(TSX: TWM)
CALGARY,
AB, May 9, 2024 /CNW/ - Tidewater Midstream
and Infrastructure Ltd. ("Tidewater" or the "Corporation") (TSX:
TWM) has filed its interim consolidated financial statements and
Management Discussion and Analysis ("MD&A") for the three month
period ended March 31, 2024.
FIRST-QUARTER 2024 HIGHLIGHTS
- Net Income attributable to shareholders increased by
$13.5 million to a net loss of
$11.3 million in the first quarter
2024, from a net loss of $24.8
million in the same period of 2023. The improvement was
primarily driven by favorable changes in the fair value of
derivatives, the gain on sale of the AltaGas Ltd. ("AltaGas")
common shares, and higher operating income, offset in part by the
sale of the Pipestone
facilities.
- As disclosed at year end 2023, on January 9, 2024, Tidewater monetized its AltaGas
common shares for net proceeds of $341.6
million. These proceeds were used to further reduce credit
facility debt and working capital.
- Consolidated adjusted EBITDA(1) was $39.8 million for the first quarter of 2024,
compared to $48.9 million during the
first quarter of 2023. The decrease is primarily driven by the sale
of the Pipestone and Dimsdale
facilities to AltaGas.
- On March 31, 2024, the Tidewater
Midstream Senior Credit Facility was elevated by approximately
$26 million due to timing of accounts
receivable settlements. As of May 3,
2024, the balance drawn on the facility was approximately
$85 million.
- G&A cost cutting initiatives are expected to result in
savings of $5 million for 2024, and
$7 million on a run-rate basis.
- Subsequent to the quarter, in early May, Tidewater successfully
completed a significant three week turnaround at the Brazeau River
Complex and Fractionation Facility (the "BRC") safely, on time and
on budget. As part of the turnaround, the Corporation identified
various operational savings of approximately $6 million annually, and capital savings of
approximately $5 million.
- During the first quarter of 2024, the Renewable Diesel &
Renewable Hydrogen Complex (the "HDRD Complex") averaged daily
throughput of approximately 2,120 bbl/d, representing a 71%
utilization rate. Operating results for April 2024 show continued improvement, with a
utilization rate of approximately 95%. The HDRD Complex is expected
to exceed a full-year utilization rate of 85%, representing an
average daily throughput of 2,550 bbl/d (previously 2,400-2,600
bbl/d).
- Tidewater Renewables Ltd. ("Tidewater Renewables") made
significant progress on the front-end engineering design ("FEED")
of the proposed 6,500 bbl/d sustainable aviation fuel ("SAF")
project. This included integrating lessons learned from the HDRD
Complex into the SAF project's design basis. During the first
quarter of 2024, the Corporation received emissions credits for
achieving its first milestone under an executed incentive
agreement. These credits were sold under a previously announced
purchase agreement. The Corporation continues to progress
commercial arrangements and is evaluating potential offtake
agreements for the SAF project. The SAF project remains subject to
a final investment decision, which is expected in 2025.
"Our downstream and midstream assets performed well during the
first quarter. The ramp up at the HDRD Complex and strong
throughput performance at the Prince George Refinery ("PGR"),
resulted in improved operating results in the quarter. We've
started executing on our operation and administrative efficiency
initiatives which we expect will save $13
million on an annual run-rate basis." stated Jeremy Baines, CEO.
(1)
|
Non-GAAP financial
measure. See the "Non-GAAP Measures" section of this news
release.
|
CONSOLIDATED AND DECONSOLIDATED FINANCIAL HIGHLIGHTS
|
Three months ended
March 31
|
|
Tidewater
Deconsolidated
(2)
|
Tidewater
Consolidated
|
(in millions of
Canadian dollars except per share information)
|
|
2024
|
|
2023
|
|
2024
|
|
2023
|
Net loss attributable
to shareholders
|
$
|
(20.0)
|
$
|
(12.9)
|
$
|
(11.3)
|
$
|
(24.8)
|
Net loss attributable
to shareholders per
share - basic
|
$
|
(0.05)
|
$
|
(0.03)
|
$
|
(0.03)
|
$
|
(0.06)
|
Adjusted EBITDA
(1)
|
$
|
14.5
|
$
|
36.3
|
$
|
39.8
|
$
|
48.9
|
Distributable cash flow
attributable to shareholders (1)
|
$
|
(3.0)
|
$
|
(2.1)
|
$
|
5.8
|
$
|
1.5
|
Distributable cash flow
per share – basic (1)
|
$
|
(0.01)
|
$
|
-
|
$
|
0.01
|
$
|
-
|
Net debt
(3)
|
$
|
194.2
|
$
|
563.8
|
$
|
501.1
|
$
|
842.4
|
Total capital
expenditures
|
$
|
2.3
|
$
|
21.9
|
$
|
8.1
|
$
|
106.1
|
(1)
Non-GAAP financial measures. See the
"Non-GAAP Measures" section of this news release.
