EX-99.1 2 sun4q2014newsrelease.htm 99.1 NEWS RELEASE SUN 4Q 2014 News Release
Exhibit 99.1

Sunoco LP Announces 4Q and Full Year 2014 Financial and Operating Results
4Q distribution increased 10% versus 3Q, 24% versus 4Q 2013 levels
4Q gallons sold increased 46% versus 4Q 2013 volumes
FY 2014 gross profit increased 148% versus FY 2013

Conference Call Scheduled for 10:00 a.m. ET (9:00 a.m. CT) on February 19

HOUSTON - February 18, 2015 - Sunoco LP (NYSE: SUN) (the "Partnership"), today announced financial and operating results for the three and 12-month periods ended December 31, 2014 and provided an update on recent developments.
 
Reported net income attributable to partners for the quarter was $30.1 million, or $0.83 per diluted unit, compared to $9.5 million, or $0.43 per diluted unit, in the fourth quarter of 2013. Reported net income includes the impact of $5.7 million, or $0.17 per diluted unit, in charges related to the merger with Energy Transfer Partners, L.P. (NYSE: ETP) and other acquisition activity.

Adjusted EBITDA(1) totaled $65.5 million, of which approximately two-thirds was attributable to the acquisition of Mid-Atlantic Convenience Stores, L.L.C. ("MACS") and Aloha Petroleum, Ltd. ("Aloha") in early October and mid-December, respectively. By comparison, adjusted EBITDA in the fourth quarter of 2013 was $14.1 million. Distributable cash flow(1) for the quarter was $51.1 million, compared to $12.6 million a year ago.

Revenue in the fourth quarter was $1.3 billion, up approximately 20 percent compared to $1.1 billion in the comparable period last year. The increase was primarily the result of the contribution of $39.3 million of merchandise sales from the MACS and Aloha convenience stores acquired during the quarter, along with a 46 percent increase in gallons sold, partly offset by the impact of a 55-cent-per-gallon decrease in the average selling price per gallon of fuel.

Total gross profit for the latest quarter was $93.2 million, compared to $20.0 million in the fourth quarter of 2013. Key drivers of the increase were the MACS and Aloha acquisitions, organic growth in gallons sold and favorable fuel margins. On a weighted average basis, fuel margin for all gallons sold increased to 13.0 cents per gallon, compared to 3.8 cents per gallon a year earlier. Sales of retail gallons, a change in the wholesale fuel customer mix and increased fuel margins resulting from declining crude oil prices drove most of the margin increase.

At December 31, SUN operated 153 retail convenience stores and fuel outlets in Virginia, Hawaii, Tennessee, Maryland and Georgia.

Affiliate customers included 656 Stripes® and Sac-N-Pac™ convenience stores operated by a subsidiary of our parent company, ETP, as well as sales of motor fuel to ETP subsidiaries for resale under consignment arrangements at approximately 85 independently operated convenience stores. Motor fuel gallons sold to affiliates during the fourth quarter increased 13 percent from a year ago to 304.9 million gallons. Gross profit on these gallons totaled $9.5 million, or 3.0 cents per gallon, versus $8.1 million, or 3.0 cents per gallon, in the same period a year ago.

Third-party customers included 738 independent dealers under long-term fuel supply agreements, 55 independently operated consignment locations and over 1,800 other commercial customers. Total gallons sold to third parties increased



year-over-year by 65 percent to 241.5 million gallons. Gross profit on these gallons was $33.3 million, or 17.6 cents per gallon, compared to $7.6 million, or 5.2 cents per gallon, in the prior-year period.

“Sunoco LP delivered outstanding results in the latest quarter, led primarily by strength in motor fuel margins as well as growth in gallons sold and strong merchandise performance from the convenience stores and retail fuel outlets we recently added to our portfolio,” said Bob Owens, Sunoco LP President and Chief Executive Officer. “These factors combined allowed us to increase our quarterly distribution to unitholders by 24 percent year-over-year.

