Document


SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________
            
FORM 8-K
CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 30, 2018 (October 30, 2018)
___________________
HOLLY ENERGY PARTNERS, L.P.
(Exact name of Registrant as specified in its charter)
Delaware
(State or other
jurisdiction of incorporation)
001-32225
(Commission File Number)
20-0833098
(I.R.S. Employer
Identification Number)

2828 N. Harwood,
Suite 1300
Dallas, Texas
(Address of principal
executive offices)
 

75201
(Zip code)

Registrant’s telephone number, including area code: (214) 871-3555
Not applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company        ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.      ¨  





Item 2.02. Results of Operations and Financial Condition.
On October 30, 2018, Holly Energy Partners, L.P. (the “Partnership”) issued a press release announcing the Partnership’s third quarter 2018 results. A copy of the Partnership’s press release is attached hereto as Exhibit 99.1 and incorporated herein in its entirety.
The information contained in, or incorporated into, this Item 2.02 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference to such filing.

Item 9.01 Financial Statements and Exhibits.
(d)    Exhibits.
99.1
* Furnished herewith.





SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
HOLLY ENERGY PARTNERS, L.P.
By:     HEP Logistics Holdings, L.P.
    its General Partner

By:    Holly Logistic Services, L.L.C.
its General Partner

By:     /s/ Richard L.Voliva III    
Richard L. Voliva III
Executive Vice President and
Chief Financial Officer

Date: October 30, 2018



EXHIBIT INDEX
Exhibit
Number                Exhibit Title

99.1
* Furnished herewith.


Exhibit



Earnings Release
October 30, 2018
http://api.tenkwizard.com/cgi/image?quest=1&rid=23&ipage=12517921&doc=3
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 2018. Net income attributable to HEP for the third quarter was $45.0 million ($0.43 per basic and diluted limited partner unit) compared to $42.1 million ($0.66 per basic and diluted limited partner unit) for the third quarter of 2017.
Distributable cash flow was $66.6 million for the quarter, up $7.4 million, or 12.4% compared to the third quarter of 2017. HEP announced its 56th consecutive distribution increase on October 19, 2018, raising the quarterly distribution from $0.660 to $0.665 per unit, which represents an increase of 3.1% over the distribution for the third quarter of 2017.
The increase in net income attributable to HEP was primarily due to our acquisition of the remaining interests in the SLC and Frontier pipelines in the fourth quarter of 2017 and higher crude oil gathering volumes around the Permian Basin. These gains were partially offset by higher interest expense and lower earnings on equity investments. Limited partners' earnings per unit in the third quarter declined compared to the third quarter of 2017 despite higher net income attributable to the partners. This decrease was driven by the issuance of new common units primarily associated with the incentive distribution rights simplification transaction on October 31, 2017.
Commenting on our 2018 third quarter results, George Damiris, Chief Executive Officer, stated, “HEP delivered solid financial results in the third quarter, which allowed us to maintain our record of consecutive quarterly distribution increases. Despite seasonal headwinds and the Woods Cross refinery running at lower throughput, third quarter results highlight the cash flow stability of HEP’s business model.
“Looking forward, we anticipate higher earnings and distributable cash flow in the fourth quarter. HEP remains on track to report a distribution coverage ratio of 1.0x for the full year 2018.”
Third Quarter 2018 Revenue Highlights
Revenues for the quarter were $125.8 million, an increase of $15.4 million compared to the third quarter of 2017. The increase was primarily attributable to our acquisition of the remaining interests in the SLC and Frontier pipelines and higher crude oil gathering volumes around the Permian Basin in New Mexico and Texas, which contributed to an increase in overall pipeline volumes of 22%.

Revenues from our refined product pipelines were $32.0 million, a decrease of $0.2 million, on shipments averaging 187.1 thousand barrels per day ("mbpd") compared to 217.3 mbpd for the third quarter of 2017. The volume decrease was mainly due to pipelines servicing HollyFrontier Corporation's ("HFC" or "HollyFrontier") Woods Cross refinery, which had lower throughput due to operational issues at the refinery during the quarter, lower volumes on pipelines servicing HFC's Navajo refinery and lower volumes from Delek. Revenue remained relatively consistent due to contractual minimum revenue commitments and contractual tariff escalators.

Revenues from our intermediate pipelines were $6.8 million, a decrease of $1.1 million compared to the third quarter of 2017, on shipments averaging 148.3 mbpd compared to 151.6 mbpd for the third quarter of 2017. The decreases were mainly attributable to a decrease in production at HFC's Navajo refinery and a $0.6 million decrease in deferred revenue realized.