(2)
Deconsolidated results exclude the
results of Tidewater Renewables. See the "Non-GAAP Measures"
section of this news release for information on deconsolidated
measures.
(3)
Capital management measure. See the
"Non-GAAP Measures" section of this news release.
|
STRATEGIC UPDATE
Tidewater's strategy is supported by three key operational
initiatives: maintaining safe and reliable operations, generating
return on assets through maximizing facility throughput and
optimizing our existing asset base, and achieving synergies through
corporate integration. The following progress was made on these
initiatives in 2024 year to date:
Maintain safe and
reliable operations
|
- No lost time
incidents during Q1 2024.
- BRC turnaround was
completed on time and on budget.
- During Q1 2024, the
HDRD Complex ramped up to design capacity, as the team worked
through start-up challenges. We closed out Q1 2024 operating at
design capacity and we expect to be operating at design capacity
for the remainder of 2024.
|
Return on assets
and
optimizing existing asset
base
|
- New downstream
customer serviced using the infrastructure of the HDRD Complex and
the PGR beginning in Q1 2024.
- Initiated FEED
study for a SAF project which will leverage existing knowledge
gained from the HDRD Complex build. The FEED study was funded
through the sale of capital emission credits.
- Continued the
engineering and site evaluation for the SAF project.
- Began executing on
operating and maintenance optimization initiatives and realized $5
million of maintenance capital savings and $6 million of run rate
operational cost savings.
|
Corporate
integration and
synergies
|
- Implemented
efficiency initiatives are expected to result in profitability
improvements of $5 million through a reduction in G&A
expenditures for 2024 and $7 million on a run rate
basis.
- Continuing to
initiate additional profitability enhancement
initiatives.
|
|
|
Three months
ended
March 31,
|
(in millions of
Canadian dollars)
|
|
2024
|
|
2023
|
Growth capital
(1)
|
$
|
5.9
|
$
|
92.1
|
Maintenance capital
(1)
|
|
2.2
|
|
14.0
|
Total capital
expenditures
|
$
|
8.1
|
$
|
106.1
|
Capital emissions
credits awarded (2)
|
$
|
(20.7)
|
$
|
(2.0)
|
(1)
|
Supplementary financial
measures. See the "Non-GAAP Measures" section of this news
release.
|
(2)
|
During the three months
ended March 31, 2024, $2.3 million of capital emission credits were
monetized.
|
DOWNSTREAM
PGR
During the first quarter of 2024, the PGR had strong operational
performance with throughput of 12,399 bbl/day, 6% higher than first
quarter of 2023, and relatively consistent with fourth quarter of
2023. PGR was impacted by lower crack spreads of
approximately $88/bbl, compared to
approximately $90/bbl in the
comparative period, representing a 2% decrease from the same
quarter in the prior year.
There were zero recordable incidents during the first
quarter.
HDRD Complex
During the first quarter of 2024, the HDRD Complex averaged
daily throughput of approximately 2,120 bbl/d, representing a 71%
utilization rate. Initial operating results for April 2024 show continued improvement, with a
utilization rate of approximately 95%. We expect the HDRD
Complex to exceed a full-year utilization rate of 85%, representing
an average daily throughput of 2,550 bbl/d (previously 2,400-2,600
bbl/d).
PGR Historical Performance:
|
Q2
2022
|
Q3
2022
|
Q4
2022
|
Q1
2023
|
Q2
2023
|
Q3
2023
|
Q4
2023
|
Q1
2024
|
Daily throughput
(bbl)
|
11,810
|
11,860
|
11,715
|
11,700
|
4,363
|
12,756
|
12,242
|
12,399
|
Refinery Yield
(1)
|
|
|
|
|
|
|
|
|
Diesel
|
44 %
|
45 %
|
47 %
|
45 %
|
46 %
|
44 %
|
48 %
|
46 %
|
Gasoline
|
42 %
|
41 %
|
42 %
|
42 %
|
41 %
|
42 %
|
40 %
|
41 %
|
Other
(2)
|
14 %
|
14 %
|
11 %
|
13 %
|
13 %
|
14 %
|
12 %
|
13 %
|
(1)
|
Refinery yield includes
crude, canola and intermediates.
|
(2)
|
Other refers to heavy
fuel oil (HFO), liquified petroleum gas and feedstock consumed to
fuel the refinery.
|
MIDSTREAM
During the first quarter of 2024, total throughput volumes at
the midstream facilities were approximately 302 MMcf/day, compared
to 357 MMcf/day in the same period of 2023, excluding the results
of the Pipestone natural gas
plant. The lower throughput was primarily driven by lower straddle
volumes through the BRC and lower throughput at the Ram River Gas
Plant as additional volume was temporarily routed through the plant
in the first quarter of 2023 due to outages at third party
facilities in the region.
