Core Viewpoint - The midstream energy sector presents attractive investment opportunities for those seeking high yields and growth, despite facing some risks related to energy volumes and prices [1] Group 1: Energy Transfer - Energy Transfer has one of the largest integrated midstream systems in the U.S., with over 90% of its EBITDA tied to fee-based contracts, providing stable cash flows and a 7.1% forward yield [2][4] - The company is increasing its growth capex from $3 billion in 2024 to $5 billion in 2025, leveraging its position in the Permian Basin to meet rising energy demand from AI data centers and LNG exports [3] - Energy Transfer is trading at a forward EV-to-EBITDA multiple of 8.2, indicating a favorable combination of yield and growth potential [4] Group 2: Enterprise Products Partners - Enterprise Products Partners is recognized for its reliability, having increased its distribution for 26 consecutive years, with around 85% of its business being fee-based [5][6] - The company plans to invest $4 billion to $4.5 billion in growth projects in 2025, with $7.6 billion in projects currently under construction [6] - Trading at a forward EV-to-EBITDA multiple under 10 and offering a 6.7% dividend yield, Enterprise is appealing for income-focused investors [7] Group 3: Western Midstream - Western Midstream offers a high yield of 9.4%, supported by consistent fee-based cash flow and a conservative balance sheet with a leverage ratio under 3 [8] - The company aims for mid-single-digit annual distribution growth and is investing in high-return projects, including the Pathfinder pipeline [9] - Trading at a forward EV-to-EBITDA ratio of 9, Western Midstream combines a high yield with a disciplined growth strategy [10] Group 4: MPLX - MPLX features a high yield of 7.4% and has achieved double-digit distribution growth over the past three years, including a 12.5% increase in 2024 [12] - The company is increasing its growth capex from $889 million in 2024 to $1.7 billion in 2025, focusing on natural gas and NGL segments [13] - Trading at a forward EV-to-EBITDA ratio of just over 10, MPLX offers a blend of income and growth at a reasonable valuation [14] Group 5: Genesis Energy - Genesis Energy is transitioning after selling its soda ash business, which provided over $1 billion in proceeds, allowing for aggressive deleveraging and an estimated annual interest savings of $84 million [15] - The company is focusing on offshore pipeline expansion, with projects expected to generate up to $150 million in incremental annual operating profit by mid-2025 [15] - Although Genesis has a current yield of 3.9%, it is positioned for significant future distribution increases, with potential upside if execution is successful [16]

PART I [Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for Q1 2025, highlighting the impact of the Alkali Business sale on all financial figures [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets and liabilities decreased significantly as of March 31, 2025, primarily due to the Alkali Business sale, while cash and cash equivalents substantially increased Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $377,360 | $7,352 | | Total current assets | $937,334 | $911,734 | | Net fixed assets | $3,535,877 | $3,539,886 | | Non-current assets - held for discontinued operations | — | $1,839,113 | | **Total Assets** | **$5,211,859** | **$7,037,692** | | **Liabilities & Capital** | | | | Total current liabilities | $632,970 | $858,755 | | Senior Unsecured Notes, net | $3,439,113 | $3,436,860 | | Long-term liabilities - held for discontinued operations | — | $529,558 | | **Total Liabilities** | **$4,471,727** | **$5,521,909** | | Total partners' capital | $187,609 | $702,194 | [Unaudited Condensed Consolidated Statements of Operations](index=6&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations) The company reported a significant net loss of $460.3 million for Q1 2025, primarily driven by a substantial loss from the disposal of discontinued operations Consolidated Statements of Operations Highlights (in thousands) | Metric | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Total Revenues | $398,311 | $434,447 | | Operating Income | $21,973 | $58,055 | | **Net Income (Loss) from Continuing Operations** | **($36,561)** | **$11,353** | | Loss from disposal of discontinued operations | ($432,193) | — | | **Net Income (Loss)** | **($460,306)** | **$18,956** | | Net Loss Attributable to Common Unitholders | ($497,477) | ($10,541) | | Net Loss Per Common Unit - Basic and Diluted | ($4.06) | ($0.09) | [Unaudited Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Operating cash flow decreased in Q1 2025, while investing activities were significantly positive due to asset sales, and financing activities focused on debt and preferred unit repayments Consolidated Statements of Cash Flows Highlights (in thousands) | Activity | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $24,805 | $125,921 | | Net cash provided by (used in) investing activities | $921,343 | ($166,708) | | Net cash provided by (used in) financing activities | ($598,340) | $47,600 | | **Net increase in cash and cash equivalents** | **$347,808** | **$6,813** | - Key investing and financing activities in Q1 2025 included receiving **$996.6 million** from the disposal of discontinued operations, repaying **$540.0 million** on the senior secured credit facility, and using **$262.5 million** to redeem Class A Convertible Preferred Units[19](index=19&type=chunk) [Notes to Unaudited Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) These notes detail significant accounting events, including the Q1 2025 segment reorganization, the Alkali Business sale, debt amendments, and preferred unit redemptions - In Q1 2025, the company reorganized its operating segments into three divisions: **Offshore pipeline transportation**, **Marine transportation**, and **Onshore transportation and services** The sulfur services business was moved into the onshore segment[21](index=21&type=chunk)[26](index=26&type=chunk)[73](index=73&type=chunk) - On February 28, 2025, the company sold its Alkali Business for a gross price of **$1.425 billion**, generating net proceeds of approximately **$1.0 billion** The sale resulted in a pre-tax loss of **$432.2 million** and is reported as a discontinued operation[23](index=23&type=chunk)[36](index=36&type=chunk)[37](index=37&type=chunk) - On March 6, 2025, the company redeemed **7,416,196** Class A Convertible Preferred Units for **$262.5 million**, plus accrued distributions[64](index=64&type=chunk)[19](index=19&type=chunk) - Subsequent to the quarter end, on April 3, 2025, the company redeemed the remaining **$406.2 million** of its 8.000% senior unsecured notes due 2027, incurring a net loss of approximately **$9 million**[111](index=111&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=28&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q1 2025 financial results, highlighting a net loss from continuing operations, decreased segment margin, and successful deleveraging efforts post-Alkali Business sale [Results of Operations](index=29&type=section&id=Results%20of%20Operations) Operating income and total segment margin decreased in Q1 2025, primarily due to higher G&A expenses from the Alkali Business sale and lower segment performance across all divisions Segment Margin by Segment (in thousands) | Segment | Q1 2025 | Q1 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Offshore pipeline transportation | $76,548 | $97,806 | (22%) | | Marine transportation | $30,021 | $31,363 | (4%) | | Onshore transportation and services | $14,826 | $18,098 | (18%) | | **Total Segment Margin** | **$121,395** | **$147,267** | **(18%)** | - Offshore pipeline transportation Segment Margin decreased by **$21.3 million** (**22%**) due to a contractual rate step-down on a life-of-lease dedication and producer underperformance at major fields A return to normal production is expected by Q3 2025[135](index=135&type=chunk) - Marine transportation Segment Margin decreased by **$1.3 million** (**4%**) due to slightly lower inland barge utilization, which was partially offset by a contractual rate increase on the M/T American Phoenix[138](index=138&type=chunk) - Onshore transportation and services Segment Margin decreased by **$3.3 million** (**18%**) due to lower NaHS and caustic soda sales volumes, partially offset by increased rail unload volumes[144](index=144&type=chunk) - General and administrative expenses increased by **$25.9 million**, primarily due to **$25.2 million** in transaction costs associated with the sale of the Alkali Business[146](index=146&type=chunk)[147](index=147&type=chunk) [Liquidity and Capital Resources](index=37&type=section&id=Liquidity%20and%20Capital%20Resources) The company significantly improved its liquidity and capital structure in Q1 2025 by using Alkali Business sale proceeds to reduce debt and redeem preferred units, extending debt maturities - Completed the sale of the Alkali Business for **$1.425 billion**, using the proceeds to pay down the credit facility, redeem preferred units, and redeem senior notes[157](index=157&type=chunk) - Following the Alkali sale, the senior secured credit facility capacity was reduced from **$900 million** to **$800 million** As of March 31, 2025, there were no borrowings outstanding and **$795.5 million** of available capacity[158](index=158&type=chunk)[166](index=166&type=chunk) - Growth capital expenditures are focused on expanding the **CHOPS pipeline** and constructing the **SYNC Pipeline** to service two new deepwater developments, **Shenandoah** and **Salamanca**, expected to come online in mid-2025[135](index=135&type=chunk)[178](index=178&type=chunk)[180](index=180&type=chunk) Capital Expenditures from Continuing Operations (in thousands) | Type | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Maintenance