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Revenues from our crude pipelines were $31.0 million, an increase of $16.9 million, on shipments averaging 442.1 mbpd compared to 267.9 mbpd for the third quarter of 2017. The increases were mainly attributable to our acquisition of the remaining interests in the SLC and Frontier pipelines in the fourth quarter of 2017 as well as increased volumes on our crude pipeline systems in New Mexico and Texas.

Revenues from terminal, tankage and loading rack fees were $36.5 million, an increase of $0.8 million compared to the third quarter of 2017. Refined products and crude oil terminalled in the facilities averaged 475.1 mbpd compared to 495.5 mbpd for the third quarter of 2017. The volume decrease was mainly due to the planned turnaround at HFC's El Dorado refinery in the third quarter of 2018 as well as the cessation of HEP's operations at the Tucson terminal in April 2018.

Revenues from refinery processing units were $19.6 million, a decrease of $1.0 million, on throughputs averaging 65.6 mbpd compared to 61.5 mbpd for the third quarter of 2017. Although throughput increased, revenue decreased, driven by lower reimbursable natural gas costs.

Revenues for the third quarter of 2018 included an immaterial recognition of prior shortfalls billed to shippers in 2017. As of September 30, 2018, deferred revenue reflected in our consolidated balance sheet related to shortfalls billed was $5.7 million.

Nine Months Ended September 30, 2018 Revenue Highlights
Revenues for the nine months ended September 30, 2018, were $373.4 million, an increase of $48.3 million compared to the nine months ended September 30, 2017. The increase was primarily attributable to our acquisition of the remaining interests in the SLC and Frontier pipelines and the turnaround at HollyFrontier's Navajo refinery in the first quarter of 2017.

Revenues from our refined product pipelines were $98.0 million, an increase of $4.5 million, on shipments averaging 196.5 mbpd compared to 205.3 mbpd for the nine months ended September 30, 2017. The volume decrease was mainly due to pipelines servicing HFC's Woods Cross refinery, which had lower throughput due to operational issues at the refinery beginning in the first quarter of 2018. These decreases were partially offset by higher volumes on our product pipelines in New Mexico due to the turnaround at HFC's Navajo refinery in the first quarter of 2017. Revenue increased as a result of the higher volumes on the New Mexico product pipelines and remained relatively consistent around pipelines servicing HFC's Woods Cross refinery due to contractual minimum volume commitments.

Revenues from our intermediate pipelines were $22.5 million, an increase of $2.1 million, on shipments averaging 142.4 mbpd compared to 136.1 mbpd for the nine months ended September 30, 2017. These increases were principally due to the turnaround at HFC's Navajo refinery in the first quarter of 2017.

Revenues from our crude pipelines were $87.0 million, an increase of $39.1 million, on shipments averaging 455.6 mbpd compared to 268.7 mbpd for the nine months ended September 30, 2017. The increases were mainly attributable to our acquisition of the remaining interests in the SLC and Frontier pipelines in the fourth quarter of 2017 as well as increased volumes on our crude pipeline systems in New Mexico and Texas.

Revenues from terminal, tankage and loading rack fees were $109.0 million, an increase of $3.2 million compared to the nine months ended September 30, 2017. Refined products and crude oil terminalled in the facilities averaged 477.8 mbpd compared to 489.9 mbpd for the nine months ended September 30, 2017. Despite the decrease in volume, revenue increased due to volumes at higher revenue terminals combined with an adjustment to revenue recognition.

Revenues from refinery processing units were $56.9 million, a decrease of $0.6 million on throughputs averaging 67.9 mbpd compared to 63.9 mbpd for the nine months ended September


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30, 2017. Although throughput increased, revenue decreased, driven by lower reimbursable natural gas costs.

Revenues for the nine months ended September 30, 2018, included the recognition of $2.6 million of prior shortfalls billed to shippers in 2017 as they did not exceed their minimum volume commitments within the contractual make-up period.

Operating Costs and Expenses Highlights
Operating costs and expenses were $62.9 million and $189.1 million for the three and nine months ended September 30, 2018, representing an increase of $4.2 million and $20.0 million from the three and nine months ended September 30, 2017. The increase was primarily due to new operating costs and expenses related to our acquisition of the remaining interests in the SLC and Frontier pipelines in the fourth quarter of 2017.
Interest expense was $18.0 million and $53.2 million for the three and nine months ended September 30, 2018, representing an increase of $4.0 million and $11.9 million over the same periods of 2017. These increases were primarily due to interest expense associated with the private placement of an additional $100 million in aggregate principal amount of our 6% Senior Notes due 2024 completed in the third quarter of 2017, higher average balances outstanding under our senior secured revolving credit facility and market interest rate increases under that facility.
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://78449.themediaframe.com/dataconf/productusers/hep/mediaframe/26443/indexl.html.