“Our gross profit increased by 365 percent for the quarter, and gallons sold increased by 46 percent over the same period last year.

“We completed several strategic transactions in the fourth quarter as part of our growth strategy. The most recent was the acquisition of the Aloha wholesale and retail business in Hawaii on December 16. On October 1 we completed the acquisition of MACS -- the first drop-down of assets from Energy Transfer Partners to Sunoco LP. We also issued 9.1 million new common units in our first public offering since our IPO.

“We plan to continue our expansion in 2015 through additional asset contributions from ETP, through purchase and leasebacks of Stripes stores, and through organic growth of new stores within our existing retail footprint. In addition, we will continue to look for opportunistic acquisitions like the Aloha assets,” Owens said.

FY 2014 Compared to FY 2013

Revenue for the full year 2014 totaled $5.4 billion, a 20 percent increase compared to full year 2013, of which approximately $0.5 billion is attributable to the acquisition of MACS and Aloha. Gross profit for this period increased 148 percent year-over-year to $175.9 million. Total gallons of motor fuel sold to affiliates increased by 12 percent to 1.2 billion gallons, and gallons sold to third parties increased by 45 percent to 749.9 million gallons. On a weighted average basis, fuel margin for all gallons sold increased to 7.0 cents per gallon for the full year 2014, versus 3.7 cents per gallon in the full year 2013.

Net income attributable to partners for the full year 2014 totaled $56.7 million, a 53 percent increase compared to full year 2013. Adjusted EBITDA was $122.3 million, compared to $51.9 million for the 2013 period, and distributable cash flow was $92.5 million, versus $47.7 million for 2013.

The MACS acquisition was accounted for as a transaction between entities under common control, which requires the Partnership to retrospectively adjust its financial statements to include the balances and operations of MACS from September 1, 2014, the date of common control. Please refer to the financial statement schedules for a reconciliation of this impact on our previously reported results for the three and nine months ended September 30, 2014.

Distribution Increase
On February 2, 2015, the Board of Directors of SUN’s general partner declared a distribution for the fourth quarter of 2014 of $0.60 per unit, which corresponds to $2.40 per unit on an annualized basis. This represents a 10 percent increase compared to the distribution for the third quarter of 2014 and a 24 percent increase compared with the fourth quarter of 2013, and is the seventh consecutive quarterly increase. The distribution will be paid on February 27 to unitholders of record on February 17. SUN achieved a 2.3 times distribution coverage ratio for the quarter, and 1.5 times for the 12 months ended December 31, 2014.

Aloha Acquisition
Sunoco LP completed its acquisition of Honolulu-based Aloha on December 16. Aloha is the largest independent gasoline marketer and one of the largest convenience store operators in Hawaii. The transaction included six fuel storage terminals and a wholesale fuel distribution network that markets to approximately 100 company- or dealer-



operated stores. The base purchase price was $240 million, subject to a post-closing earn-out, closing adjustments and before transaction expenses, andt was funded under our revolving credit facility.

MACS Acquisition
The first planned acquisition of ETP's retail marketing assets was completed on October 1, 2014, with the purchase of MACS for total consideration of approximately $768 million, subject to certain working capital adjustments. The consideration paid to ETP consisted of approximately 4 million newly issued SUN units and $556 million in cash. MACS consists of approximately 110 company-operated convenience stores and 200 dealer-operated and consignment sites in Virginia, Maryland, Tennessee and Georgia.
New Dealers
The Partnership added 261 new contracted dealer sites in the fourth quarter, and 6 sites were discontinued for a total of 793 third-party dealers and consignment locations supplied by SUN as of December 31. Of that total, 256 are attributable to the acquisitions of MACS and Aloha.

For the full year, SUN added a net of 287 contracted third-party dealer contracts, including 275 acquired sites, 30 organic additions and 18 discontinued sites.

