EX-99.1 2 hepq32015earningsrelease.htm EXHIBIT 99.1 Exhibit



Earnings Release
November 4, 2015
Holly Energy Partners, L.P. Reports Third Quarter Results
Dallas, Texas -- Holly Energy Partners, L.P. (“HEP” or the “Partnership”) (NYSE:HEP) today reported financial results for the third quarter of 2015. For the quarter, distributable cash flow was $50.3 million, up $4.7 million, or 10% compared to the third quarter of 2014. HEP announced its 44th consecutive distribution increase on October 22, 2015, raising the quarterly distribution from $0.545 to $0.555 per unit, which represents an increase of 6.2% over the distribution for the third quarter of 2014.
Net income attributable to Holly Energy Partners for the third quarter was $34.5 million ($0.40 per basic and diluted limited partner unit) compared to $29.7 million ($0.35 per basic and diluted limited partner unit) for the third quarter of 2014. The increase in earnings is primarily due to higher pipeline and terminal volumes and annual tariff increases.
Commenting on the third quarter of 2015, Mike Jennings, Chief Executive Officer, stated, “We are pleased our financial results for the third quarter of 2015 allowed us to maintain our record of raising quarterly distributions.  Recent performance and future prospects enabled us to raise our distribution by a full $0.01 per unit this quarter. HEP’s steady growth is supported by our fee-based commercial structure with underlying long-term minimum commitments by our key customers.
"We continue to leverage our logistic capabilities and HollyFrontier Corporation's refining footprint to create unique third party acquisition opportunities like our acquisition of a 50% interest in the Frontier Pipeline during the third quarter of 2015.  In addition, we completed our acquisition of dropdown assets including the naphtha fractionation and hydrogen generation units at HollyFrontier's El Dorado refinery as of November 1, 2015.  This acquisition, which is supported by a long-term contract with HollyFrontier, is 100% fee-based with no commodity risk or exposure, like all of HEP's past acquisitions from HollyFrontier.
"I am optimistic about HEP’s growth outlook given our talented employees, high quality assets in traditionally favorable geographic locations, and ongoing support from our general partner, HollyFrontier."
Third Quarter 2015 Revenue Highlights
Revenues for the quarter were $88.4 million, an increase of $6.3 million compared to the third quarter of 2014 due to the effect of higher pipeline volumes and annual tariff increases. Overall pipeline volumes were up 22% compared to the three months ended September 30, 2014, largely due to increased volumes from the New Mexico gathering system expansion.

•
Revenues from our refined product pipelines were $31.0 million, an increase of $2.3 million compared to the third quarter of 2014 mainly due to increased revenue from UNEV pipeline of $1.9 million in addition to increased volumes and annual tariff increases. Shipments averaged 197.8 mbpd compared to 188.0 mbpd for the third quarter of 2014.

•
Revenues from our intermediate pipelines were $7.5 million, an increase of $0.5 million, on shipments averaging 148.8 mbpd compared to 139.5 mbpd for the third quarter of 2014. Revenues increased mainly due to an increase in volumes and annual tariff increases.

•
Revenues from our crude pipelines were $17.4 million, an increase of $2.8 million, on shipments averaging 297.8 mbpd compared to 199.6 mbpd for the third quarter of 2014. Revenues increased mainly due to a $1.6 million increase in revenue from the New Mexico gathering system expansion.


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The increase in volumes is due to increased crude production in the Artesia Basin as well as the reversal of the Roadrunner pipeline, which made it possible for HFC to purchase and HEP to transport crude volumes in excess of HFC refining capacity.

•
Revenues from terminal, tankage and loading rack fees were $32.5 million, an increase of $0.7 million compared to the third quarter of 2014. Refined products terminalled in our facilities averaged 370.9 mbpd compared to 325.9 mbpd for the third quarter of 2014. Revenues increased due to our first quarter 2015 acquisition of an existing crude tank farm adjacent to HFC's El Dorado refinery as well as increased volumes and annual tariff increases.

