false0001110805 0001110805 2019-11-05 2019-11-05 0001110805 ns:CommonLimitedPartnerMember 2019-11-05 2019-11-05 0001110805 ns:SeriesAPreferredLimitedPartnerMember 2019-11-05 2019-11-05 0001110805 ns:SeriesBPreferredLimitedPartnerMember 2019-11-05 2019-11-05 0001110805 ns:SeriesCPreferredLimitedPartnerMember 2019-11-05 2019-11-05


 
 
 
 
 
UNITED STATES
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): November 5, 2019
NuStar Energy L.P.
Delaware
001-16417
74-2956831
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
 
 
19003 IH-10 West
San Antonio, Texas 78257
(Address of principal executive offices)
(210) 918-2000
(Registrant’s telephone number, including area code)
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common units
 
NS
 
New York Stock Exchange
Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units
 
NSprA
 
New York Stock Exchange
Series B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units
 
NSprB
 
New York Stock Exchange
Series C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units
 
NSprC
 
New York Stock Exchange

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 November 5, 2019, NuStar Energy L.P., a Delaware limited partnership, issued a press release announcing financial results for the quarter ended September 30, 2019. A copy of the press release announcing the financial results is furnished with this report as Exhibit 99.01 and is incorporated herein by reference.


Item 9.01    Financial Statements and Exhibits.

(d)     Exhibits.

Exhibit Number
 
Exhibit
 
 
 
 
Press Release dated November 5, 2019.
Exhibit 104
 
Cover Page Interactive Data File - formatted in Inline XBRL and included as Exhibit 101






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 hereunto duly authorized.
 
 
NUSTAR ENERGY L.P.
 
 
 
 
 
 
 
By:
Riverwalk Logistics, L.P.
 
 
its general partner
 
 
 
 
 
 
 
By:
NuStar GP, LLC
 
 
 
its general partner
 
 
 
 
 
Date: November 5, 2019
 
 
By:
/s/ Amy L. Perry
 
 
 
Name:
Amy L. Perry
 
 
 
Title:
Executive Vice President-Strategic Development and General Counsel



Exhibit 99.01


NuStar Energy L.P. Reports Strong Third Quarter 2019 Earnings Results

Income from Continuing Operations Up 20 Percent Versus Third Quarter of 2018

Permian Crude System Volumes Currently Approaching 430,000 Barrels Per Day; Quarterly Average Up 233 Percent Since System Acquisition in May 2017

Corpus Christi Crude System Enters New Era with Doubled Receipts since July 2019

SAN ANTONIO, November 5, 2019 - NuStar Energy L.P. (NYSE: NS) reported income from continuing operations of $53 million for the third quarter of 2019, up $9 million or 20 percent from $44 million in the third quarter of 2018. Earnings before interest, taxes, depreciation and amortization (EBITDA) from continuing operations were $169 million, up $15 million or 10 percent from $154 million for the third quarter of 2018.
Distributable cash flow (DCF) available to common limited partners from continuing operations was $88 million for the third quarter of 2019, up $11 million or 14 percent compared to $77 million in the third quarter of 2018. The distribution coverage ratio to common limited partners from continuing operations was 1.36 times for the third quarter and 1.23 times for the nine months ended September 30, 2019.
“Our strong third quarter 2019 results were primarily driven by continued volume ramp on our Permian Crude System, as well as a contribution from our new Taft 30-inch pipeline utilized for crude exports out of our Corpus Christi North Beach terminal," said NuStar President and CEO Brad Barron.
“During the month of October, the Corpus Christi Crude System saw aggregate volumes increase to 591,000 barrels per day (BPD), double our receipts in July, before our Taft pipeline projects were in service. Additionally, during October, we moved 169,000 BPD into the Corpus Christi refinery market and over 422,000 BPD over our docks, which more than doubles the amount moved over the docks in July.”
Barron also noted that due in part to NuStar's sale of its St. Eustatius facility in July, the partnership's third quarter debt-to-EBITDA ratio was 3.96 times, significantly lower when compared to 4.52 times at the end of the third quarter of 2018. "This demonstrates our commitment to de-levering and financial discipline,” he added.