Capital Spending
SUN’s gross capital expenditures for the fourth quarter were $69.1 million, which included $64.5 million for growth capital and $4.6 million for maintenance capital, excluding the MACS and Aloha acquisitions. For the full year, SUN invested $168.1 million in growth capital and $4.9 million for maintenance capital, excluding the acquisitions of MACS and Aloha. Included in growth capex is the purchase of 33 new Stripes stores that were leased back to Stripes.

We currently expect capital spending for the full year 2015, excluding acquisitions, to be within the following ranges (in millions):
Growth
 
Maintenance
Low
High
 
Low
High
$165
$215
 
$15
$25

Included in the above growth capital spending estimate is the purchase and leaseback of 30 to 35 new convenience stores from Stripes, out of the 35 to 40 that Stripes plans to build in 2015.


Liquidity
At December 31, 2014, SUN had borrowings against its $1.25 billion revolving line of credit of $683.4 million and $11.8 million in standby letters of credit, leaving unused availability of $554.8 million. Net debt to Adjusted EBITDA, pro forma for the MACS and Aloha acquisitions, was 4.1 times at year-end.

_______________________
1)
Adjusted EBITDA and distributable cash flow are non-GAAP financial measures of performance that have limitations and should not be considered as a substitute for net income. Please refer to the discussion and tables under "Reconciliations of Non-GAAP Measures" later in this news release for a discussion of our use of Adjusted EBITDA and distributable cash flow, and a reconciliation to net income for the periods presented.





Fourth Quarter Earnings Conference Call
Sunoco LP management will hold a conference call on Thursday, February 19, at 10:00 a.m. ET (9:00 a.m. CT) to discuss fourth quarter and full year results and recent developments. To participate, dial 412-902-0003 approximately 10 minutes early and ask for the Sunoco LP conference call. The call will also be accessible live and for later replay via webcast in the Investor Relations section of Sunoco’s website at www.SunocoLP.com under Events and Presentations. A telephone replay will be available through February 26 by calling 201-612-7415 and using the access code 13599739#.


About Sunoco LP
Sunoco LP (NYSE: SUN) is a master limited partnership (MLP) that primarily distributes motor fuel to convenience stores, independent dealers, commercial customers and distributors. SUN also operates more than 150 convenience stores and retail fuel sites.  SUN’s general partner is a wholly-owned subsidiary of ETP. While primarily engaged in natural gas, natural gas liquids, crude oil and refined products transportation, ETP also operates a retail business with a network of more than 5,500 company- or independently-operated retail fuel outlets and convenience stores through its wholly owned subsidiaries, Sunoco, Inc. and Stripes LLC.  For more information, visit the Sunoco LP website at www.SunocoLP.com.

Forward-Looking Statements
This news release contains "forward-looking statements" which may describe Sunoco LP’s ("SUN") objectives, expected results of operations, targets, plans, strategies, costs, anticipated capital expenditures, potential acquisitions, new store openings and/or new dealer locations, management's expectations, beliefs or goals regarding proposed transactions between ETP and SUN, the expected timing of those transactions and the future financial and/or operating impact of those transactions, including the anticipated integration process and any related benefits, opportunities or synergies. These statements are based on current plans, expectations and projections and involve a number of risks and uncertainties that could cause actual results and events to vary materially, including but not limited to: execution, integration, environmental and other risks related to acquisitions (including drop-downs) and our overall acquisition strategy; competitive pressures from convenience stores, gasoline stations, other non-traditional retailers and other wholesale fuel distributors located in SUN's markets; dangers inherent in storing and transporting motor fuel; SUN's ability to renew or renegotiate long-term distribution contracts with customers; changes in the price of and demand for motor fuel; changing consumer preferences for alternative fuel sources or improvement in fuel efficiency; competition in the wholesale motor fuel distribution industry; seasonal trends; severe or unfavorable weather conditions; increased costs; SUN's ability to make and integrate acquisitions; environmental laws and regulations; dangers inherent in the storage of motor fuel; reliance on suppliers to provide trade credit terms to adequately fund ongoing operations; acts of war and terrorism; dependence on information technology systems; SUN's and ETP's ability to consummate any proposed transactions, or to satisfy the conditions precedent to the consummation of such transactions; successful development and execution of integration plans; ability to realize anticipated synergies or cost-savings and the potential impact of the transactions on employee, supplier, customer and competitor relationships; and other unforeseen factors. For a full discussion of these and other risks and uncertainties, refer to the "Risk Factors" section of SUN's and ETP's most recently filed annual reports on Form 10-K and current report on Form 8-K/A filed October 21, 2014. These forward-looking statements are based on and include our estimates as of the date hereof. Subsequent events and market developments could cause our estimates to change. While we may elect to update these forward-looking statements at some point in the future, we specifically disclaim any obligation to do so, even if new information becomes available, except as may be required by applicable law.