Revenues for the three months ended September 30, 2015, include the recognition of $0.6 million of prior shortfalls billed to shippers in 2014 as they did not meet their minimum volume commitments within the contractual make-up period. As of September 30, 2015, shortfall deferred revenue in our consolidated balance sheet was $7.8 million. Such deferred revenue will be recognized in earnings either as (a) payment for shipments in excess of guaranteed levels, if and to the extent the pipeline system has the necessary capacity for shipments in excess of guaranteed levels, or (b) when shipping rights expire unused over the contractual make-up period.
Nine Months Ended September 30, 2015 Revenue Highlights
Revenues for the nine months ended September 30, 2015, were $261.6 million, an increase of $17.5 million compared to the nine months ended September 30, 2014. This is due principally to the effect of annual tariff increases and increased pipeline shipments largely due to increased volumes from the New Mexico gathering system expansion.
•
Revenues from our refined product pipelines were $96.8 million, an increase of $7.2 million primarily due to increased volumes and annual tariff increases. Shipments averaged 193.5 mbpd compared to 180.2 mbpd for the nine months ended September 30, 2014, largely due to lower volumes in the second quarter of 2014 resulting from major maintenance performed at Alon's Big Spring refinery as well as higher spot volumes on our UNEV pipeline.
•
Revenues from our intermediate pipelines were $21.5 million, a decrease of $0.1 million, on shipments averaging 143.4 mbpd compared to 140.5 mbpd for the nine months ended September 30, 2014. The decrease in revenue was due to the effects of a $0.7 million decrease in deferred revenue realized offset by higher volumes and annual tariff increases.
•
Revenues from our crude pipelines were $49.5 million, an increase of $9.3 million, on shipments averaging 292.2 mbpd compared to 185.1 mbpd for the nine months ended September 30, 2014. Revenues increased due to the annual tariff increases and increased volume in addition to $5.8 million in increased revenue from the New Mexico gathering system expansion.
•
Revenues from terminal, tankage and loading rack fees were $93.9 million, an increase of $1.1 million compared to the nine months ended September 30, 2014. This increase is due to annual fee increases and increased terminal volumes. Refined products terminalled in our facilities averaged 359.3 mbpd compared to 330.6 mbpd for the nine months ended September 30, 2014, largely due to lower volumes in the second quarter of 2014 resulting from major maintenance performed at Alon's Big Spring refinery.
Revenues for the nine months ended September 30, 2015, include the recognition of $8.6 million of prior shortfalls billed to shippers in 2014, as they did not meet their minimum volume commitments within the contractual make-up period.
Operating Costs and Expenses Highlights
Operating costs and expenses were $44.1 million and $133.1 million for the three and the nine months ended September 30, 2015, respectively, representing an increase of $0.9 million from the three months ended September 30, 2014, and an increase of $5.4 million from the nine months ended September 30, 2014. The increase for the nine months ended September 30, 2015, is primarily due to higher maintenance project expenses of $6.8 million and an increase in environmental remediation provisions, net of recovery from third


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parties, of $1.7 million offset by lower employee costs of $3.5 million as a result of the secondment of employees in El Dorado and Cheyenne.
Interest expense was $9.5 million and $27.3 million for the three and the nine months ended September 30, 2015, respectively, representing an increase of $0.9 million and a decrease of $0.1 million over the same periods of 2014. The increase for the three months ended September 30, 2015, is due to an increase in borrowings under our credit agreement. The decrease for the nine months ended September 30, 2015, is principally due to the early extinguishment of our 8.25% Senior Notes in March 2014.
We have scheduled a webcast conference call today at 4:00 PM Eastern Time to discuss financial results. This webcast may be accessed at: https://event.webcasts.com/starthere.jsp?ei=1079834.
An audio archive of this webcast will be available using the above noted link through November 18, 2015.