Permian Crude System Continues to Show Phenomenal Growth of 233 Percent Since Acquisition
“We continue to be pleased with the performance and growth of our Permian Crude System,” Barron said. “The Permian has proven itself the fastest-growing and most resilient shale play in North America, and NuStar’s Permian Crude System has consistently outperformed the basin since our acquisition. In fact, since we acquired our system in May 2017, our system throughput has now grown by an amazing 233 percent, far outpacing overall Permian Basin throughput, which has grown 98 percent.”
In 2019 alone, NuStar has expanded its capacity from 460,000 BPD to 560,000 BPD to accommodate its customers' plans and added a total 34 additional well connections. Additionally, volumes continued to grow significantly as NuStar moved an average of 416,000 BPD in October. With November nominations of 436,000 BPD, NuStar continues to expect to exit 2019 with throughput around 450,000 BPD, a significant increase over NuStar's 2017 exit rate of 200,000 BPD.









Within a 24-hour period, Corpus Christi Export and Mexico Projects Enter Service
On September 4, 2019, NuStar began moving volumes on three key pipeline projects that are significantly expanding the partnership's capacity to move Permian crude oil to Corpus Christi for export, and to move refined products into Northern Mexico.
“With the second phase of our WTI export project in service, we are now transporting Permian barrels on our Taft 30-inch pipeline from our connection to Cactus II and delivering those barrels into our Corpus Christi North Beach terminal for export," Barron said. "Our legacy assets in South Texas: our South Texas Crude System, Three Rivers 12” line, and Corpus Christi terminal, together with our recently completed Corpus Christi export project additions, including our Taft 30-inch pipeline, overlay and interconnect to such a degree that we now refer to them as a single system, our ‘Corpus Christi Crude System.’”
Additionally, NuStar completed its project to double the capacity of its Valley pipeline to expand supply of refined products from Corpus Christi to the Rio Grande Valley and Northern Mexico in September, and, since then, the partnership's committed customers on that system have been ramping up their volumes. In September NuStar also brought its Nuevo Laredo project into early service, which allows the partnership to transport diesel from the Corpus Christi refining complex to the NuStar Nuevo Laredo terminal in Mexico. Barron added that NuStar is on schedule to complete the second phase, which includes additional tankage and truck-loading bays at Nuevo Laredo, in February 2020.
2019 and 2020 Full-Year Projections Show Stable Growth, Year over Year
“Our 2019 range for Adjusted EBITDA remains unchanged at $665 to $715 million, which includes results from St. Eustatius operations, but excludes non-cash impairment charges related to the sale of those operations," said Tom Shoaf, NuStar Executive Vice President and Chief Financial Officer.
“For a clearer view of our ongoing business and for improved comparability, we are also providing projections for 2019 EBITDA from continuing operations of $625 to $675 million, which exclude any past contributions from St. Eustatius," Shoaf added. "These projections show an expected increase of 9 percent at the midpoint when compared to 2018 EBITDA from continuing operations of $597 million. Looking further out to 2020 full-year guidance, we expect NuStar’s 2020 EBITDA to be $715 to $765 million or an increase of about 14 percent at the midpoint over 2019.”
"These results clearly demonstrate the benefit of our strategic decision to de-risk and simplify our business by selling our Caribbean assets and redeploying that capital in our core North American business. On an apples-to-apples basis, we expect to be able to improve EBITDA by almost 25 percent over a two-year period, while simultaneously lowering our leverage and strengthening our financial metrics to generate stable, consistent growth for our unitholders,” Shoaf concluded.








 
Year Ended December 31, 2018
 
Projected for the year ended December 31,
 
 
2019
 
2020
Income from continuing operations
$
146,375

 
$ 171,000 - 206,000

 
$ 233,000 - 258,000

Income (loss) from discontinued operations, net of tax
59,419

 
(308,000 - 313,000)

 

Net income (loss)
$
205,794

 
$ (137,000 - 107,000)

 
$ 233,000 - 258,000

 
 
 
 
 
 
EBITDA from continuing operations
$
596,822

 
$ 625,000 - 675,000

 
$ 715,000 - 765,000

EBITDA from discontinued operations
104,491

 
(300,000 - 305,000)

 