Financial Schedules Follow





Contacts

Investors:
Clare McGrory, Senior VP, Finance and Investor Relations
(610) 833-3400, cpmcgrory@sunocoinc.com
Anne Pearson
Dennard-Lascar Associates
(210) 408-6321, apearson@dennardlascar.com

Media:

Jeff Shields, Communications Manager
(215) 977-6056, jpshields@sunocoinc.com
Jessica Davila-Burnett, Public Relations Director
(361) 654-4882, jessica.davila-burnett@susser.com







Sunoco LP
Consolidated Statements of Operations and Comprehensive Income

 
 
 
 
 
 
 
 
 
 
 
 
Predecessor
 
 
Successor
 
 
 
 
Year ended December 31, 2013
 
January 1, 2014 through August 31, 2014
 
 
September 1, 2014 through December 31, 2014
 
Combined Year ended December 31, 2014
 
 
 
 
 
 
 
 
(dollars in thousands except unit and per unit amounts)
Revenues:
 
 
 
 
 
 
 
 
Motor fuel sales to third parties
 
$
1,502,786

 
$
1,275,422

 
 
$
941,243

 
$
2,216,665

Motor fuel sales to affiliates
 
2,974,122

 
2,200,394

 
 
873,842

 
3,074,236

Merchandise sales
 

 

 
 
52,275

 
52,275

Rental income
 
10,060

 
11,690

 
 
16,020

 
27,710

Other income
 
5,611

 
4,683

 
 
6,447

 
11,130

Total revenues
 
4,492,579

 
3,492,189

 
 
1,889,827

 
5,382,016

Cost of sales:
 
 
 
 
 
 
 
 
 
Motor fuel cost of sales to third parties
 
1,476,479

 
1,252,141

 
 
872,984

 
2,125,125

Motor fuel cost of sales to affiliates
 
2,942,525

 
2,177,028

 
 
861,475

 
3,038,503

Merchandise
 

 

 
 
38,820

 
38,820

Other
 
2,611

 
2,339

 
 
1,303

 
3,642

Total cost of sales
 
4,421,615

 
3,431,508

 
 
1,774,582

 
5,206,090

Gross profit
 
70,964

 
60,681

 
 
115,245

 
175,926

Operating expenses:
 
 
 
 
 
 
 
 
 
General and administrative
 
16,814

 
17,075

 
 
16,358

 
33,433

Other operating
 
3,187

 
4,964

 
 
29,288

 
34,252

Rent
 
1,014

 
729

 
 
3,459

 
4,188

Loss (gain) on disposal of assets and impairment charge
 
324

 
(39
)
 
 
2,670

 
2,631

Depreciation, amortization and accretion
 
8,687

 
10,457

 
 
16,498

 
26,955

Total operating expenses
 
30,026

 
33,186

 
 
68,273

 
101,459

Income from operations
 
40,938

 
27,495

 
 