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About Holly Energy Partners, L.P.
Holly Energy Partners, L.P., headquartered in Dallas, Texas, provides petroleum product and crude oil transportation, terminalling, storage and throughput services to the petroleum industry, including HollyFrontier Corporation subsidiaries. The Partnership owns and operates petroleum product and crude gathering pipelines, tankage and terminals in Texas, New Mexico, Arizona, Washington, Idaho, Oklahoma, Utah, Wyoming and Kansas. In addition, the Partnership owns a 75% interest in UNEV Pipeline, LLC, the owner of a Holly Energy operated refined products pipeline running from Salt Lake City, Utah to Las Vegas, Nevada, and related product terminals; a 50% interest in Frontier Pipeline Company, the owner of a 289-mile crude oil pipeline running from Casper, Wyoming to Frontier Station, Utah; and a 25% interest in SLC Pipeline LLC, the owner of a 95-mile intrastate pipeline system serving refineries in the Salt Lake City, Utah area.

HollyFrontier Corporation, headquartered in Dallas, Texas, is an independent petroleum refiner and marketer that produces high value light products such as gasoline, diesel fuel, jet fuel and other specialty products. HollyFrontier operates through its subsidiaries a 135,000 barrels-per-stream-day (“bpsd”) refinery located in El Dorado, Kansas, a 125,000 bpsd refinery in Tulsa, Oklahoma, a 100,000 bpsd refinery located in Artesia, New Mexico, a 52,000 bpsd refinery located in Cheyenne, Wyoming, and a 31,000 bpsd refinery in Woods Cross, Utah. HollyFrontier markets its refined products principally in the Southwest U.S., the Rocky Mountains extending into the Pacific Northwest and in other neighboring Plains states. A subsidiary of HollyFrontier also owns a 39% interest (including the general partner interest) in Holly Energy Partners, L.P.

The statements in this press release relating to matters that are not historical facts are “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements use words such
as “anticipate,” “project,” “expect,” “plan,” “goal,” “forecast,” “intend,” “should,” “would,” “could,” “believe,” “may,” and similar expressions and statements regarding our plans and objectives for future operations. These statements are based on our beliefs and assumptions and those of our general partner using currently
available information and expectations as of the date hereof, are not guarantees of future performance and
involve certain risks and uncertainties. Although we and our general partner believe that such expectations
reflected in such forward-looking statements are reasonable, neither we nor our general partner can give assurance that our expectations will prove to be correct. All statements concerning our expectations for future results of operations are based on forecasts for our existing operations and do not include the potential
impact of any future acquisitions. Our forward-looking statements are subject to a variety of risks, uncertainties and assumptions. If one or more of these risks or uncertainties materialize, or if underlying assumptions prove incorrect, our actual results may vary materially from those anticipated, estimated, projected or expected. Certain factors could cause actual results to differ materially from results anticipated in the forward-looking-statements. These factors include, but are not limited to:

•
risks and uncertainties with respect to the actual quantities of petroleum products and crude oil shipped on our pipelines and/or terminalled, stored and throughput in our terminals;
•
the economic viability of HollyFrontier Corporation, Alon USA, Inc. and our other customers;
•
the demand for refined petroleum products in markets we serve;
•
our ability to purchase and integrate future acquired operations;
•
our ability to complete previously announced or contemplated acquisitions;
•
the availability and cost of additional debt and equity financing;
•
the possibility of reductions in production or shutdowns at refineries utilizing our pipeline and terminal facilities;
•
the effects of current and future government regulations and policies;
•
our operational efficiency in carrying out routine operations and capital construction projects;
•
the possibility of terrorist attacks and the consequences of any such attacks;
•
general economic conditions; and
•
other financial, operations and legal risks and uncertainties detailed from time to time in our Securities and Exchange Commission filings.

The forward-looking statements speak only as of the date made and, other than as required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of
new information, future events or otherwise.



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RESULTS OF OPERATIONS (Unaudited)
       
Income, Distributable Cash Flow and Volumes
The following tables present income, distributable cash flow and volume information for the three and the nine months ended September 30, 2015 and 2014.
 
