in the calculation of our leverage and
interest coverage ratio requirements. We believe that these measures
provide 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.
 

ATTACHMENT C
CREDIT FACILITY FINANCIAL COVENANTS

The primary financial covenants contained in our revolving credit
facility are (i) a total leverage ratio test (not to exceed 5.25 to
1.0), (ii) a senior secured leverage ratio test (not to exceed 3.75 to
1.0), and (iii) a minimum interest coverage ratio test (not less than
2.75 to 1.0). These financial covenants are based on a non-GAAP, defined
financial performance measure within our revolving credit facility known
as "Consolidated EBITDA." The following provides the calculation of
"total leverage ratio", "senior secured leverage ratio" and "interest
coverage ratio" as such terms are used in our revolving credit facility
for certain financial covenants (in thousands, except ratios):

                   
Twelve months
Three months ended ended
September 30, December 31, March 31, June 30, June 30,
2017 2017 2018 2018 2018
Financial performance covenant tests:
Consolidated EBITDA (1) $ 25,381 $ 26,963 $ 32,921 $ 33,833 $ 119,098
Permitted Acquisition credit (2) 7,000 5,900 12,900
Material Project credit (3)               854     854  
Consolidated EBITDA for the leverage ratios (1) $ 32,381   $ 32,863   $ 32,921   $ 34,687   $ 132,852  
Revolving credit facility debt 286,300
6.125% senior notes due in 2026 300,000  
Consolidated funded indebtedness $ 586,300  
Senior secured leverage ratio 2.16 x
Total leverage ratio 4.41 x
Consolidated EBITDA for the interest coverage ratio (1) $ 25,381 $ 26,963 $ 32,921 $ 33,833 $ 119,098
Consolidated interest expense (1) (4) $ 2,591 $ 3,217 $ 6,419 $ 8,188 $ 20,415
Interest coverage ratio 5.83 x
Reconciliation of consolidated EBITDA to cash flows provided by
operating activities:
Consolidated EBITDA for the total leverage ratio (1) $ 32,381 $ 32,863 $ 32,921 $ 34,687 $ 132,852
Permitted Acquisition credit (2) (7,000 ) (5,900 ) (12,900 )
Material Project credit (3) (854 ) (854 )
Interest expense (2,656 ) (3,140 ) (6,461 ) (8,273 ) (20,530 )
Unrealized loss (gain) on derivative instruments 65 (77 ) 42 85 115
Amortization of deferred revenue (170 ) (122 ) (187 ) (149 ) (628 )
Settlement of tax withholdings on equity-based compensation 304 341 317 962
Change in operating assets and liabilities   4,477     (3,709 )   (2,262 )   9,656     8,162  
Cash flows provided by operating activities $ 27,401   $ 19,915   $ 24,394   $ 35,469   $ 107,179  
(1)   Reflects the calculation of Consolidated EBITDA and Consolidated
interest expense in accordance with the definition for such
financial metrics in our revolving credit facility.
(2) Reflects a proforma credit of $7.0 million per quarter relating to
the acquisition of the West Coast terminals, which qualified as a
"Permitted Acquisition" under the terms of our revolving credit
facility. For the three months ended December 31, 2017, the $7.0
million credit was reduced by approximately $1.1 million, which is
the amount of actual Consolidated EBITDA we recognized during the
period relating to the West Coast terminals following the
acquisition on December 15, 2017.
(3) Reflects percentage of completion proforma credit related to
expansion projects that qualify as a "Material Project" under the
terms of our revolving credit facility.
(4) Consolidated interest expense, used in the calculation of the
interest coverage ratio, excludes unrealized gains and losses
recognized on our derivative instruments.
 

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