Total EBITDA
701,313

 
325,000 - 370,000

 
715,000 - 765,000

Impairment losses and loss on sale
43,366

 
340,000 - 345,000

 

Gain from hurricane insurance proceeds
(78,756
)
 

 

Adjusted EBITDA
$
665,923

 
$ 665,000 - 715,000

 
$ 715,000 - 765,000


Conference Call Details
A conference call with management is scheduled for 10:00 a.m. CT today, November 5, 2019. The conference call may be accessed by dialing toll-free 844/889-7787, reservation passcode 5169897. International callers may access the conference call by dialing 661/378-9931, reservation passcode 5169897. The Partnership intends to have a playback available following the conference call, which may be accessed by dialing toll-free 855/859-2056, reservation passcode 5169897. International callers may access the playback by dialing 404/537-3406, reservation passcode 5169897. The playback will be available until 1:00 p.m. CT on December 5, 2019.
Investors interested in listening to the live discussion or a replay via the internet may access the discussion directly at https://edge.media-server.com/mmc/p/fb63w7oe or by logging on to NuStar Energy L.P.’s website at www.nustarenergy.com.
The discussion will disclose certain non-GAAP financial measures. Reconciliations of certain of these non-GAAP financial measures to U.S. GAAP may be found in this press release, with additional reconciliations located on the Financials page of the Investors section of NuStar Energy L.P.’s website at www.nustarenergy.com.
NuStar Energy L.P., a publicly traded master limited partnership based in San Antonio, is one of the largest independent liquids terminal and pipeline operators in the nation. NuStar currently has approximately 9,900 miles of pipeline and 74 terminal and storage facilities that store and distribute crude oil, refined products and specialty liquids. The partnership’s combined system has approximately 74 million barrels of storage capacity, and NuStar has operations in the United States, Canada and Mexico. For more information, visit NuStar Energy L.P.’s website at www.nustarenergy.com.
Cautionary Statement Regarding Forward-Looking Statements
This press release includes, and the related conference call will include, forward-looking statements regarding future events, such as the partnership’s future performance. All forward-looking statements are based on the partnership’s beliefs as well as assumptions made by and information currently available to the partnership. These statements reflect the partnership’s current views with respect to future events and are subject to various risks, uncertainties and assumptions. These risks, uncertainties and assumptions are discussed in NuStar Energy L.P.’s 2018 annual report on Form 10-K and subsequent filings with the Securities and Exchange Commission. Actual results may differ materially from those described in the forward-looking statements.




NuStar Energy L.P. and Subsidiaries
Consolidated Financial Information
(Unaudited, Thousands of Dollars, Except Unit, Per Unit and Ratio Data)
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2019

2018
 
2019
 
2018
Statement of Income Data:
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
Service revenues
$
289,258

 
$
270,269

 
$
830,757

 
$
777,937

Product sales
88,798

 
109,873

 
267,570

 
368,188

Total revenues
378,056

 
380,142

 
1,098,327

 
1,146,125

Costs and expenses:
 
 
 
 
 
 
 
Costs associated with service revenues:
 
 
 
 
 
 
 
Operating expenses
100,852

 
94,673

 
297,358

 
283,481

Depreciation and amortization expense
66,332

 
62,111

 
196,141

 
183,712

Total costs associated with service revenues
167,184

 
156,784

 
493,499

 
467,193

Cost of product sales
80,880

 
105,746

 
253,451

 
352,347

General and administrative expenses
27,804

 
26,255

 
78,363

 
71,151

Other depreciation and amortization expense
2,216

 
2,192

 
6,154

 
6,389

Total costs and expenses
278,084


290,977


831,467


897,080

Operating income
99,972

 
89,165

 
266,860

 
249,045

Interest expense, net
(46,902
)
 
(44,314
)
 
(136,886
)
 
(140,091
)
Other income, net
608

 
925

 
2,020

 
3,548

Income from continuing operations before income tax expense
53,678

 
45,776

 
131,994

 
112,502

Income tax expense
1,090

 
2,113

 
3,568

 
8,697

Income from continuing operations
52,588

 
43,663

 
128,426

 
103,805

(Loss) income from discontinued operations, net of tax
(4,777
)
 