Three Months Ended September 30,
 

Change from
 
2015
 
2014
 
2014
 
(In thousands, except per unit data)
Revenues
 
 
 
 
 
Pipelines:
 
 
 
 
 
Affiliates – refined product pipelines
$
19,945

 
$
17,811

 
$
2,134

Affiliates – intermediate pipelines
7,488

 
7,038

 
450

Affiliates – crude pipelines
17,393

 
14,557

 
2,836

 
44,826

 
39,406

 
5,420

   Third parties – refined product pipelines
11,095

 
10,939

 
156

 
55,921

 
50,345

 
5,576

Terminals, tanks and loading racks:
 
 
 
 
 
Affiliates
28,890

 
28,044

 
846

Third parties
3,578

 
3,741

 
(163
)
 
32,468

 
31,785

 
683

Total revenues
88,389

 
82,130

 
6,259

Operating costs and expenses:
 
 
 
 
 
Operations
24,095

 
25,456

 
(1,361
)
Depreciation and amortization
16,326

 
15,483

 
843

General and administrative
3,673

 
2,266

 
1,407

 
44,094

 
43,205

 
889

Operating income
44,295

 
38,925

 
5,370

 
 
 
 
 
 
Equity in earnings of equity method investments
1,269

 
880

 
389

Interest expense, including amortization
(9,486
)
 
(8,585
)
 
(901
)
Interest income
381

 
—

 
381

Other income
176

 
11

 
165

 
(7,660
)
 
(7,694
)
 
34

Income before income taxes
36,635

 
31,231

 
5,404

State income tax expense
(69
)
 
(42
)
 
(27
)
Net income
36,566

 
31,189

 
5,377

Allocation of net income attributable to noncontrolling interests
(2,081
)
 
(1,509
)
 
(572
)
Net income attributable to Holly Energy Partners
34,485

 
29,680

 
4,805

General partner interest in net income, including incentive distributions(1)
(10,830
)
 
(8,940
)
 
(1,890
)
Limited partners’ interest in net income
$
23,655

 
$
20,740

 
$
2,915

Limited partners’ earnings per unit – basic and diluted:(1)
$
0.40

 
$
0.35

 
$
0.05

Weighted average limited partners’ units outstanding
58,657

 
58,657

 
—

EBITDA(2)
$
59,985

 
$
53,790

 
$
6,195

Distributable cash flow(3)
$
50,306

 
$
45,581

 
$
4,725

Volumes (bpd)
 
 
 
 
 
Pipelines:
 
 
 
 
 
Affiliates – refined product pipelines
127,151

 
116,727

 
10,424

Affiliates – intermediate pipelines
148,753

 
139,502

 
9,251

Affiliates – crude pipelines 
297,810

 
199,627

 
98,183

 
573,714

 
455,856

 
117,858

  Third parties – refined product pipelines
70,675

 
71,271

 
(596
)
 
644,389

 
527,127

 
117,262

Terminals and loading racks:
 
 
 
 
 
Affiliates
293,074

 
255,556

 
37,518

Third parties
77,869

 
70,364

 
7,505

 
370,943

 
325,920

 
45,023

Total for pipelines and terminal assets (bpd)
1,015,332

 
853,047

 
162,285






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Nine Months Ended September 30,
 
Change from
 
2015
 
2014
 
2014
 
(In thousands, except per unit data)
Revenues
 
 
 
 
 
Pipelines:
 
 
 
 
 
Affiliates—refined product pipelines
$
60,731

 
$
59,520

 
$
1,211

Affiliates—intermediate pipelines
21,522

 
21,632

 
(110
)
Affiliates—crude pipelines
49,483

 
40,207

 
9,276

 
131,736

 
121,359

 
10,377

   Third parties—refined product pipelines
36,031

 
30,037

 
5,994

 
167,767

 
151,396

 
16,371

Terminals, tanks and loading racks:
 
 
 
 
 
