- Current report filing (8-K)
30 July 2009 - 8:00PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d)
of the
Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): July 30, 2009
TEPPCO
PARTNERS, L.P.
(Exact
name of registrant as specified in its charter)
Delaware
|
1-10403
|
76-0291058
|
(State
or Other Jurisdiction of
|
(Commission
File Number)
|
(I.R.S.
Employer
|
Incorporation
or Organization)
|
|
Identification
No.)
|
1100
Louisiana, Suite 1600, Houston, Texas
|
77002
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
|
Registrant’s
Telephone Number, including Area Code:
(713)
381-3636
|
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
¨
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
¨
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
2.02. Results of Operations and Financial Condition.
On July 30, 2009, TEPPCO Partners L.P.
(“TEPPCO”) issued a press release announcing its financial and operating results
for the quarter ended June 30, 2009, and held a webcast conference call
discussing those results. A copy of the earnings press release is
furnished as Exhibit 99.1 to this Current Report, which is hereby incorporated
by reference into this Item 2.02. The webcast conference call will be
archived and available for replay on TEPPCO’s website at
www.teppco.com
for 90
days. Unless the context requires otherwise, references to “we,”
“us,” “our,” or “TEPPCO” within the context of this Current Report on Form 8-K
refer to the consolidated business and operations of TEPPCO.
Use
of Non-GAAP financial measures
Our press
release and/or the webcast conference call discussion include the non-generally
accepted accounting principle (“non-GAAP”) financial measures of: (i)
Adjusted EBITDA, (ii) margin of the Upstream segment, and (iii) gross margin and
average daily rate of the Marine Services segment. The press release
provides reconciliations of these non-GAAP financial measures to their most
directly comparable financial measures calculated and presented in accordance
with U.S. generally accepted accounting principles (“GAAP”). Our
non-GAAP financial measures should not be considered as alternatives to GAAP
measures such as net income, operating income, cash flows from operating
activities or any other measure of financial performance calculated and
presented in accordance with GAAP. Our non-GAAP financial measures
may not be comparable to similarly-titled measures of other companies because
they may not calculate such measures in the same manner as we do.
Adjusted
EBITDA measures
. We define Adjusted EBITDA as net income plus
interest expense – net, income tax expense, depreciation, amortization and
accretion, loss on the forfeiture of investments in unconsolidated affiliates
and a pro-rata portion (based on our equity ownership) of the interest expense
and depreciation, amortization and accretion of each of our joint
ventures. We have included Adjusted EBITDA in our disclosures because
we believe they are used by our investors as supplemental financial measures to
assess the financial performance of our assets without regard to financing
methods, capital structures or historical cost basis; to compare the operating
performance of our assets with the performance of other companies that have
different financing and capital structures; and to value our limited partners’
equity using EBITDA-type multiples. Reconciliations of our non-GAAP
Adjusted EBITDA measure to GAAP net income and equity in earnings of
unconsolidated affiliates is provided in the Financial Highlights and Business
Segment Data tables (see Exhibit 99.1) accompanying the earnings
release.
Margin
of the Upstream segment
. We evaluate Upstream business segment
performance based on the non-GAAP financial measure of margin. Margin
of our Upstream segment represents revenues generated from the sale of crude and
lubrication oils and transportation of crude oil, less the related cost of sales
(purchases) of crude and lubrication oils, in each case prior to the elimination
of intercompany amounts. We believe margin is a more meaningful
measure of financial performance than sales and costs of sales of crude and
lubrication oils due to significant fluctuations in the period-to-period level
of our marketing activities for these products and the underlying commodity
prices. Additionally, our management uses the non-GAAP measure of
margin to evaluate the financial performance of the Upstream segment because it
excludes expenses that are not directly related to the marketing activities
being evaluated. A reconciliation of non-GAAP margin to GAAP segment
operating income is provided in the Operating Data table (see Exhibit 99.1)
accompanying the earnings release.
Gross
margin and average daily rate
. Gross margin of our Marine Services
business segment is calculated as marine transportation revenues less related
operating expenses and operating fuel and power. Average daily rate
is calculated as gross margin for the Marine Services segment divided by fleet
operating days. We believe these non-GAAP measures of gross margin and
average daily rate are meaningful measures of the financial performance of our
Marine Services business, in which we provide services under different types of
contracts with varying arrangements for the payment of fuel costs and other
operational fees. These non-GAAP measures allow for comparability of
results across different contracts within a given period, as well as between
periods. Furthermore, our management uses these non-GAAP measures to
assist them in evaluating results of the Marine Services segment and making
decisions regarding the use and deployment of our marine vessels. A
reconciliation of non-GAAP gross margin to GAAP segment operating income
and the calculation of average daily rate is provided in the Operating Data
table (see Exhibit 99.1) accompanying the earnings release.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
|
Description
|
|
|
99.1
|
TEPPCO
Partners, L.P. press release dated July 30,
2009.
|
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned hereunto duly
authorized.
|
|
|
|
|
TEPPCO
PARTNERS, L.P.
|
|
|
|
|
|
By:
Texas Eastern Products Pipeline Company, LLC,
its
General Partner
|
|
|
|
|
|
|
|
|
|
Date:
July 30, 2009
|
|
By:
|
/s/
Tracy E.
Ohmart
|
|
|
Name:
|
Tracy
E. Ohmart
|
|
|
Title:
|
Acting
Chief Financial Officer, Controller,
|
|
|
|
Assistant
Secretary and Assistant
Treasurer
|
Exhibit
Index
Exhibit No.
|
Description
|
|
|
99.1
|
TEPPCO
Partners, L.P. press release dated July 30,
2009.
|
Teppco Partners (NYSE:TPP)
Historical Stock Chart
From Jun 2024 to Jul 2024
Teppco Partners (NYSE:TPP)
Historical Stock Chart
From Jul 2023 to Jul 2024