capital | $22,644 | $15,075 | | Growth capital | $27,263 | $70,094 | | **Total capital expenditures** | **$49,907** | **$85,169** | [Non-GAAP Financial Measures](index=42&type=section&id=Non-GAAP%20Financial%20Measures) This section defines and reconciles non-GAAP financial measures, including Segment Margin and Available Cash before Reserves, which significantly decreased in Q1 2025 Reconciliation to Available Cash before Reserves (in thousands) | Line Item | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Net income (loss) attributable to Genesis Energy, L.P. | ($469,075) | $11,353 | | Depreciation, amortization and accretion | $59,011 | $52,163 | | Loss on disposal of discontinued operations | $432,193 | — | | Maintenance capital utilized | ($16,900) | ($18,100) | | Distributions to preferred unitholders | ($19,942) | ($21,894) | | **Available Cash before Reserves** | **$20,347** | **$54,048** | [Quantitative and Qualitative Disclosures about Market Risk](index=46&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company states that there have been no material changes to its market risk disclosures since its last Annual Report - There have been no material changes in quantitative and qualitative disclosures about market risk since the last Annual Report[214](index=214&type=chunk) [Controls and Procedures](index=46&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures and concluded they were effective as of the end of the quarter - The company's CEO and CFO have concluded that disclosure controls and procedures are effective as of March 31, 2025[215](index=215&type=chunk) - No changes occurred during Q1 2025 that materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[217](index=217&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=48&type=section&id=Item%201.%20Legal%20Proceedings) There have been no material developments in legal proceedings since the filing of the company's Annual Report on Form 10-K - No material developments in legal proceedings have occurred since the last Annual Report[219](index=219&type=chunk) [Risk Factors](index=48&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Annual Report - No material changes to risk factors have occurred since the last Annual Report[221](index=221&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=48&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reports that there were no sales of unregistered equity securities during the first quarter of 2025 - There were no sales of unregistered equity securities during the quarter[222](index=222&type=chunk) [Exhibits](index=49&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including the Membership Interest Purchase Agreement for the Alkali Business sale, an amendment to the credit agreement, and various officer certifications

Financial Data and Key Metrics Changes - The first quarter was described as a transformational quarter for the company, successfully exiting the soda ash business and simplifying the balance sheet, which is expected to significantly reduce future cash costs [6][10] - The anticipated annual cash costs of running and sustaining the business have been reduced to approximately $425 million to $450 million [19][20] Business Segment Data and Key Metrics Changes - The offshore pipeline transportation segment is expected to see a significant increase in financial contribution due to new production facilities, Shenandoah and Salamanca, which will add nearly 200,000 barrels of oil per day of incremental production capacity [9][10] - The Marine Transportation segment is on pace to post record earnings in 2025, supported by steady demand and limited new construction in the market [16][18] - The Onshore Transportation and Services segment has seen steady volumes and is expected to increase as new offshore projects commence production [19] Market Data and Key Metrics Changes - Gulf Coast refinery utilization has recovered from approximately 80% in January to roughly 94% in late April, supporting the need for transportation of heavy and intermediate products [17][18] - The demand for moving petroleum products from the Gulf Coast to East and Mid-Atlantic markets remains steady due to inadequate regional refining capacity [18] Company Strategy and Development Direction - The company plans to implement a capital allocation strategy focusing on redeeming high-cost preferred units, paying down debt, and returning capital to unitholders [20] - The management is optimistic about the long-term value creation potential from the offshore expansion projects and the overall midstream energy space [7][10] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the resolution of mechanical issues affecting production, expecting volume levels to return to normalized levels by the end of the second quarter or third quarter [11][40] - The company believes that deepwater projects are more resilient during low price environments