46,972

 
74,467

Interest expense, net
 
(3,471
)
 
(4,767
)
 
 
(9,562
)
 
(14,329
)
Income before income taxes
 
37,467

 
22,728

 
 
37,410

 
60,138

Income tax expense
 
(440
)
 
(218
)
 
 
(2,134
)
 
(2,352
)
Net income and comprehensive income
 
37,027

 
22,510

 
 
35,276

 
57,786

Net income attributable to noncontrolling interest
 

 

 
 
(1,043
)
 
(1,043
)
Net income and comprehensive income attributable to partners
 
$
37,027

 
$
22,510

 
 
$
34,233

 
$
56,743






 
Predecessor
 
 
Successor
 
 
 
 
Year ended December 31, 2013
 
January 1, 2014 through August 31, 2014
 
 
September 1, 2014 through December 31, 2014
 
Combined Year ended December 31, 2014
 
(dollars in thousands except unit and per unit amounts)
 
 
 
 
 
 
 
 
 
 
Net income per limited partner unit:
 
 
 
 
 
 
 
 
 
Common - basic and diluted
 
$
1.69

 
$
1.02

 
 
$
0.85

 
$
1.96

Subordinated - basic and diluted
 
$
1.69

 
$
1.02

 
 
$
0.85

 
$
1.96

 
 
 
 
 
 
 
 
 
 
Weighted average limited partner units outstanding:
 
 
 
 
 
 
 
 
 
Common units - (basic)
 
10,964,258

 
11,023,617

 
 
20,572,373

 
14,206,536

Common units - (diluted)
 
10,986,102

 
11,048,745

 
 
20,578,755

 
14,223,648

Subordinated units - affiliated (basic and diluted)
 
10,939,436

 
10,939,436

 
 
10,939,436

 
10,939,436

 
 
 
 
 
 
 
 
 
 
Cash distribution per unit
 
$
1.84

 
$
1.02

 
 
$
1.15

 
$
2.17

































Sunoco LP
Consolidated Statements of Operations and Comprehensive Income
Unaudited
 
Predecessor
 
 
Successor
 
Three Months Ended December 31, 2013
 
 
Three Months Ended December 31, 2014
 
 
 
 
 
 
(dollars in thousands, except unit and per unit amounts)
Revenues:
 
 
 
 
Motor fuel sales to third parties
$
392,937

 
 
$
668,215

Motor fuel sales to affiliates
716,322

 
 
617,732

Merchandise sales

 
 
39,277

Rental income
3,335

 
 
12,300

Other income
1,874

 
 
4,098

Total revenues
1,114,468

 
 
1,341,622

Cost of sales:
 
 
 
 
Motor fuel cost of sales to third parties
385,296

 
 
610,115

Motor fuel cost of sales to affiliates
708,189

 
 
608,263

Merchandise

 
 
29,064

Other
934

 
 
996

Total cost of sales
1,094,419

 
 
1,248,438

Gross profit
20,049

 
 
93,184

Operating expenses:
 
 
 
 
General and administrative
4,937

 
 
13,137

Other operating
1,382

 
 
23,028

Rent
249

 
 
2,204

Loss on disposal of assets and impairment charge
118

 
 
2,670

Depreciation, amortization and accretion
2,597

 
 
12,502

Total operating expenses
9,283

 
 
53,541

Income from operations
10,766

 
 
39,643

Interest expense, net
(1,101
)
 
 
(6,636
)
Income before income taxes
9,665

 
 
33,007

Income tax expense
(142
)
 
 
(2,114
)
Net income and comprehensive income
9,523

 
 
30,893

Net income attributable to noncontrolling interest

 
 
(782
)
Net income and comprehensive income attributable to partners
$
9,523

 
 
$
30,111





 
Predecessor
 
 
Successor
 
Three Months Ended December 31, 2013
 
 
Three Months Ended December 31, 2014
 
(dollars in thousands, except unit and per unit amounts)
Net income per limited partner unit:
 