An audio archive of this webcast will be available using the above noted link through November 13, 2018.

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, through its subsidiaries and joint ventures, owns and/or operates petroleum product and crude pipelines, tankage and terminals in Texas, New Mexico, Washington, Idaho, Oklahoma, Utah, Nevada, Wyoming and Kansas, as well as refinery processing units in Utah and Kansas.
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 45,000 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. Additionally, HollyFrontier owns Petro-Canada Lubricants Inc., whose Mississauga, Ontario facility produces 15,600 barrels per day of base oils and other specialized lubricant products, and owns a 57% limited partner interest and the non-economic 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. 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. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in these statements. Any differences could be caused by a number of factors including, but 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;


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the economic viability of HollyFrontier Corporation, Delek US Holdings, 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 or cyber attacks and the consequences of any such attacks;
general economic conditions;
the impact of recent changes in tax laws and regulations that affect master limited partnerships; and
other financial, operational 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, 2018 and 2017.
 
Three Months Ended September 30,
 
Change from
 
2018
 
2017
 
2017
 
(In thousands, except per unit data)
Revenues
 
 
 
 
 
Pipelines:
 
 
 
 
 
Affiliates – refined product pipelines
$
20,803

 
$
20,801

 
$
2

Affiliates – intermediate pipelines
6,772

 
7,832

 
(1,060
)
Affiliates – crude pipelines
20,461

 
14,089

 
6,372

 
48,036

 
42,722

 
5,314

   Third parties – refined product pipelines
11,194

 
11,350

 
(156
)
Third parties – crude pipelines
10,505

 

 
10,505

 
69,735

 
54,072

 
15,663

Terminals, tanks and loading racks:
 
 
 
 
 
Affiliates
32,572

 
31,825

 
747

Third parties
3,897

 
3,876

 
21

 
36,469

 
35,701

 
768

 
 
 
 
 
 
Affiliates - refinery processing units
19,580

 
20,591

 
(1,011
)
 
 
 
 
 
 
Total revenues
125,784

 
110,364

 
15,420

Operating costs and expenses
 
 
 
 
 
Operations
35,996

 
35,998

 
(2
)
Depreciation and amortization
24,367

 
19,007

 
5,360

General and administrative
2,498

 
3,623

 
(1,125
)
 
62,861

 
58,628

 
4,233

Operating income
62,923

 
51,736

 
11,187

 
 
 
 
 
 
Equity in earnings of equity method investments
1,114

 
5,072

 
(3,958
)
Interest expense, including amortization
(18,042
)
 
(14,072
)
 
(3,970
)
Interest income
540

 
101

 
439

Gain on sale of assets and other
38

 
155

 
(117
)
 
(16,350
)
 
(8,744
)
 
(7,606
)
Income before income taxes
46,573

 
42,992

 
3,581

State income tax benefit (expense)
(39
)
 
69

 
(108
)
Net income
46,534

 
43,061

 
3,473

Allocation of net income attributable to noncontrolling interests
(1,531
)
 
(990
)
 
(541
)
Net income attributable to Holly Energy Partners
45,003

 
42,071

 
2,932

General partner interest in net income, including incentive distributions(1)

 
419

 
(419
)
Limited partners’ interest in net income
$
45,003

 
$
42,490

 
$
2,513

Limited partners’ earnings per unit – basic and diluted(1)
$
0.43

 
$
0.66

 
$
(0.23
)
Weighted average limited partners’ units outstanding
105,440

 
64,319

 
41,121

EBITDA(2)
$
86,911

 
$
74,980

 
$
11,931

Distributable cash flow(3)
$
66,598

 
$
59,248

 
$
7,350

Volumes (bpd)
 
 
 
 
 
Pipelines:
 
 
 
 
 
Affiliates – refined product pipelines
120,024

 
142,624

 
(22,600
)
Affiliates – intermediate pipelines
148,347

 
151,622

 
(3,275
)
Affiliates – crude pipelines 
322,590

 
267,911

 
54,679

 
590,961

 
562,157

 
28,804

Third parties – refined product pipelines
67,112

 
74,703

 
(7,591
)
Third parties – crude pipelines
119,503

 

