FOURTH-QUARTER AND YEAR-END 2023 HIGHLIGHTS
- On December 22, 2023, Tidewater closed the sale of its Pipestone natural gas plant (“Pipestone Phase I”), Pipestone expansion project (“Pipestone Phase II”, collectively “Pipestone”), Dimsdale natural gas storage facility (“Dimsdale”) and associated gathering and other infrastructure, to AltaGas Ltd. (“AltaGas”) for $665 million (the “Transaction”) before closing adjustments. As consideration for the Transaction, Tidewater received $328.3 million in cash and 12,466,437 AltaGas common shares. Cash proceeds from the Transaction were used to settle credit facility debt of approximately $275 million and working capital of approximately $53.3 million.
- On January 9, 2024, Tidewater monetized its AltaGas shares for net proceeds of $341.6 million. The share proceeds were used to further reduce credit facility debt by $293 million and working capital of $48.6 million.
- In 2023, Tidewater Renewables Ltd. (“Tidewater Renewables”) completed a feasibility assessment for an expansion of its renewable fuel facilities. In the first quarter of 2024 Tidewater Renewables and Tidewater entered into a joint development agreement related to a new 6,500 bbl/day renewable diesel and sustainable aviation fuel (“SAF”) project in British Columbia, whereby both parties have the right to participate in up to 50% of the project upon a final investment decision. Front-end engineering design work on the SAF facility has begun, with the cost to be covered through government support in the form of capital emissions credits.
- In the fourth quarter of 2023, Tidewater Renewables achieved a transformational milestone with the Renewable Diesel and Renewable Hydrogen (“HDRD Complex”) commencing commercial operations in November 2023. Commercial operations progressed during the first quarter of 2024 and the facility has been operating at its design capacity since late February 2024. Tidewater expects the HDRD Complex to achieve a utilization rate of approximately 65% in the first quarter of 2024 and to continue to operate reliably at design capacity going forward.
- Tidewater Renewables has secured purchasers for the HDRD Complex’s operating emission credit production through the second quarter of 2024.
- Consolidated net loss attributable to shareholders was $331.8 million during the fourth quarter of 2023, compared to a net loss attributable to shareholders of $30.0 million during the 2022 comparative period. Full year consolidated net loss attributable to shareholders was $385.9 compared to net income attributable to shareholders of $8.5 million during the full year in 2022. The higher losses reported in 2023 are primarily a result of higher unrealized losses on derivative contracts, non-cash impairment charges taken during the fourth quarter of 2023 and the second quarter 2023 turnaround at the Prince George Refinery (“PGR”) impacting full year results.
- Fourth quarter 2023 consolidated adjusted EBITDA(1) was $21.4 million for the quarter, compared to $60.4 million during the fourth quarter of 2022. Full year 2023 consolidated adjusted EBITDA(1) was $162.9 million, compared to $249.8 million during 2022. The  quarter over quarter  decrease was primarily due to lower refining margins and reduced diesel demand related to warmer weather in the fourth quarter of 2023, realized losses on derivative contracts, as well as a maintenance outage at Pipestone during the quarter, with full year 2023 results also impacted by the PGR turnaround during the second quarter of 2023.
- Subsequent to the Transaction close, the Corporation took a non-cash impairment charge of approximately $418 million on its midstream assets.
(1) |
Adjusted EBITDA is a Non-GAAP financial measure. Please see the “Non-GAAP Measures” section of this news release for more information on the composition of these measures. |
“I’ve joined Tidewater at a very exciting time and I am pleased to be a part of the team. I’ve had the chance to get to know our people, visit a number of key facilities and I am very encouraged by the opportunities in Tidewater’s future,” stated CEO Jeremy Baines. “As we move forward from a challenging 2023, the Pipestone transaction has transformed Tidewater’s balance sheet and will provide us with the financial flexibility to optimize our existing asset base in 2024. The HDRD complex has reached new production milestones in 2024 and we are seeing strong demand for R30 diesel. Our team is focused on controlling costs and optimizing returns within our asset base and we will continue to de-lever to position for the long-term growth of our business. The planning stages of our SAF project have begun, which is a project that closely aligns with our conventional and renewable fuel businesses at PGR and will allow us to further expand our existing infrastructure.”