Midstream Gas Plant Volumes:
|
Q2
2022
|
Q3
2022
|
Q4
2022
|
Q1
2023
|
Q2
2023
|
Q3
2023
|
Q4
2023
|
Q1
2024
|
Gross throughput
(MMcf/d)
|
424
|
413
|
436
|
461
|
387
|
407
|
398
|
302
|
Pipestone(1)
|
101
|
69
|
89
|
104
|
97
|
95
|
90
|
N/A
|
BRC(2)
|
145
|
161
|
159
|
158
|
98
|
155
|
134
|
134
|
Ram River
|
78
|
102
|
104
|
112
|
110
|
88
|
96
|
96
|
Other(3)
|
100
|
81
|
84
|
87
|
82
|
69
|
78
|
72
|
(1)
Pipestone inlet volumes included up to
December 31, 2023.
|
(2)
BRC Inlet volumes include volumes at the
BRC straddle plant.
(3)
Inlet volumes include throughput at
Tidewater's extraction facilities
|
Brazeau River Complex and Fractionation Facility
The BRC gas processing facility had throughput of 134 MMcf/day
in the first quarter of 2024, consistent with the fourth quarter of
2023, and 24 MMcf/d lower compared to 158 MMcf/day in the first
quarter of 2023, primarily due to reduced straddle volumes coming
through the facility. The BRC fractionation facility utilization
averaged 83% in the first quarter of 2024, compared to 87%
utilization in the fourth quarter of 2023, and 76% in the first
quarter of 2023. Fractionation facility utilization varied over the
periods largely due to the gas composition coming into facility
which impacted the volume of liquids available for NGL recovery.
Utilization in the current period compared to the first quarter of
2023 was also favorably impacted by higher trucked-in volume.
Subsequent to the quarter, Tidewater commenced the three-week
scheduled turnaround at BRC, which will impact operating results
during the second quarter of 2024. The turnaround was completed
safely, on budget and on schedule, with operations ramping back up
early in May.
Ram River Gas Plant
The Ram River Gas Plant had throughput of 96 MMcf/d in the first
quarter of 2024, consistent with the fourth quarter of 2023, and 16
MMcf/d lower compared to 112 MMcf/d in the first quarter of 2023.
During the first quarter of 2023, outages at third party facilities
in the region brought additional volumes to the Ram River Gas Plant
on a temporary basis.
Tidewater is actively working with local third parties to
increase throughput volumes, enhance overall regional processing
efficiencies and maximize contracted revenues with the plant's
sulphur handling infrastructure.
OUTLOOK AND CAPITAL PROGRAM
Following the BRC turnaround and its return to run rate
operations, as well as continued consistent performance at the PGR
and the HDRD Complex, assuming crack spreads average in the
$80-$90
per barrel range, and BC LCFS credits are priced between
$450 - $500, the Corporation expects 2024 consolidated
adjusted EBITDA(1) to be in the range of $150-170 million.
The Corporation continues to optimize administrative costs as
well as facility operating costs, advance the refinancings of both
the Tidewater Renewables Senior Credit Facility and the Tidewater
Midstream convertible debentures and progress the engineering
design on its announced SAF project.
Tidewater's 2024 maintenance capital program is weighted to the
first half of the year, focused primarily on the BRC turnaround
with full year expected consolidated maintenance capital to be
$35-40 million. The BRC
turnaround was completed safely, on budget and on schedule, and
operations are ramping back up early in May.
(1)
|
Non-GAAP financial
measure. See the "Non-GAAP Measures" section of this news
release.
|
FIRST QUARTER 2024 EARNINGS CALL
In conjunction with the earnings release, Tidewater's executives
will hold a call to review its first quarter 2024 results via
conference call on Thursday, May 9, 2024 at 11:00 am
MDT (1:00 pm EDT).
To access the conference call by telephone, dial 416-764-8659
(local / international participant dial in) or 1-888-664-6392
(North American toll-free participant dial in). A question and
answer session for analysts will follow the management's
presentation.
A live audio webcast of the conference call will be available by
following this
link: https://app.webinar.net/1jODNAxwA5V and will
also be archived there for 90 days.
For those accessing the call via Cision's investor website, we
suggest logging in at least 15 minutes prior to the start of the
live event. For those dialing in, participants should ask to join
the Tidewater Midstream and Infrastructure Ltd. earnings call.
ABOUT TIDEWATER MIDSTREAM
Tidewater is traded on the TSX under the symbol "TWM".