compared to onshore shale plays, with significant capital already invested [14][40] Other Important Information - The Department of Interior's new permitting procedures are expected to expedite the development of domestic energy resources, potentially bringing forward opportunities that were previously slated for later [15] - Ten of the 22 active deepwater drilling rigs in the Gulf of America are working on leases dedicated to the company's pipeline infrastructure [16] Q&A Session Summary Question: Thoughts on capital allocation and distribution - Management indicated a likely flat distribution for the second quarter, with potential adjustments in the third quarter based on project timelines and mechanical issue resolutions [23] Question: Quantifying additional infield and subsea opportunities - Management noted that there are seven active rigs drilling for potential production increases, with typical wells expected to produce 7,000 to 10,000 barrels per day [26][31] Question: Segment margin guidance for offshore segment - Management anticipates that the offshore segment will contribute significantly to annual EBITDA guidance, with OTS and marine segments expected to remain consistent with the first quarter [30] Question: Confidence in resolution of producer issues - Management expressed confidence based on real-time data from producers and noted that producers are incentivized to resolve issues quickly [40] Question: Target leverage ratio and distribution coverage ratio - The long-term target leverage ratio is around four times, with expectations to reach this ratio rapidly as segment margins increase [42]

Financial Data and Key Metrics Changes - The first quarter was described as a transformational quarter for the company, successfully exiting the soda ash business and simplifying the balance sheet, which is expected to significantly reduce future cash costs [5][6] - The anticipated annual cash costs of running and sustaining the business have been reduced to approximately $425 million to $450 million [18][20] Business Segment Data and Key Metrics Changes - The offshore pipeline transportation segment is expected to see a significant increase in financial contribution due to new production facilities, Shenandoah and Salamanca, which will add nearly 200,000 barrels of oil per day of incremental production capacity [8][9] - The Marine Transportation segment is on pace to post record earnings in 2025, supported by steady demand and limited new construction in the market [15][17] - The Onshore Transportation and Services segment has seen steady volumes and is expected to increase as new offshore projects commence production [18] Market Data and Key Metrics Changes - Gulf Coast refinery utilization has recovered from approximately 80% in January to roughly 94% in late April, supporting the need for transportation of heavy and intermediate products [16][17] - The demand for moving petroleum products from the Gulf Coast to East and Mid-Atlantic markets remains steady due to inadequate regional refining capacity [17] Company Strategy and Development Direction - The company is focused on generating excess cash flow and plans to implement a capital allocation strategy that includes redeeming high-cost preferred units, paying down debt, and returning capital to unitholders [19][20] - The management is optimistic about the long-term value creation potential from the offshore expansion projects and the overall midstream energy space [6][9] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the resolution of mechanical issues affecting production, with expectations for volume levels to return to normal by the end of the second quarter or third quarter [10][39] - The company believes that deepwater projects are more resilient during periods of low commodity prices compared to onshore shale plays, with significant capital already invested [12][13] Other Important Information - The Department of Interior's new permitting procedures are expected to expedite the development of domestic energy resources, potentially bringing forward opportunities that were previously slated for later [14] - Ten of the 22 active deepwater drilling rigs in the Gulf of America are working on leases dedicated to the company's pipeline infrastructure, indicating a strong strategic position [15] Q&A Session Summary Question: Thoughts on capital allocation and distribution - Management indicated that they are likely to maintain a flat distribution for the second quarter but will consider movements in the quarterly distribution for the third quarter and beyond [23] Question: Quantifying additional infield and subsea opportunities - Management noted that there are several active rigs drilling in fields dedicated to the company, with expectations for additional production in the range of 7,000 to 10,000 barrels per day from new wells [25][26] Question: Segment margin guidance for offshore segment - Management stated