CONSOLIDATED AND DECONSOLIDATED FINANCIAL HIGHLIGHTS |
||||||||
Three months ended December 31 |
||||||||
Tidewater Deconsolidated (2) |
Tidewater Consolidated |
|||||||
(in millions of Canadian dollars except per share information) |
2023 |
2022 |
2023 |
2022 |
||||
Net loss attributable to shareholders |
$ |
(329.4) |
$ |
(42.0) |
$ |
(331.8) |
$ |
(30.0) |
Net loss attributable to shareholders per    share – basic |
$ |
(0.77) |
$ |
(0.10) |
$ |
(0.78) |
$ |
(0.07) |
Adjusted EBITDAÂ (1) |
$ |
10.7 |
$ |
43.7 |
$ |
21.4 |
$ |
60.4 |
Distributable cash flow attributable to shareholders (1) |
$ |
(37.4) |
$ |
6.6 |
$ |
(36.0) |
$ |
13.1 |
Distributable cash flow per share – basic (1) |
$ |
(0.09) |
$ |
0.02 |
$ |
(0.08) |
$ |
0.03 |
Net debt (3) |
$ |
397.3 |
$ |
539.6 |
$ |
744.0 |
$ |
750.8 |
Total capital expenditures |
$ |
19.4 |
$ |
33.6 |
$ |
51.2 |
$ |
110.5 |
(1) |
Non-GAAP financial measures. See the “Non-GAAP Measures” section of this news release for more information. |
(2) |
Deconsolidated results exclude the results of Tidewater Renewables. See the “Non-GAAP Financial 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 for more information. |
Year ended December 31 |
||||||||
Tidewater Deconsolidated (2) |
Tidewater Consolidated |
|||||||
(in millions of Canadian dollars except per share information) |
2023 |
2022 |
2023 |
2022 |
||||
Net (loss) income attributable to shareholders |
$ |
(371.3) |
$ |
(18.7) |
$ |
(385.9) |
$ |
8.5 |
Net (loss) income attributable to shareholders per    share – basic |
$ |
(0.87) |
$ |
(0.05) |
$ |
(0.91) |
$ |
0.02 |
Adjusted EBITDAÂ (1) |
$ |
117.0 |
$ |
187.4 |
$ |
162.9 |
$ |
249.8 |
Distributable cash flow attributable to shareholders (1) |
$ |
(66.1) |
$ |
49.3 |
$ |
(64.3) |
$ |
75.5 |
Distributable cash flow per share – basic (1) |
$ |
(0.16) |
$ |
0.13 |
$ |
(0.15) |
$ |
0.20 |
Net debt (3) |
$ |
397.3 |
$ |
539.6 |
$ |
744.0 |
$ |
750.8 |
Total capital expenditures |
$ |
87.1 |
$ |
104.7 |
$ |
292.6 |
$ |
349.3 |
(1) |
Non-GAAP financial measures. See the “Non-GAAP Measures” section of this news release for more information. |
(2) |
Deconsolidated results exclude the results of Tidewater Renewables. See the “Non-GAAP Financial 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 for more information. |
STRATEGIC UPDATE
Tidewater’s strategy is fundamentally supported by three key operational initiatives: maintaining safe and reliable operations, generating return on assets through maximizing facility throughputs and optimizing our existing asset base, and achieving synergies through integration. The following progress was made on these initiatives in 2023 and 2024 year to date:
Maintain safe and reliable |
•  No lost time incidents at the PGR in 2023 during the planned •  Construction of the HDRD Complex and related commissioning |
Return on assets and |
•  Record second half 2023 throughput at the PGR; •  The HDRD Complex reached commercial operations in 2023 and •  New downstream customer serviced using the infrastructure of the •  The SAF project in British Columbia can utilize infrastructure at PGR • Operating and maintenance optimization initiatives identified |