Tidewater's business objective is to build a diversified midstream
and infrastructure company in the North American natural gas,
natural gas liquids, crude oil, refined product and renewable
energy value chain. Its strategy is to profitably grow and create
shareholder value through the acquisition and development of
conventional and renewable energy infrastructure.
To achieve its business objective, Tidewater is focused on
providing customers with a full service, vertically integrated
value chain through the acquisition and development of energy
infrastructure, including downstream facilities, natural gas
processing facilities, natural gas liquids infrastructure,
pipelines, railcars, export terminals, storage, and various
renewable initiatives. To complement its infrastructure asset base,
the Corporation also markets crude, refined products, natural gas,
natural gas liquids and renewable products and services to
customers across North America.
Tidewater is a majority shareholder in Tidewater
Renewables, a multi-faceted energy transition company focusing
on the production of low carbon fuels. Tidewater Renewables' common
shares are publicly traded on the TSX under the symbol "LCFS".
NON-GAAP MEASURES
Throughout this news release and in other materials disclosed by
the Corporation, Tidewater uses a number of non-GAAP financial
measures, non-GAAP financial ratios, capital management measures,
and supplemental financial measures when assessing its results and
measuring overall performance. The intent of these non-GAAP
measures and ratios is to provide additional useful information to
investors and analysts. Certain of these measures and ratios do not
have a standardized meaning prescribed by GAAP and are therefore
unlikely to be comparable to similar measures and ratios presented
by other entities. As such, these non-GAAP measures and ratios
should not be considered in isolation or used as a substitute for
measures and ratios of performance prepared in accordance with
GAAP. Except as otherwise indicated, these financial measures will
be calculated and disclosed on a consistent basis from period to
period. Specific adjusting items may only be relevant in certain
periods. The following are the Corporations' non-GAAP financial
measures, non-GAAP ratios, capital management measures, and
supplementary measures.
Non-GAAP Financial Measures
Consolidated and deconsolidated adjusted EBITDA
Consolidated adjusted EBITDA is calculated as net (loss) income
before finance costs, taxes, depreciation, share-based
compensation, unrealized gains and losses on derivative contracts,
transaction costs, gains and losses on the sale of assets, and
other items considered non-recurring in nature plus the
Corporation's proportionate share of EBITDA in its equity
investments. Deconsolidated adjusted EBITDA is calculated as
consolidated adjusted EBITDA less the portion of consolidated
adjusted EBITDA attributable to Tidewater Renewables.
In accordance with IFRS, Tidewater's jointly controlled
investments are accounted for using equity accounting. Under equity
accounting, net earnings from investments in equity accounted
investees are recognized in a single line item in the consolidated
statement of net (loss) income and comprehensive (loss) income. The
adjustments made to net (loss) income, as described above, are also
made to share of profit from investments in equity accounted
investees.
Consolidated adjusted EBITDA is used by management to set
objectives, make operating and capital investment decisions,
monitor debt covenants and assess performance. In addition to its
use by management, Tidewater also believes consolidated adjusted
EBITDA is a measure widely used by securities analysts, investors,
lending institutions, and others to evaluate the financial
performance of the Corporation and other companies in the midstream
industry. From time to time, the Corporation issues guidance on
this key measure. As a result, consolidated adjusted EBITDA is
presented as a relevant measure in this news release and the
MD&A to assist analysts and readers in assessing the
performance of the Corporation as seen from management's
perspective. In addition to reviewing consolidated adjusted EBITDA,
management reviews deconsolidated adjusted EBITDA to highlight the
Corporation's performance, excluding the portion of consolidated
adjusted EBITDA attributable to Tidewater Renewables. Investors
should be cautioned that consolidated adjusted EBITDA and
deconsolidated adjusted EBITDA should not be construed as
alternatives to net (loss) income, net cash provided by operating
activities or other measures of financial results determined in
accordance with GAAP as an indicator of the Corporation's
performance and may not be comparable to companies with similar
calculations.