 
119,503

 
777,576

 
636,860

 
140,716

Terminals and loading racks:
 
 
 
 
 
Affiliates
417,079

 
426,122

 
(9,043
)
Third parties
57,990

 
69,405

 
(11,415
)
 
475,069

 
495,527

 
(20,458
)
 
 
 
 
 
 
Affiliates – refinery processing units
65,640

 
61,453

 
4,187

 
 
 
 
 
 
Total for pipelines and terminal assets (bpd)
1,318,285

 
1,193,840

 
124,445




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Nine Months Ended September 30,
 
Change from
 
2018
 
2017
 
2017
 
(In thousands, except per unit data)
Revenues
 
 
 
 
 
Pipelines:
 
 
 
 
 
Affiliates – refined product pipelines
$
60,841

 
$
57,977

 
$
2,864

Affiliates – intermediate pipelines
22,496

 
20,366

 
2,130

Affiliates – crude pipelines
58,737

 
47,890

 
10,847

 
142,074

 
126,233

 
15,841

   Third parties – refined product pipelines
37,124

 
35,535

 
1,589

Third parties – crude pipelines
28,245

 

 
28,245

 
207,443

 
161,768

 
45,675

Terminals, tanks and loading racks:
 
 
 
 
 
Affiliates
96,606

 
93,573

 
3,033

Third parties
12,430

 
12,291

 
139

 
109,036

 
105,864

 
3,172

 
 
 
 
 
 
Affiliates - refinery processing units
56,949

 
57,510

 
(561
)
 
 
 
 
 
 
Total revenues
373,428

 
325,142

 
48,286

Operating costs and expenses
 
 
 
 
 
Operations
106,731

 
102,584

 
4,147

Depreciation and amortization
74,117

 
57,729

 
16,388

General and administrative
8,293

 
8,872

 
(579
)
 
189,141

 
169,185

 
19,956

Operating income
184,287

 
155,957

 
28,330

 
 
 
 
 
 
Equity in earnings of equity method investments
4,127

 
10,965

 
(6,838
)
Interest expense, including amortization
(53,249
)
 
(41,359
)
 
(11,890
)
Interest income
1,581

 
306

 
1,275

Loss on early extinguishment of debt

 
(12,225
)
 
12,225

Gain (loss) on sale of assets and other
71

 
317

 
(246
)
 
(47,470
)
 
(41,996
)
 
(5,474
)
Income before income taxes
136,817

 
113,961

 
22,856

State income tax expense
(149
)
 
(164
)
 
15

Net income
136,668

 
113,797

 
22,871

Allocation of net income attributable to noncontrolling interests
(5,354
)
 
(4,827
)
 
(527
)
Net income attributable to Holly Energy Partners
131,314

 
108,970

 
22,344

General partner interest in net income, including incentive distributions(1)

 
(35,047
)
 
35,047

Limited partners’ interest in net income
$
131,314

 
$
73,923

 
$
57,391

Limited partners’ earnings per unit—basic and diluted(1)
$
1.25

 
$
1.16

 
$
0.09

Weighted average limited partners’ units outstanding
104,908

 
63,845

 
41,063

EBITDA(2)
$
257,248

 
$
207,916

 
$
49,332

Adjusted EBITDA(2)
$
257,248

 
$
220,141

 
$
37,107

Distributable cash flow(3)
$
200,878

 
$
177,436

 
$
23,442

 
 
 
 
 
 
Volumes (bpd)
 
 
 
 
 
Pipelines:
 
 
 
 
 
Affiliates – refined product pipelines
125,642

 
128,212

 
(2,570
)
Affiliates – intermediate pipelines
142,371

 
136,055

 
6,316

Affiliates – crude pipelines
336,224

 
268,736

 
67,488

 
604,237

 
533,003

 
71,234

Third parties – refined product pipelines
70,830

 
77,114

 
(6,284
)
Third parties – crude pipelines
119,344

 

 
119,344

 
794,411

 
610,117

 
184,294

Terminals and loading racks:
 
 
 
 

Affiliates
418,009

 
420,979

 
(2,970
)
Third parties
59,776

 
68,902

 
(9,126
)
 
477,785

 
489,881

 
(12,096
)
 
 
 
 
 
 
Affiliates – refinery processing units
67,873

 
63,858

 
4,015

 
 
 
 
 
 