Corporate integration and |
•  Cost reduction measures to reduce up to $5 million of general |
PIPESTONE & DIMSDALE TRANSACTION
On December 22, 2023, Tidewater closed the sale of its Pipestone and Dimsdale assets to AltaGas. Transaction proceeds were comprised of $328.3 million in cash and 12,466,437 AltaGas common shares, representing total proceeds of approximately $665 million. On January 9, 2024, Tidewater monetized its shareholdings in AltaGas for total proceeds of approximately $341.6 million, with the proceeds primarily being allocated to debt repayment. Transaction proceeds were allocated as follows:
Pipestone & Dimsdale Transaction Proceeds |
|||
(in millions of Canadian dollars) |
|||
December 22, 2023 cash proceeds |
$ |
328.3 |
|
January 9, 2024 AltaGas share sale proceeds |
$ |
341.6 |
|
Sources of Proceeds |
$ |
669.9 |
|
Repayment of bank debt |
$ |
568.0 |
|
December 22, 2023 Working capital repayments, |
$ |
53.3 |
|
January 9, 2024 Working capital repayments, transaction |
$ |
48.6 |
|
Use of proceeds |
$ |
669.9 |
The use of proceeds from the Transaction results in an immediate reduction in Tidewater’s interest expense and simplifies the Corporation’s operating and capital structure. With reduced leverage, Tidewater is well positioned to fund its base operations and pursue its strategy of providing mission critical products and services that support the growing demand for cleaner energy products.
DOWNSTREAM
Tidewater achieved record throughput at the PGR during the second half of 2023, operating above its nameplate capacity in both the third and fourth quarter. The increased throughput in the second half of 2023 is driven by catalyst and unifiner upgrades that were completed during the second quarter planned turnaround.
PGR Historical Performance:
Q1 2022 |
Q2 2022 |
Q3 2022 |
Q4 2022 |
Q1 2023 |
Q2 2023 |
Q3 2023 |
Q4 2023 |
|
Daily throughput (bbl) |
11,745 |
11,810 |
11,860 |
11,715 |
11,700 |
4,363 |
12,756 |
12,242 |
Refinery Yield (1) |
||||||||
 Diesel |
48Â % |
44Â % |
45Â % |
47Â % |
45Â % |
46Â % |
44Â % |
48Â % |
 Gasoline |
40Â % |
42Â % |
41Â % |
42Â % |
42Â % |
41Â % |
42Â % |
40Â % |
 Other (2) |
12Â % |
14Â % |
14Â % |
11Â % |
13Â % |
13Â % |
14Â % |
12Â % |
(1)Â Â Refinery yield includes crude, canola and intermediates. |
(2)Â Other refers to heavy fuel oil (HFO), liquified petroleum gas and feedstock consumed to fuel the refinery. |
Fourth quarter refinery margins were impacted by unseasonably warm weather, which drove weaker diesel demand and impacted the downstream financial results. In December of 2023, Tidewater began selling R30 diesel and expects to significantly increase sales in the first quarter of 2024. Existing Infrastructure at the PGR provides Tidewater with the flexibility to sell renewable diesel direct to customers or blend renewable and conventional diesel, based on customer specifications.