4,473

 
(312,527
)
 
99,863

Net income (loss)
$
47,811

 
$
48,136

 
$
(184,101
)
 
$
203,668

 
 
 
 
 
 
 
 
Basic net income (loss) per common unit:
 
 
 
 
 
 
 
Continuing operations
$
0.15

 
$
(3.53
)
 
$
0.20

 
$
(3.51
)
Discontinued operations
(0.04
)
 
0.04

 
(2.90
)
 
1.01

Total net income (loss) per common unit
$
0.11

 
$
(3.49
)
 
$
(2.70
)
 
$
(2.50
)
 
 
 
 
 
 
 
 
Basic weighted-average common units outstanding
107,763,870

 
104,264,796

 
107,687,019

 
96,920,202

 
 
 
 
 
 
 
 
Other Data (Note 1):
 
 
 
 
 
 
 
EBITDA from continuing operations
$
169,128

 
$
154,393

 
$
471,175

 
$
442,694

DCF from continuing operations available to common limited partners
$
87,842

 
$
76,721

 
$
238,159

 
$
219,873

Distribution coverage ratio from continuing operations
1.36x

 
1.19x

 
1.23x

 
1.19x


 
For the Four Quarters Ended September 30,
 
2019
 
2018
Consolidated Debt Coverage Ratio (Note 2)
3.96x
 
4.52x



NuStar Energy L.P. and Subsidiaries
Consolidated Financial Information - Continued
(Unaudited, Thousands of Dollars, Except Barrel Data)
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2019

2018
 
2019
 
2018
Pipeline:
 
 
 
 
 
 
 
Crude oil pipelines throughput (barrels/day)
1,218,913

 
914,450

 
1,109,856

 
848,892

Refined products and ammonia pipelines throughput
(barrels/day)
554,276

 
567,320

 
542,713

 
555,113

Total throughput (barrels/day)
1,773,189

 
1,481,770


1,652,569


1,404,005

Throughput and other revenues
$
179,173

 
$
162,843

 
$
507,917

 
$
449,909

Operating expenses
49,409

 
47,032

 
150,437

 
138,079

Depreciation and amortization expense
41,946

 
38,790

 
123,646

 
114,036

Segment operating income
$
87,818


$
77,021

 
$
233,834

 
$
197,794

Storage:
 
 
 
 
 
 
 
Throughput (barrels/day)
438,999

 
335,118

 
400,060

 
336,957

Throughput terminal revenues
$
26,333

 
$
21,143

 
$
71,189

 
$
61,300

Storage terminal revenues
87,402

 
89,090

 
256,449

 
274,917

Total revenues
113,735

 
110,233

 
327,638

 
336,217

Operating expenses
51,443

 
47,641

 
146,921

 
145,402

Depreciation and amortization expense
24,386

 
23,321

 
72,495

 
69,676

Segment operating income
$
37,906

 
$
39,271

 
$
108,222

 
$
121,139

Fuels Marketing:
 
 
 
 
 
 
 
Product sales
$
85,148

 
$
107,072

 
$
262,776

 
$
360,023

Cost of goods
80,046

 
104,904

 
251,349

 
350,011

Gross margin
5,102

 
2,168

 
11,427

 
10,012

Operating expenses
834

 
848

 
2,074

 
2,360

Segment operating income
$
4,268

 
$
1,320

 
$
9,353

 
$
7,652

Consolidation and Intersegment Eliminations:
 
 
 
 
 
 
 
Revenues
$

 
$
(6
)
 
$
(4
)
 
$
(24
)
Cost of goods

 
(6
)
 
28

 
(24
)
Operating expenses

 

 

 

Total
$

 
$

 
$
(32
)
 
$

Consolidated Information:
 
 
 
 
 
 
 
Revenues
$
378,056

 
$
380,142

 
$
1,098,327

 
$
1,146,125

Costs associated with service revenues:
 
 
 
 
 
 
 