The following table reconciles net (loss) income, the nearest
GAAP measure, to adjusted EBITDA:
|
Three months ended
March 31,
|
(in millions of
Canadian dollars)
|
|
2024
|
|
2023
|
Net (loss)
income
|
$
|
(9.7)
|
$
|
(31.0)
|
Deferred
income tax recovery
|
|
-
|
|
(9.0)
|
Depreciation
|
|
23.2
|
|
21.9
|
Finance
costs and other
|
|
21.6
|
|
24.1
|
Share-based compensation
|
|
2.8
|
|
4.0
|
Loss on
sale of assets
|
|
-
|
|
2.0
|
Unrealized
loss on derivative contracts
|
|
1.4
|
|
34.5
|
Realized
gain on marketable securities
|
|
(5.0)
|
|
-
|
Transaction costs
|
|
1.3
|
|
0.4
|
Non-recurring
transactions
|
|
4.5
|
|
1.3
|
Adjustment
to share of profit from equity accounted investments
|
|
(0.3)
|
|
0.7
|
Consolidated
adjusted EBITDA
|
$
|
39.8
|
$
|
48.9
|
Less: Consolidated
adjusted EBITDA attributable to
Tidewater Renewables
|
|
(25.3)
|
|
(12.6)
|
Deconsolidated
adjusted EBITDA
|
$
|
14.5
|
$
|
36.3
|
Distributable cash flow and deconsolidated distributable
cash flow attributable to shareholders
Distributable cash flow attributable to shareholders is a
non-GAAP measure. Distributable cash flow is calculated as net cash
provided by (used in) operating activities before changes in
non-cash working capital, plus cash distributions from investments,
transaction costs, non-recurring transactions, and less other
expenditures that use cash from operations. Also deducted is the
distributable cash flow of Tidewater Renewables that is attributed
to non-controlling interest shareholders. Management believes
distributable cash flow is a useful metric for investors when
assessing the amount of cash flow generated from normal
operations.
Changes in non-cash working capital are excluded from the
determination of distributable cash flow because they are primarily
the result of seasonal fluctuations or other temporary changes and
are generally funded with short term debt or cash flows from
operating activities. Transaction costs are added back as they can
vary significantly based on the Corporation's acquisition and
disposition activity. Non-recurring transactions that do not
reflect Tidewater's ongoing operations are also excluded. Lease
payments, interest and financing charges, and maintenance capital
expenditures, including turnarounds, are deducted as they are
ongoing recurring expenditures which are funded from operating cash
flows.
Deconsolidated distributable cash flow is calculated by
subtracting the portion of Tidewater Renewables' distributable cash
flow that is attributed to shareholders of Tidewater from
distributable cash flow attributable to shareholders.
The following table reconciles net cash (used in) provided by
operating activities, the nearest GAAP measure, to distributable
cash flow and deconsolidated distributable cash flow:
|
Three months ended
March 31,
|
(in millions of
Canadian dollars)
|
|
2024
|
|
2023
|
Net cash (used in)
provided by operating activities
|
$
|
(29.3)
|
$
|
37.1
|
Add
(deduct):
|
|
|
|
|
Changes in non-cash
operating working capital
|
|
60.0
|
|
5.3
|
Transaction
costs
|
|
1.3
|
|
0.4
|
Non-recurring
transactions
|
|
4.5
|
|
1.3
|
Interest and financing
charges
|
|
(14.1)
|
|
(14.9)
|
Payment of lease
liabilities and other, net of sublease payments
|
|
(10.4)
|
|
(12.1)
|
Maintenance
capital
|
|
(2.2)
|
|
(14.0)
|
Tidewater Renewables'
distributable cash flow to
non-controlling
interest shareholders
|
|
(4.0)
|
|
(1.6)
|
Distributable cash
flow attributable to shareholders
|
$
|
5.8
|
$
|
1.5
|
Tidewater Renewables'
distributable cash flow attributed
to
shareholders of Tidewater
|
$
|
(8.8)
|
$
|
(3.6)
|
Deconsolidated
distributable cash flow attributable to
shareholders
|
$
|
(3.0)
|
$
|
(2.1)
|
Growth capital expenditures are generally funded from retained
operating cash flow and additional debt or equity, as required.
Non-GAAP Financial Ratios
Tidewater uses non-GAAP financial ratios to present aspects of
its financial performance or financial position, primarily
distributable cash flow per share.
Distributable cash flow and deconsolidated distributable cash
flow per share
Distributable cash flow and deconsolidated distributable cash
flow are non-GAAP financial measures. Distributable cash flow
per share is calculated as distributable cash flow attributable to
shareholders divided by the basic or diluted weighted average
number of common shares outstanding for the period. Deconsolidated
distributable cash flow per share is calculated as deconsolidated
distributable cash flow attributable to shareholders divided by the
basic or diluted weighted average number of common shares
outstanding for the period. Management believes that these measures
provide investors an indicator of funds generated from the business
that could be allocated to each shareholder's equity position.
|
Three months ended
March 31,
|
(in millions of
Canadian dollars except share and per share
information)
|
|
2024
|
|
2023
|
Distributable cash flow
attributable to shareholders
|
$
|
5.8
|
$
|
1.5
|
Deconsolidated
distributable cash flow attributable to shareholders
|
$
|
(3.0)
|
$
|
(2.1)
|
Weighted average common
shares outstanding – basic (millions)
|
|
428.2
|
|
424.6
|
Weighted average common
shares outstanding – diluted (millions)
|
|
428.2
|
|
424.6
|
Distributable cash flow
per share – basic and diluted
|
$
|
0.01
|
$
|
-
|
Deconsolidated
distributable cash flow per share – basic and diluted
|
$
|
(0.01)
|
$
|
-
|
Capital Management Measures
Tidewater's methods for managing capital and liquidity are
discussed in the LIQUIDITY AND CAPITAL RESOURCES section of
the MD&A and within note 24 of the Financial Statements for the
year ended December 31, 2023.