that while they do not provide segment guidance, they anticipate that the offshore segment will contribute significantly to overall EBITDA, especially as new projects come online [30] Question: Crude oil price impact on producer activity - Management expressed confidence that producers are incentivized to maintain production despite price fluctuations, citing low marginal lifting costs in the Gulf [40] Question: Target leverage ratio and distribution coverage ratio - The long-term target leverage ratio is around four times, with management confident in reaching this target rapidly as segment margins increase [41][42] Question: Marine segment day rates and new construction - Management indicated that day rates need to increase by 30% to 40% and be sustained for several years to incentivize new construction in the Marine segment [43]

Strategic Decisions & Financial Performance - Genesis Energy successfully exited its soda ash business for $1425 billion, receiving ~$1 billion in net proceeds[6, 9] - The transaction significantly reduced annual cash costs by >$120 million[9] - Reported Adjusted EBITDA of $1317 million in the first quarter[9] - The company maintains a clear path to Adjusted EBITDA growth in 2025 and increasing cash flow[9] Offshore Pipeline Transportation - Shenandoah and Salamanca developments remain on schedule for first oil in mid-2025, with a combined capacity of ~200k/d[9] - A new 105-mile SYNC pipeline connecting to Shenandoah FPS is in progress, with commissioning scheduled for late-May 2025[9] - Offshore Pipeline Transportation segment margin was $76548 thousand in 1Q 2025[14] Capital Allocation & Credit Profile - Annual cash costs to run the business are ~$425 - $450 million per year[9] - The company has a credit facility with $800 million in commitments[9] - The leverage ratio was 549x at the end of the first quarter, with a target of maintaining it at or near 40x[9, 14]

[First Quarter 2025 Highlights and Strategic Overview](index=1&type=section&id=1.%20First%20Quarter%202025%20Highlights%20and%20Strategic%20Overview) Genesis Energy reported a significant net loss in Q1 2025 due to the soda ash business sale, while strategically deleveraging and advancing offshore growth projects [Key Financial Highlights](index=1&type=section&id=1.1%20Key%20Financial%20Highlights) Genesis Energy reported a **$469.1 million** net loss in Q1 2025, a significant decline from Q1 2024 net income, primarily due to the soda ash business sale, with operating cash flows also decreasing Key Financial Metrics (Q1 2025 vs Q1 2024) | Metric | Q1 2025 (million USD) | Q1 2024 (million USD) | Change (million USD) | | :------------------------------------------ | :-------------------- | :-------------------- | :------------------- | | Net Loss Attributable to Genesis Energy, L.P. | $(469.1)$ | $11.4$ | $(480.5)$ | | Cash Flows from Operating Activities | $24.8$ | $125.9$ | $(101.1)$ | | Available Cash before Reserves | $20.3$ | N/A | N/A | | Total Segment Margin | $121.4$ | N/A | N/A | | Adjusted EBITDA | $131.7$ | N/A | N/A | - Declared cash distributions on preferred units of **$0.9473** for each preferred unit, totaling approximately **$19.9 million**[4](index=4&type=chunk) [Strategic Actions and Balance Sheet Simplification](index=1&type=section&id=1.2%20Strategic%20Actions%20and%20Balance%20Sheet%20Simplification) Genesis Energy exited its soda ash business for **$1.425 billion**, using **$1.0 billion** net proceeds to reduce debt and preferred units, cutting annual capital costs by over **$120 million** - Closed the sale of the soda ash business to an indirect affiliate of WE Soda Ltd for an implied enterprise value of **$1.425 billion**[3](index=3&type=chunk) - Received approximately **$1.0 billion** in cash after associated transaction costs and expenses[3](index=3&type=chunk) - Used net proceeds to pay senior secured revolving credit facility to zero, call and redeem remaining 8.0% senior unsecured notes due 2027, and repurchase **$250 million** of Class A Convertible Preferred Units[3](index=3&type=chunk) - Reduced annual cash cost on capital underlying remaining businesses by more than **$120 million** annually, and ongoing cash cost of running the business to **$425 - $450 million** per year (including **$70-$80 million** annual soda ash maintenance capital savings)[3](index=3&type=chunk) [Offshore Growth Projects Update](index=1&type=section&id=1.3%20Offshore%20Growth%20Projects%20Update) Genesis Energy is completing Gulf of America growth projects, with Shenandoah pipeline commissioning by May and volumes in June, and Salamanca first oil expected in Q3 2025 - Shenandoah production facility successfully moored in April; SYNC pipeline commissioning anticipated towards the end of May, with volumes expected to begin in June[4](index=4&type=chunk)[6](index=6&type=chunk) - Salamanca is anticipated to arrive at its final location any day now, with first oil expected in the