Operating expenses
100,852

 
94,673

 
297,358

 
283,481

Depreciation and amortization expense
66,332

 
62,111

 
196,141

 
183,712

Total costs associated with service revenues
167,184

 
156,784

 
493,499

 
467,193

Cost of product sales
80,880

 
105,746

 
253,451

 
352,347

Segment operating income
129,992

 
117,612

 
351,377

 
326,585

General and administrative expenses
27,804

 
26,255

 
78,363

 
71,151

Other depreciation and amortization expense
2,216

 
2,192

 
6,154

 
6,389

Consolidated operating income
$
99,972

 
$
89,165


$
266,860


$
249,045




NuStar Energy L.P. and Subsidiaries
Consolidated Financial Information - Continued
(Unaudited, Thousands of Dollars, Except Ratio Data)
Note 1: NuStar Energy L.P. utilizes financial measures, such as earnings before interest, taxes, depreciation and amortization (EBITDA), distributable cash flow (DCF) and distribution coverage ratio, which are not defined in U.S. generally accepted accounting principles (GAAP). Management believes these financial measures provide useful information to investors and other external users of our financial information because (i) they provide additional information about the operating performance of the partnership’s assets and the cash the business is generating, (ii) investors and other external users of our financial statements benefit from having access to the same financial measures being utilized by management and our board of directors when making financial, operational, compensation and planning decisions and (iii) they highlight the impact of significant transactions. We also use adjusted results or results from continuing operations for EBITDA, which may include non-GAAP financial measures, to enhance the comparability of performance across periods.
Our board of directors and management use EBITDA and/or DCF when assessing the following: (i) the performance of our assets, (ii) the viability of potential projects, (iii) our ability to fund distributions, (iv) our ability to fund capital expenditures and (v) our ability to service debt. In addition, our board of directors uses a distribution coverage ratio, which is calculated based on DCF, as one of the factors in its compensation determinations. DCF is a widely accepted financial indicator used by the master limited partnership (MLP) investment community to compare partnership performance. DCF is used by the MLP investment community, in part, because the value of a partnership unit is partially based on its yield, and its yield is based on the cash distributions a partnership can pay its unitholders.
None of these financial measures are presented as an alternative to net income, or for any periods presented reflecting discontinued operations, income from continuing operations. They should not be considered in isolation or as substitutes for a measure of performance prepared in accordance with GAAP.
The following is a reconciliation of income from continuing operations to EBITDA from continuing operations, DCF from continuing operations and distribution coverage ratio from continuing operations.
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2019
 
2018
 
2019
 
2018
Income from continuing operations
$
52,588

 
$
43,663

 
$
128,426

 
$
103,805

Interest expense, net
46,902

 
44,314

 
136,886

 
140,091

Income tax expense
1,090

 
2,113

 
3,568

 
8,697

Depreciation and amortization expense
68,548

 
64,303

 
202,295

 
190,101

EBITDA from continuing operations
169,128

 
154,393

 
471,175

 
442,694

Interest expense, net
(46,902
)
 
(44,314
)
 
(136,886
)
 
(140,091
)
Reliability capital expenditures
(11,838
)
 
(7,100
)
 
(20,385
)
 
(18,032
)
Income tax expense
(1,090
)
 
(2,113
)
 
(3,568
)
 
(8,697
)
Long-term incentive equity awards (a)
3,111

 
2,638

 
7,646

 
5,758

Preferred unit distributions
(30,423
)
 
(29,881
)
 
(91,269
)
 
(62,116
)
Other items
5,856

 
3,098

 
11,446

 
1,498

DCF from continuing operations
87,842

 
76,721

 
238,159

 
221,014

Less DCF from continuing operations available to
general partner

 

 

 
1,141

DCF from continuing operations available to common
limited partners
$
87,842

 
$
76,721

 
$
238,159

 
$
219,873

 
 
 
 
 
 
 
 
Distributions applicable to common limited partners
$
64,660

 
$
64,248

 
$
194,008

 
$
184,369

Distribution coverage ratio from continuing operations (b)
1.36x

 
1.19x

 
1.23x

 
1.19x

Continued on following page.






NuStar Energy L.P. and Subsidiaries
Consolidated Financial Information - Continued
(Unaudited, Thousands of Dollars)
The following is a reconciliation of income from continuing operations to EBITDA from continuing operations.
 