Consolidated and deconsolidated net debt
Consolidated net debt is defined as bank debt, term debt, and
convertible debentures, less cash. Consolidated net debt is used by
the Corporation to monitor its capital structure and financing
requirements. It is also used as a measure of the Corporation's
overall financial strength.
In addition to reviewing consolidated net debt, management
reviews deconsolidated net debt to highlight Tidewater Midstream's
financial flexibility, balance sheet strength and leverage.
Deconsolidated net debt is calculated as consolidated net debt less
the portion attributable to Tidewater Renewables.
Consolidated and deconsolidated net debt exclude working
capital, lease liabilities and derivative contracts as the
Corporation monitors its capital structure based on deconsolidated
net debt to deconsolidated adjusted EBITDA, consistent with its
credit facility covenants as described in the LIQUIDITY AND
CAPITAL RESOURCES section.
The following table reconciles consolidated and deconsolidated
net debt:
(in millions of
Canadian dollars)
|
|
March
31,
2024
|
|
March
31,
2023
|
Tidewater Midstream
Senior Credit Facility
|
$
|
119.4
|
$
|
490.4
|
Tidewater Renewables
Senior Credit Facility
|
|
144.0
|
|
129.5
|
Tidewater Renewables
Term Debt Facility
|
|
175.0
|
|
150.0
|
Convertible debentures
- principal
|
|
75.0
|
|
75.0
|
Cash
|
|
(12.3)
|
|
(2.5)
|
Consolidated net
debt
|
$
|
501.1
|
$
|
842.4
|
Less: Tidewater
Renewables Senior Credit Facility
|
|
(144.0)
|
|
(129.5)
|
Less: Tidewater
Renewables Term Debt
Facility
|
|
(175.0)
|
|
(150.0)
|
Add: Tidewater
Renewables cash
|
|
12.1
|
|
0.9
|
Deconsolidated net
debt
|
$
|
194.2
|
$
|
563.8
|
Supplementary Financial Measures
"Growth capital" expenditures are generally defined as
expenditures which are recoverable or incrementally increase cash
flow or earnings potential of assets, expand the capacity of
current operations or significantly extend the life of existing
assets. This measure is used by the investment community to assess
the extent of discretionary capital spending.
"Maintenance capital" expenditures are generally defined as
expenditures which support and/or maintain the current capacity,
cash flow or earnings potential of existing assets without the
associated benefits characteristic of growth capital expenditures.
These expenditures include major inspections and overhaul costs
that are required on a periodic basis. This measure is used by the
investment community to assess the extent of non-discretionary
capital spending. Maintenance capital is included in the
calculation of distributable cash flow.
Deconsolidated "net (loss) income attributable to shareholders"
is comprised of net income or loss attributable to shareholders, as
determined in accordance with IFRS, less the net income or loss of
Tidewater Renewables attributed to the shareholders of
Tidewater.
Deconsolidated "net (loss) income attributable to shareholders –
per share" is calculated by dividing deconsolidated "net income or
loss attributable to shareholders" by the basic weighted average
number of Tidewater Midstream common shares outstanding for the
period.
Deconsolidated "Total capital expenditures" is comprised of
consolidated capital expenditures, as disclosed in Tidewater's
statement of cash flows, less the capital expenditures of Tidewater
Renewables.
OPERATIONAL DEFINITIONS
"bbl/d" means barrels per day; "MMcf/d" means million cubic feet
per day.
"Crack spread" refers to the general price differential between
crude oil and the petroleum products refined from
it.
"Refinery yield" (expressed as a percentage) represents the
percentage of finished product produced from inputs of crude oil
and renewable feedstock as well as intermediates. Refinery yields
are an important measure of refinery performance indicating the
outputs that running a particular feedstock and intermediates
through a refinery configuration will produce.
"Throughput" with respect to a natural gas plant, means inlet
volumes processed (including any off-load or reprocessed volumes);
with respect to a pipeline, the estimated natural gas or liquid
volume transported therein; and with respect to NGL processing
facilities, means the volume of inlet NGLs processed.
Advisory Regarding Forward-Looking Statements
Certain statements contained in this news release constitute
forward-looking statements and forward-looking information
(collectively referred to herein as, "forward-looking statements")
within the meaning of applicable Canadian securities laws. Such
forward-looking statements relate to future events, conditions or
future financial performance of Tidewater based on future economic
conditions and courses of action. All statements other than
statements of historical fact may be forward-looking statements.