 
 
 
Common - basic and diluted
$
0.43

 
 
$
0.83

Subordinated - basic and diluted
$
0.43

 
 
$
0.83

 
 
 
 
 
Weighted average limited partner units outstanding:
 
 
 
 
Common units - (basic)
11,014,487

 
 
23,745,231

Common units - (diluted)
11,038,440

 
 
23,753,287

Subordinated units - affiliated (basic and diluted)
10,939,436

 
 
10,939,436

 
 
 
 
 
Cash distribution per unit
$
0.49

 
 
$
0.60

 
 
 
 
 

In accordance with generally accepted accounting principles, amounts previously reported for the third quarter of 2014 have been revised to reflect the retrospective consolidation of MACS into the Partnership, as the transfer of MACS into the Partnership met the definition of a transaction between entities under common control. MACS is retroactively consolidated beginning September 1, 2014, the date (for accounting purposes) that ETP completed its merger with Susser Holdings Corporation, the former parent company of Sunoco LP, and the date the Partnership and MACS began to be under common control. The following table presents the revenues and net income attributable to partners for the previously separate entities and the revised combined amounts to include the operations of MACS effective September 1, 2014 (in thousands):

 
 
Three Months Ended September 30, 2014
 
 
Nine Months Ended September 30, 2014
 
 
 
 
 
 
Revenues:
 
 
 
 
 
Partnership
 
$
1,304,922

 
 
$
3,897,534

MACS
 
142,860

 
 
142,860

Combined
 
$
1,447,782

 
 
$
4,040,394

 
 
 
 
 
 
Net income attributable to partners:
 
 
 
 
 
Partnership
 
$
1,027

 
 
$
20,754

MACS
 
5,878

 
 
5,878

Combined
 
$
6,905

 
 
$
26,632

 
 
 
 
 
 





Sunoco LP
Consolidated Balance Sheets

 
Predecessor
 
 
Successor
 
December 31,
2013
 
 
December 31,
2014
 
 
 
 
 
 
(in thousands, except units)
Assets
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
$
8,150

 
 
$
67,151

Accounts receivable, net of allowance for doubtful accounts of $323 and $1,220 at December 31, 2013 and 2014, respectively
69,005

 
 
81,224

Receivables from affiliates
49,879

 
 
19,574

Inventories, net
11,122

 
 
48,646

Other current assets
66

 
 
8,546

Total current assets
138,222

 
 
225,141

Property and equipment, net
180,127

 
 
905,465

Other assets:
 
 
 
 
Marketable securities
25,952

 
 

Goodwill
22,823

 
 
863,458

Intangible assets, net
22,772

 
 
172,108

Deferred tax asset, long-term portion

 
 
22,336

Other noncurrent assets
188

 
 
16,416

Total assets
$
390,084

 
 
$
2,204,924

Liabilities and equity
 
 
 
 
Current liabilities:
 
 
 
 
Accounts payable
$
110,432

 
 
$
95,932

Accounts payable to affiliates

 
 
3,112

Accrued expenses and other current liabilities
11,427

 
 
41,881

Current maturities of long-term debt
525

 
 
13,757

Total current liabilities
122,384

 
 
154,682

Revolving lines of credit
156,210

 
 
683,378

Long-term debt
29,416

 
 
173,383

Deferred tax liability, long-term portion
222

 
 

Other noncurrent liabilities
2,159

 
 
49,306

Total liabilities
310,391

 
 
1,060,749

Commitments and contingencies:
 
 
 
 
Partners' capital:
 
 
 
 
Limited partner interest:
 
 
 
 
Common unitholders - public (10,936,352 units issued and outstanding as of December 31, 2013 and 20,036,329 units issued and outstanding as of December 31, 2014)
210,269

 
 
874,688

Common unitholders - affiliated (79,308 units issued and outstanding as of December 31, 2013 and 4,062,848 units issued and outstanding as of December 31, 2014)
1,562