Total for pipelines and terminal assets (bpd)
1,340,069

 
1,163,856

 
176,213







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(1)
Prior to the equity restructuring transaction on October 31, 2017, net income attributable to Holly Energy Partners was allocated between limited partners and the general partner interest in accordance with the provisions of the partnership agreement. HEP net income allocated to the general partner included incentive distributions that were declared subsequent to quarter end. There were no distributions made on the general partner interest after October 31, 2017. No general partner distributions were declared for the three months ended September 30, 2017, and general partner distributions of $36.5 million were declared for the nine months ended September 30, 2017.
(2)
Earnings before interest, taxes, depreciation and amortization (“EBITDA”) is calculated as net income attributable to Holly Energy Partners plus (i) interest expense, net of interest income, (ii) state income tax and (iii) depreciation and amortization. Adjusted EBITDA is calculated as EBITDA plus loss on early extinguishment of debt. EBITDA and Adjusted EBITDA are not calculations based upon generally accepted accounting principles ("GAAP"). However, the amounts included in the EBITDA and Adjusted EBITDA calculations are derived from amounts included in our consolidated financial statements. EBITDA and Adjusted EBITDA should not be considered as alternatives to net income attributable to Holly Energy Partners or operating income, as indications of our operating performance or as alternatives to operating cash flow as a measure of liquidity. EBITDA and Adjusted EBITDA are not necessarily comparable to similarly titled measures of other companies. EBITDA and Adjusted EBITDA are presented here because they are widely used financial indicators used by investors and analysts to measure performance. EBITDA and Adjusted EBITDA are also used by our management for internal analysis and as a basis for compliance with financial covenants.

Set forth below is our calculation of EBITDA and Adjusted EBITDA.
 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
2018
 
2017
 
2018
 
2017
 
 
(In thousands)
Net income attributable to Holly Energy Partners
 
$
45,003

 
$
42,071

 
$
131,314

 
$
108,970

Add (subtract):
 
 
 
 
 
 
 
 
Interest expense
 
17,280

 
13,291

 
50,971

 
39,042

Interest Income
 
(540
)
 
(101
)
 
(1,581
)
 
(306
)
Amortization of discount and deferred debt charges
 
762

 
781

 
2,278

 
2,317

State income tax (benefit) expense
 
39

 
(69
)
 
149

 
164

Depreciation and amortization
 
24,367

 
19,007

 
74,117

 
57,729

EBITDA
 
$
86,911

 
$
74,980

 
$
257,248

 
$
207,916

Add loss on early extinguishment of debt
 

 

 

 
12,225

Adjusted EBITDA
 
$
86,911

 
$
74,980

 
$
257,248

 
$
220,141

(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,
 
 
2018
 
2017
 
2018
 
2017
 
 
(In thousands)
Net income attributable to Holly Energy Partners
 
$
45,003

 
$
42,071

 
$
131,314

 
$
108,970

Add (subtract):
 
 
 
 
 
 
 
 
Depreciation and amortization
 
24,367

 
19,007

 
74,117

 
57,729

Amortization of discount and deferred debt charges
 
762

 
781

 
2,278

 
2,317

Loss on early extinguishment of debt
 

 

 

 
12,225

Customer billings greater than revenue recognized
 
1,294

 
1,134

 
2,994

 
3,835

Maintenance capital expenditures (4)
 
(3,198
)
 
(3,240
)
 
(4,504
)
 
(6,308
)
Decrease in environmental liability
 
(150
)
 
(180
)
 
(368
)
 
(741
)
Decrease in reimbursable deferred revenue
 
(1,517
)
 
(917
)
 
(3,937
)
 
(2,765
)
Other non-cash adjustments
 
37

 
592

 
(1,016
)
 
2,174

Distributable cash flow
 
$
66,598

 
$
59,248

 
$
200,878

 
$
177,436

    
(4)
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, safety and to address environmental regulations.

Set forth below is certain balance sheet data.
 
 
September 30,
 
December 31,
 
 
2018
 
2017
 
 
(In thousands)
Balance Sheet Data
 
 
 
 
Cash and cash equivalents
 
$
6,375

 
$
7,776

Working capital
 
$
20,914

 
$
18,906

Total assets
 
$
2,107,042

 
$
2,154,114

Long-term debt
 
$
1,416,748

 
$
1,507,308

Partners' equity (5)
 
$
446,946

 
$
393,959


(5)
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 would have been recorded in our financial statements 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, Executive Vice President and
Chief Financial Officer
Craig Biery, Director, Investor Relations
Holly Energy Partners, L.P.
214/954-6511


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