Such forward-looking statements are often, but not always,
identified by the use of any words such as "seek", "anticipate",
"budget", "plan", "continue", "forecast", "estimate", "expect",
"may", "will", "project", "predict", "potential", "targeting",
"intend", "could", "might", "should", "believe", "will likely
result", "are expected to", "will continue", "is anticipated",
"believes", "estimated", "intends", "plans", "projection",
"outlook" and similar expressions. These statements involve known
and unknown risks, assumptions, uncertainties and other factors
that may cause actual results or events to differ materially from
those anticipated in such forward-looking statements. The
Corporation believes the expectations reflected in those
forward-looking statements are reasonable, but no assurance can be
given that these expectations will prove to be correct and such
forward-looking statements included in this news release should not
be unduly relied upon.
In particular, this news release contains forward-looking
statements pertaining to but not limited to the following:
- expectations regarding G&A cost cutting initiatives;
- expectations regarding operational and capital savings at the
BRC;
- Tidewater's consolidated adjusted EBITDA guidance for
2024;
- the effect of various savings, optimization and profitability
enhancement initiatives;
- estimated throughput and utilization;
- Tidewater's business strategy;
- the ongoing development of the SAF project and associated
commercial arrangements;
- the refinancing of the Tidewater Renewables Senior Credit
Facility and the Tidewater Midstream convertible debentures;
- Tidewater's deconsolidated maintenance capital guidance for
2024;
- operations and performance at the BRC, PGR and HDRD complex;
and
- Tidewater's ongoing efforts at the Ram River natural gas
processing facility to work with local third parties to increase
throughput volumes, enhance overall regional processing
efficiencies and maximize contracted revenues with the plant's
sulphur handling infrastructure.
Although the forward-looking statements contained in this news
release are based upon assumptions which management of the
Corporation believes to be reasonable, the Corporation cannot
assure investors that actual results will be consistent with these
forward-looking statements. With respect to forward-looking
statements contained in this news release, the Corporation has
assumptions regarding, but not limited to:
- Tidewater's ability to execute on its business plan;
- the timely receipt of all governmental and regulatory approvals
sought by the Corporation;
- that PGR crack spreads remain strong and refined product demand
continues to increase;
- general economic and industry trends;
- future commodity prices, including natural gas, crude oil, NGL
and renewable energy prices;
- BC LCFS credits are thinly traded and prices can be
volatile;
- future prices of British
Columbia low carbon fuel standard credits;
- impacts of commodity prices and demand on the Corporation's
working capital requirements;
- continuing government support for existing policy
initiatives;
- processing and marketing margins;
- impacts of seasonality and climate disruptions;
- future capital expenditures to be made by the Corporation;
- foreign currency, exchange and interest rates, and expectations
relating to inflation;
- that there are no unforeseen events preventing the performance
of contracts;
- the availability of equipment and personnel required for
Tidewater to execute its business plan;
- the amount of future liabilities relating to lawsuits and
environmental incidents and the availability of coverage under the
Corporation's insurance policies;
- volume demands from the PGR are consistent with forecasts;
- successful negotiation and execution of agreements with
counterparties;
- oil and gas industry exploration and development activity and
the geographic region of such activity;
- the Corporation's ability to obtain and retain qualified staff
and equipment in a timely and cost-effective manner;
- the amount of operating costs to be incurred;
- that there are no unforeseen costs relating to the facilities,
not recoverable from customers;
- distributable cash flow and net cash provided by operating
activities are consistent with expectations;
- the ability to obtain additional financing on satisfactory
terms;
- the availability of capital to fund future capital requirements
relating to existing assets and projects;
- the ability of Tidewater to successfully market its
products;
- credit rating changes;
- the successful integration of acquisitions and projects into
the Corporation's existing business; and
- the Corporation's future debt levels and the ability of the
Corporation to repay its debt when due.