Year Ended December 31, 2018
 
Projected for the
Year Ended December 31, 2019
Income from continuing operations
$
146,375

 
$ 171,000 - 206,000
Interest expense, net
184,398

 
182,000 - 188,000
Income tax expense
10,157

 
2,000 - 6,000
Depreciation and amortization expense
255,892

 
270,000 - 275,000
EBITDA from continuing operations
$
596,822

 
$ 625,000 - 675,000

The following is a reconciliation of net income (loss) to EBITDA to adjusted EBITDA; therefore, the reconciling items include activity from continuing and discontinued operations on a combined basis.
 
Year Ended December 31,
 
Projected for the Year Ended December 31,
 
2018
 
2019
 
2020
Net income (loss)
$
205,794

 
$ (137,000 - 107,000)

 
$ 233,000 - 258,000

Interest expense, net
186,237

 
182,000 - 188,000

 
190,000 - 200,000

Income tax expense
11,408

 
2,000 - 6,000

 
2,000 - 7,000

Depreciation and amortization expense
297,874

 
278,000 - 283,000

 
290,000 - 300,000

EBITDA
701,313

 
325,000 - 370,000

 
715,000 - 765,000

Impairment losses and loss on sale (c)
43,366

 
340,000 - 345,000

 

Gain from hurricane insurance proceeds (d)
(78,756
)
 

 

Adjusted EBITDA
$
665,923

 
$ 665,000 - 715,000

 
$ 715,000 - 765,000


(a)
We intend to satisfy the vestings of these equity-based awards with the issuance of our common units. As such, the expenses related to these awards are considered non-cash and added back to DCF. Certain awards include distribution equivalent rights (DERs). Payments made in connection with DERs are deducted from DCF.
(b)
Distribution coverage ratio is calculated by dividing DCF available to common limited partners by distributions applicable to common limited partners.
(c)
Represents non-cash impairment losses associated with long-lived assets and goodwill at our St. Eustatius terminal, as well as the losses on the sales of the St. Eustatius terminal in September 2019 and the European operations in November 2018.
(d)
Represents the gain for insurance proceeds received related to hurricane damage at our St. Eustatius terminal.




NuStar Energy L.P. and Subsidiaries
Consolidated Financial Information - Continued
(Unaudited, Thousands of Dollars, Except Ratio Data)
Note 2: The following is the reconciliation for the calculation of our Consolidated Debt Coverage Ratio, as defined in our revolving credit agreement (the Revolving Credit Agreement):
 
For the Four Quarters Ended September 30,
 
2019
 
2018
Net (loss) income
$
(181,975
)
 
$
228,850

Interest expense, net
181,558

 
187,334

Income tax expense
4,599

 
13,117

Depreciation and amortization expense
285,126

 
294,168

EBITDA
289,308

 
723,469

Other income (a)
(3,674
)
 
(81,688
)
Equity awards (b)
12,742

 
8,026

Pro forma effect of disposition (c)
335,995

 

Material project adjustments and other items (d)
95,479

 
3,424

Consolidated EBITDA, as defined in the Revolving Credit Agreement
$
729,850

 
$
653,231

 
 
 
 
Total consolidated debt
$
3,331,040

 
$
3,399,533

NuStar Logistics' floating rate subordinated notes
(402,500
)
 
(402,500
)
Proceeds held in escrow associated with the Gulf
Opportunity Zone Revenue Bonds
(41,476
)
 
(41,476
)
Consolidated Debt, as defined in the Revolving Credit Agreement
$
2,887,064

 
$
2,955,557

 
 
 
 
Consolidated Debt Coverage Ratio (Consolidated Debt to Consolidated EBITDA)
3.96x

 
4.52x

(a) Other income is excluded for purposes of calculating Consolidated EBITDA, as defined in the Revolving Credit Agreement.
(b) This adjustment represents the non-cash expense related to the vestings of equity-based awards with the issuance of our common units.
(c) For the four quarters ended September 30, 2019, this adjustment represents the pro forma effects of the sales of our European and St. Eustatius operations as if we had completed the sales on October 1, 2018.
(d) This adjustment represents a percentage of the projected Consolidated EBITDA attributable to any Material Project and other noncash items, as defined in the Revolving Credit Agreement.