Affiliates
82,532

 
82,403

 
129

Third parties
11,325

 
10,333

 
992

 
93,857

 
92,736

 
1,121

Total revenues
261,624

 
244,132

 
17,492

Operating costs and expenses
 
 
 
 
 
Operations
77,350

 
72,835

 
4,515

Depreciation and amortization
46,083

 
46,953

 
(870
)
General and administrative
9,659

 
7,933

 
1,726

 
133,092

 
127,721

 
5,371

Operating income
128,532

 
116,411

 
12,121

Equity in earnings of equity method investments
2,634

 
2,150

 
484

Interest expense, including amortization
(27,310
)
 
(27,368
)
 
58

Interest income
384

 
3

 
381

Loss on early extinguishment of debt
—

 
(7,677
)
 
7,677

Other
406

 
45

 
361

 
(23,886
)
 
(32,847
)
 
8,961

Income before income taxes
104,646

 
83,564

 
21,082

State income tax expense
(106
)
 
(145
)
 
39

Net income
104,540

 
83,419

 
21,121

Allocation of net income attributable to noncontrolling interests
(7,851
)
 
(6,562
)
 
(1,289
)
Net income attributable to Holly Energy Partners
96,689

 
76,857

 
19,832

General partner interest in net income, including incentive distributions (1)
(30,835
)
 
(25,334
)
 
(5,501
)
Limited partners’ interest in net income
$
65,854

 
$
51,523

 
$
14,331

Limited partners’ earnings per unit—basic and diluted (1)
$
1.11

 
$
0.87

 
$
0.24

Weighted average limited partners’ units outstanding
58,657

 
58,657

 
—

EBITDA (2)
$
169,804

 
$
158,997

 
$
10,807

Distributable cash flow (3)
$
143,495

 
$
130,883

 
$
12,612

 
 
 
 
 
 
Volumes (bpd)
 
 
 
 
 
Pipelines:
 
 
 
 
 
Affiliates—refined product pipelines
121,564

 
119,718

 
1,846

Affiliates—intermediate pipelines
143,361

 
140,505

 
2,856

Affiliates—crude pipelines
292,158

 
185,131

 
107,027

 
557,083

 
445,354

 
111,729

Third parties—refined product pipelines
71,915

 
60,492

 
11,423

 
628,998

 
505,846

 
123,152

Terminals and loading racks:
 
 
 
 

Affiliates
282,299

 
262,458

 
19,841

Third parties
77,011

 
68,185

 
8,826

 
359,310

 
330,643

 
28,667

Total for pipelines and terminal assets (bpd)
988,308

 
836,489

 
151,819



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September 30,
 
December 31,
 
2015
 
2014
 
(In thousands)
Balance Sheet Data
 
 
 
Cash and cash equivalents
$
10,856

 
$
2,830

Working capital
$
13,857

 
$
3,140

Total assets
$
1,466,029

 
$
1,401,555

Long-term debt
$
951,067

 
$
867,579

Partners' equity(4)
$
293,797

 
$
320,362


(1)
Net income attributable to Holly Energy Partners is allocated between limited partners and the general partner interest in accordance with the provisions of the partnership agreement. Net income allocated to the general partner includes incentive distributions declared subsequent to quarter end. General partner incentive distributions were $10.3 million and $8.5 million for the three months ended September 30, 2015 and 2014, respectively, and $29.5 million and $24.3 million for the nine months ended September 30, 2015 and 2014, respectively.
(2)
Earnings before interest, taxes, depreciation and amortization (“EBITDA”) is calculated as net income attributable to Holly Energy Partners plus (i) interest expense and loss on early extinguishment of debt, net of interest income, (ii) state income tax and (iii) depreciation and amortization. EBITDA is not a calculation based upon GAAP. However, the amounts included in the EBITDA calculation are derived from amounts included in our consolidated financial statements. EBITDA should not be considered as an alternative to net income attributable to Holly Energy Partners or operating income, as an indication of our operating performance or as an alternative to operating cash flow as a measure of liquidity. EBITDA is not necessarily comparable to similarly titled measures of other companies. EBITDA is presented here because it is a widely used financial indicator used by investors and analysts to measure performance. EBITDA also is used by our management for internal analysis and as a basis for compliance with financial covenants.