The Corporation's actual results could differ materially from
those anticipated in the forward-looking statements, as a result of
numerous known and unknown risks and uncertainties and other
factors including but not limited to:
- changes in demand for refined and renewable products;
- general economic, political, market and business conditions,
including fluctuations in interest rates, foreign exchange rates,
stock market volatility, supply/demand trends, armed hostilities,
acts of war, terrorism, cyberattacks, diplomatic developments and
inflationary pressures;
- activities of producers and customers and overall industry
activity levels;
- failure to negotiate and conclude any required commercial
agreements;
- non-performance of agreements in accordance with their
terms;
- failure to execute formal agreements with counterparties in
circumstances where letters of intent or similar agreements have
been executed and announced by Tidewater;
- failure to close transactions as contemplated and in accordance
with negotiated terms;
- the conflict in Ukraine and
the corresponding impact on supply chains and the global
economy;
- risks of health epidemics, pandemics, public health
emergencies, quarantines, and similar outbreaks, including
COVID-19, which may have sustained material adverse effects on the
Corporation's business financial position results of operations
and/or cash flows;
- changes in environmental and other laws and regulations or the
interpretations of such laws or regulations;
- cost of compliance with applicable regulatory regimes,
including, but not limited to, environmental laws and regulations,
including greenhouse gas emissions;
- Indigenous and landowner consultation requirements;
- climate change initiatives or policies or increased
environmental regulation;
- that receipt of third party, regulatory, environmental and
governmental approvals and consents relating to Tidewater's capital
projects can be obtained on the necessary terms and in a timely
manner;
- that the resolution of any particular legal proceedings could
have an adverse effect on the Corporation's operating results or
financial performance;
- competition for, among other things, business capital,
acquisition opportunities, requests for proposals, materials,
equipment, labour and skilled personnel;
- the ability to secure land and water, including obtaining and
maintaining land access rights;
- operational matters, including potential hazards inherent in
the Corporation's operations and the effectiveness of health,
safety, environmental and integrity programs;
- actions by governmental authorities, including changes in
regulation, tariffs and taxation;
- changes in operating and capital costs, including fluctuations
in input costs;
- legal risks and environmental risks and hazards, including
risks inherent in the transportation of NGLs and refining of light
crude oils which may create liabilities to the Corporation in
excess of the Corporation's insurance coverage, if any;
- actions by joint venture partners or other partners which hold
interests in certain of the Corporation's assets;
- reliance on key relationships and agreements;
- losses of key customers;
- construction and engineering variables associated with capital
projects, including the availability of contractors, engineering
and construction services, accuracy of estimates and schedules, and
the performance of contractors;
- the availability of capital on acceptable terms;
- changes in the credit-worthiness of counterparties;
- changes in the credit rating of the Corporation, and the
impacts of this on the Corporation's access to private and public
credit markets in the future and increase the costs of borrowing;
- adverse claims made in respect of the Corporation's properties
or assets;
- risks and liabilities associated with the transportation of
dangerous goods and derailments;
- effects of weather conditions (such severe weather or
catastrophic events including, but not limited to, fires, floods,
lightning, earthquakes, extreme cold weather, storms or
explosions);
- reputational risks;
- reliance on key personnel;
- technology and security risks, including cybersecurity;
- potential losses which would stem from any disruptions in
production, including work stoppages or other labour difficulties,
or disruptions in the transportation network on which the
Corporation is reliant;
- technical and processing problems, including the availability
of equipment and access to properties;
- changes in gas composition; and
- failure to realize the anticipated benefits of
acquisitions.
The foregoing lists are not exhaustive. Additional information
on these and other factors which could affect the Corporation's
operations or financial results are included in the Corporation's
most recent AIF and in other documents on file with the Canadian
securities regulatory authorities.
Management of the Corporation has included the above summary of
assumptions and risks related to forward-looking statements
provided in this news release in order to provide holders of common
shares in the capital of the Corporation with a more complete
perspective on the Corporation's current and future operations and
such information may not be appropriate for other purposes.
The financial outlook information contained in this news release
about consolidated adjusted EBITDA and maintenance capital
activities is based on assumptions about future
events, including economic conditions and proposed courses of
action, based on management's assessment of the relevant
information currently available. Additionally, the financial
outlook information contained in this news release is subject
to the risk factors described above in respect of
forward-looking information generally as well as any other specific
assumptions and risk factors in relation to such financial
outlook noted in this news release. Accordingly, readers are
cautioned that the financial outlook information contained in this
news release should not be used for purposes other than for
which it is disclosed herein. The financial outlook
information contained in this news release was approved by
management as of the date such outlook financial outlook
information was announced and was provided for the purpose of
providing further information about Tidewater's current
expectations and plans for the future.
The Corporation's actual results' performance or achievement
could differ materially from those expressed in, or implied by,
these forward-looking statements and, accordingly, no assurance can
be given that any of the events anticipated by the forward-looking
statements will transpire or occur, or if any off them do so, what
benefits the Corporation will derive therefrom. Readers are
therefore cautioned that the foregoing list of important factors is
not exhaustive, and they should not unduly rely on the
forward-looking statements included in this news release. Tidewater
does not undertake any obligation to update publicly or to revise
any of the included forward-looking statements, whether as a result
of new information, future events or otherwise, other than as
required by applicable securities law. All forward-looking
statements contained in this news release are expressly qualified
by this cautionary statement.
Further information about factors affecting forward-looking
statements and management's assumptions and analysis thereof is
available in filings made by the Corporation with Canadian
provincial securities commissions available on the System for
Electronic Document Analysis and Retrieval ("SEDAR+") at
www.sedarplus.ca.
SOURCE Tidewater Midstream and Infrastructure Ltd.