MIDSTREAM
Midstream Gas Plant Inlet Volumes:
Q1 2022 |
Q2 2022 |
Q3 2022 |
Q4 2022 |
Q1 2023 |
Q2 2023 |
Q3 2023 |
Q4 2023 |
|
Gross throughput |
422 |
424 |
413 |
436 |
461 |
387 |
407 |
398 |
Pipestone (1) |
98 |
101 |
69 |
89 |
104 |
97 |
95 |
90 |
BRCÂ (2) |
122 |
145 |
161 |
159 |
158 |
98 |
155 |
134 |
Ram River |
101 |
78 |
102 |
104 |
112 |
110 |
88 |
96 |
Other(3) |
101 |
100 |
81 |
84 |
87 |
82 |
69 |
78 |
(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
During the fourth quarter, the Brazeau River Complex (“BRC”) facility throughput decreased to 134 MMcf/day, a 14% decrease from the previous quarter. The BRC’s fractionation facility benefitted from approximately 87% availability during the quarter.
The BRC remains one of Tidewater’s core assets and is well positioned in the Deep Basin, by offering producers multiple natural gas liquids egress options through its fractionation facility, truck loading and offloading facilities, natural gas liquids pipeline connections, along with two natural gas transportation connections. The BRC’s fractionation facility serves as a key asset for Tidewater’s natural gas liquids marketing business.
Ram River Gas Plant
The Ram River natural gas processing facility average throughput increased to 96 MMcf/day during the fourth quarter of 2023, an 8% increase over the previous quarter. 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 natural gas and sulphur handling infrastructure.
Pipestone Natural Gas Plant
Tidewater closed the sale of its Pipestone assets on December 22, 2023. Facility throughput during the fourth quarter of 2023 was reduced due to maintenance activities in November.
CAPITAL PROGRAM
Tidewater’s 2023 growth initiatives were primarily focused on the completion of Tidewater Renewables’ HDRD Complex located at Prince George. Investments during the second quarter scheduled turnaround at PGR led to increased unifiner capacity and upgraded catalyst that contributed to record throughput volumes during the second half of 2023.
OUTLOOK
For 2024, Tidewater expects the following operating guidance at its core facilities:
2024 Operating Guidance |
|||
 Prince George Refinery |
bbl/d |
10,500 – 11,500 |
|
 HDRD Complex(1) |
bbl/d |
2,400 – 2,600 |
|
 Brazeau River Complex(2) |
MMcf/d |
100 – 120 |
|
 Ram River |
MMcf/d |
80 – 90 |
(1) |
First quarter 2024 throughout is expected to be 1,800 – 2,000 bbl/d, with the facility expected |
(2) |
BRC Inlet volumes include volumes at the BRC straddle plant. |
In 2024, management’s top priorities are focused on generating positive operating cash flow and deleveraging. Management is currently reviewing its operating structure for cost synergies within its existing asset base. In addition, management is reviewing the scale and scope of planned maintenance spending in 2024, to ensure that maintenance projects appropriately prioritize safety and asset integrity, while maximizing our return on assets.
To date, we have identified opportunities to reduce $5 million of general and administrative expenses on a run-rate basis. In addition, at BRC we have optimized the scope of the 2024 turnaround and identified potential cost savings of approximately $5 million and an additional $6 million of potential operating cost savings on a run-rate basis. Through the remainder of 2024, we will continue to review and optimize our capital and operating expenditures, while ensuring safe and reliable operations.
Tidewater’s 2024 maintenance capital program is weighted to the first half of 2024, with an expected turnaround at the BRC in the second quarter of 2024. Full year expected deconsolidated maintenance capital is expected to be in the range of $25 to $30 million.
FOURTH QUARTER 2023 EARNINGS CALL
In conjunction with the earnings release, Tidewater’s executive will hold a call to review its fourth quarter 2023 results via conference call on Thursday March 14, 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 management’s presentation.
A live audio webcast of the conference call will be available by following this link: https://app.webinar.net/7yw3EPLE8Ze 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 be joined into 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 product, 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”.
Jeremy Baines                                          |
Aaron Ames |
Chief Executive Officer                                  |
Interim Chief Financial Officer |
Tidewater Midstream & Infrastructure Ltd.               |
Tidewater Midstream & Infrastructure Ltd |
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