Set forth below is our calculation of EBITDA.
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2015
 
2014
 
2015
 
2014
 
(In thousands)
Net income attributable to Holly Energy Partners
$
34,485

 
$
29,680

 
$
96,689

 
$
76,857

Add (subtract):
 
 
 
 
 
 
 
Interest expense
8,992

 
8,148

 
25,885

 
25,984

Interest Income
(381
)
 
—

 
(384
)
 
(3
)
Amortization of discount and deferred debt charges
494

 
437

 
1,425

 
1,384

Loss on early extinguishment of debt
—

 
—

 
—

 
7,677

State income tax expense
69

 
42

 
106

 
145

Depreciation and amortization
16,326

 
15,483

 
46,083

 
46,953

EBITDA
$
59,985

 
$
53,790

 
$
169,804

 
$
158,997

(3)
Distributable cash flow is not a calculation based upon GAAP. However, the amounts included in the calculation are derived from amounts presented in our consolidated financial statements, with the general exception of maintenance capital expenditures. Distributable cash flow should not be considered in isolation or as an alternative to net income attributable to Holly Energy Partners or operating income, as an indication of our operating performance, or as an alternative to operating cash flow 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 by investors to compare partnership performance. It is also used by management for internal analysis and our performance units. We believe that this measure provides investors an enhanced perspective of the operating performance of our assets and the cash our business is generating.    


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Set forth below is our calculation of distributable cash flow.
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2015
 
2014
 
2015
 
2014
 
(In thousands)
Net income attributable to Holly Energy Partners
$
34,485

 
$
29,680

 
$
96,689

 
$
76,857

Add (subtract):
 
 
 
 
 
 
 
Depreciation and amortization
16,326

 
15,483

 
46,083

 
46,953

Amortization of discount and deferred debt charges
494

 
437

 
1,425

 
1,384

Loss on early extinguishment of debt
—

 
—

 
—

 
7,677

Increase (decrease) in deferred revenue attributable to shortfall billings
1,152

 
1,090

 
(1,043
)
 
(49
)
Maintenance capital expenditures*
(2,121
)
 
(653
)
 
(5,640
)
 
(2,344
)
Increase (decrease) in environmental liability
(526
)
 
(657
)
 
2,944

 
(296
)
Increase (decrease) in reimbursable deferred revenue
(321
)
 
(676
)
 
671

 
(1,887
)
Other non-cash adjustments
817

 
877

 
2,366

 
2,588

Distributable cash flow
$
50,306

 
$
45,581

 
$
143,495

 
$
130,883

    
*
Maintenance capital expenditures are capital expenditures made to replace partially or fully depreciated assets in order to maintain the existing operating capacity of our assets and to extend their useful lives. Maintenance capital expenditures include expenditures required to maintain equipment reliability, tankage and pipeline integrity, and safety and to address environmental regulations.

(4)
As a master limited partnership, we distribute our available cash, which historically has exceeded our net income attributable to Holly Energy Partners because depreciation and amortization expense represents a non-cash charge against income. The result is a decline in partners’ equity since our regular quarterly distributions have exceeded our quarterly net income attributable to Holly Energy Partners. Additionally, if the assets contributed and acquired from HollyFrontier while we were a consolidated variable interest entity of HollyFrontier had been acquired from third parties, our acquisition cost in excess of HollyFrontier’s basis in the transferred assets of $305.3 million would have been recorded as increases to our properties and equipment and intangible assets at the time of acquisition instead of decreases to partners’ equity.


FOR FURTHER INFORMATION, Contact:

Richard L. Voliva III, Vice President and
Chief Financial Officer
Julia Heidenreich, Vice President, Investor Relations
Craig Biery, Investor Relations
Holly Energy Partners, L.P.
214/954-6511


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