 
 
38,821

Subordinated unitholders - affiliated (10,939,436 units issued and outstanding at each December 31, 2013 and December 31, 2014)
(132,138
)
 
 
236,310

Total partners' capital
79,693

 
 
1,149,819

Noncontrolling interests

 
 
(5,644
)
Total equity
79,693

 
 
1,144,175

Total liabilities and equity
$
390,084

 
 
$
2,204,924






Key Operating Metrics
The following table sets forth, for the periods indicated, information concerning key measures we rely on to gauge our operating performance. The following information is intended to provide investors with a reasonable basis for assessing our historical operations but should not serve as the only criteria for predicting our future performance.
The key operating metrics presented below for the twelve months ended December 31, 2014, are the combined results of operations for the Partnership for the predecessor period from January 1, 2014 through August 31, 2014, and the successor period from September 1, 2014 through December 31, 2014. Please refer to the Consolidated Statements of Operations and Comprehensive Income included herein for the results of the individual periods.
 
Three Months Ended
 
 
Year Ended
 
December 31, 2013
 
December 31, 2014
 
 
December 31, 2013
 
December 31, 2014
 
(dollars and gallons in thousands, except motor fuel pricing and gross profit per gallon)
Revenues:
 
 
 
 
 
 
 
 
Retail motor fuel sales
$

 
$
168,000

 
 
$

 
$
228,895

Wholesale motor fuel sales to third parties
392,937

 
500,215

 
 
1,502,786

 
1,987,770

Wholesale motor fuel sales to affiliates
716,322

 
617,732

 
 
2,974,122

 
3,074,236

Merchandise sales

 
39,277

 
 

 
52,275

Rental and other income
5,209

 
16,398

 
 
15,671

 
38,840

Total revenues
1,114,468

 
1,341,622

 
 
4,492,579

 
5,382,016

Gross profit:
 
 
 
 
 
 
 
 
Retail motor fuel

 
24,786

 
 

 
30,392

Wholesale motor fuel to third parties
7,641

 
33,314

 
 
26,307

 
61,148

Wholesale motor fuel to affiliates
8,133

 
9,469

 
 
31,597

 
35,733

Merchandise

 
10,213

 
 

 
13,455

Other
4,275

 
15,402

 
 
13,060

 
35,198

Total gross profit
20,049

 
93,184

 
 
70,964

 
175,926

Net income attributable to partners
$
9,523

 
$
30,111

 
 
$
37,027

 
$
56,743

Adjusted EBITDA (1)
$
14,067

 
$
65,486

 
 
$
51,885

 
$
122,313

Distributable cash flow (1)
$
12,648

 
$
51,114

 
 
$
47,679

 
$
92,488

 
 
 
 
 
 
 
 
 
Operating Data:
 
 
 
 
 
 
 
 
Total motor fuel gallons sold:
 
 
 
 
 
 
 
 
Retail

 
60,247

 
 

 
83,419

Wholesale third-party
146,043

 
241,516

 
 
517,775

 
749,925

Wholesale affiliated
269,544

 
304,872

 
 
1,053,259

 
1,178,619

Motor fuel gross profit cents per gallon:
 
 
 
 
 
 
 
 
Retail

 

44.5
¢
 
 

 

39.3
¢
Wholesale third-party

5.2
¢
 

17.6
¢
 
 

5.1
¢
 

9.6
¢
Wholesale affiliated

3.0
¢
 

3.0
¢
 
 

3.0
¢
 

3.0
¢
Volume-weighted average for all gallons

3.8
¢
 

13.0
¢
 
 

3.7
¢
 

7.0
¢
Retail merchandise margin

 
26.0
%
 
 

 
25.7
%
 
 
 
 
 
 
 
 
 
(1)    We define EBITDA as net income before net interest expense, income tax expense and depreciation, amortization, and accretion expense. Adjusted EBITDA further adjusts EBITDA to reflect certain other non-recurring and non-cash items. We define distributable cash flow as Adjusted EBITDA less cash interest expense, current income tax expense, maintenance capital expenditures, and other non-cash adjustments. EBITDA, Adjusted EBITDA and distributable cash flow are not financial measures calculated in accordance with GAAP.




Effective September 1, 2014, as a result of the ETP Merger and in an effort to conform the method by which we measure our business to that of ETP's operations, we now define Adjusted EBITDA to also include adjustments for unrealized gains and losses on commodity derivatives and inventory fair value adjustments.
We believe EBITDA, Adjusted EBITDA and distributable cash flow are useful to investors in evaluating our operating performance because:
Adjusted EBITDA is used as a performance measure under our revolving credit facility;
securities analysts and other interested parties use such metrics as measures of financial performance, ability to make distributions to our unitholders and debt service capabilities;
they are used by our management for internal planning purposes, including aspects of our consolidated operating budget, and capital expenditures; and
distributable cash flow provides useful information to investors as it is a widely accepted financial indicator used by investors to compare partnership performance, as it provides investors an enhanced perspective of the operating performance of our assets and the cash our business is generating.
EBITDA, Adjusted EBITDA and distributable cash flow are not recognized terms under GAAP and do not purport to be alternatives to net income as measures of operating performance or to cash flows from operating activities as a measure of liquidity. EBITDA, Adjusted EBITDA and distributable cash flow have limitations as analytical tools, and one should not consider them in isolation or as substitutes for analysis of our results as reported under GAAP. Some of these limitations include:
they do not reflect our total cash expenditures, or future requirements, for capital expenditures or contractual commitments;
they do not reflect changes in, or cash requirements for, working capital;
they do not reflect interest expense, or the cash requirements necessary to service interest or principal payments on our revolving credit facility or term loans;
although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and EBITDA and Adjusted EBITDA do not reflect cash requirements for such replacements; and
because not all companies use identical calculations, our presentation of EBITDA, Adjusted EBITDA and distributable cash flow may not be comparable to similarly titled measures of other companies.
The following table presents a reconciliation of net income to EBITDA, Adjusted EBITDA and distributable cash flow:




 
Three Months Ended
 
Year Ended
 
December 31, 2013
 
December 31, 2014
 
December 31, 2013
 
December 31, 2014
 
(in thousands)
Net income
$
9,523

 
$
30,893

 
$
37,027

 
$
57,786

Depreciation, amortization and accretion
2,597

 
12,502

 
8,687

 
26,955

Interest expense, net
1,101

 
6,636

 
3,471

 
14,329

Income tax expense
142

 
2,114

 
440

 
2,352

EBITDA
13,363

 
52,145

 
49,625

 
101,422

Non-cash compensation expense
586

 
778

 
1,936

 
6,080

Loss on disposal of assets and impairment charge
118

 
2,670

 
324

 
2,631

Unrealized gains on commodity derivatives

 
(1,226
)
 

 
(1,433
)
Inventory fair value adjustments

 
11,119

 

 
13,613

Adjusted EBITDA
14,067

 
65,486

 
51,885

 
122,313

Cash interest expense
1,006

 
6,255

 
3,090

 
12,029

Income tax expense (current)
136

 
3,003

 
302

 
3,275

Maintenance capital expenditures
277

 
4,332

 
814

 
5,196

MACS acquisition adjustment (1)

 

 

 
8,282

Earnings attributable to noncontrolling interest

 
782

 

 
1,043

Distributable cash flow
$
12,648

 
$
51,114

 
$
47,679

 
$
92,488

 
 
 
 
 
 
 
 
(1) Adjustment includes MACS' results of operations for the period September 1, 2014 through September 30, 2014. The initial date of common control was September 1, 2014 and as such, MACS results have been included in our results of operations from that date forward.