third quarter[6](index=6&type=chunk) - These projects are expected to be an integral part of the Genesis growth story, positioning the company to generate cash in excess of ongoing costs[2](index=2&type=chunk)[7](index=7&type=chunk) [Segmental Business Performance and Outlook](index=3&type=section&id=1.4%20Segmental%20Business%20Performance%20and%20Outlook) Offshore pipeline transportation faced mechanical issues but expects Q3 2025 recovery with new project volumes, while marine and onshore segments performed as expected with stable demand and anticipated H2 2025 volume increases - Offshore pipeline transportation segment negatively impacted by producer-related mechanical issues, but volumes exiting Q1 2025 were greater than exiting last year, with expected return to normalized levels by the end of Q3 2025[9](index=9&type=chunk) - Pre-built capacity available on new SYNC and expanded CHOPS pipelines to attract additional volumes without growth capital[10](index=10&type=chunk) - Marine transportation segment performed as expected, with constructive market dynamics, high utilization levels, and steady to increasing day rates due to limited new supply and stable demand[11](index=11&type=chunk) - Onshore transportation and services segment performed in line with expectations, anticipating a marginal increase in volumes through onshore terminals in H2 2025 from Shenandoah and Salamanca[12](index=12&type=chunk) [Full Year 2025 Outlook and Macroeconomic Assessment](index=3&type=section&id=1.5%20Full%20Year%202025%20Outlook%20and%20Macroeconomic%20Assessment) Genesis Energy projects 2025 Adjusted EBITDA between **$545 million and $575 million**, contingent on offshore issue resolution and new project ramp-up, with minimal anticipated impact from macroeconomic headwinds on deepwater Gulf of America developments - Expected Adjusted EBITDA for 2025 is in the range of **$545 - $575 million**[13](index=13&type=chunk) - Variability in 2025 Adjusted EBITDA driven by timing of resolution of mechanical issues at impacted offshore fields and the rate at which Shenandoah and Salamanca ramp to anticipated production levels[14](index=14&type=chunk) - No significant impact anticipated from proposed tariffs, slowing economic activity, relatively low oil prices, or other current macro-economic headwinds, especially for long-term deepwater Gulf of America developments[15](index=15&type=chunk)[16](index=16&type=chunk) [Detailed Financial Results](index=5&type=section&id=2.%20Detailed%20Financial%20Results) This section details Genesis Energy's Q1 2025 financial performance, including segment reorganization, margin analysis, and comprehensive statements of operations, balance sheets, and operating data [Segment Reorganization](index=5&type=section&id=2.1%20Segment%20Reorganization) Genesis Energy reorganized its operating segments in Q1 2025, moving sulfur services to onshore transportation and services, now managing three reportable segments: Offshore, Marine, and Onshore transportation and services - Reorganized operating segments in Q1 2025; sulfur services business now reported under onshore transportation and services[18](index=18&type=chunk) - Now manages businesses through three reportable segments: Offshore pipeline transportation, Marine transportation, and Onshore transportation and services[18](index=18&type=chunk)[21](index=21&type=chunk) [Segment Margin Analysis](index=5&type=section&id=2.2%20Segment%20Margin%20Analysis) Total Segment Margin decreased by **$25.9 million (17.6%)** to **$121.4 million** in Q1 2025, primarily due to declines across all three operating segments Segment Margin Performance (Q1 2025 vs Q1 2024) | Segment | Q1 2025 (in thousands) | Q1 2024 (in thousands) | Change (YoY) | | :-------------------------------- | :--------------------- | :--------------------- | :----------- | | Offshore pipeline transportation | $76,548 | $97,806 | $(21,258) | | Marine transportation | $30,021 | $31,363 | $(1,342) | | Onshore transportation and services | $14,826 | $18,098 | $(3,272) | | **Total Segment Margin** | **$121,395** | **$147,267** | **$(25,872)**| [Offshore Pipeline Transportation](index=5&type=section&id=2.2.1%20Offshore%20Pipeline%20Transportation) Offshore pipeline transportation Segment Margin decreased by **$21.3 million** due to rate step-downs, producer underperformance, and increased operating costs, with normalized production expected by Q3 2025 - Offshore pipeline transportation Segment Margin decreased **$21.3 million (22%)** primarily due to an economic step-down in a transportation rate, producer underperformance at major fields, and increased operating costs[19](index=19&type=chunk) - Expect a return to more normalized production rates from impacted fields by the third quarter of 2025[19](index=19&type=chunk) [Marine Transportation](index=5&type=section&id=2.2.2%20Marine%20Transportation) Marine transportation Segment Margin decreased by **$1.3 million** due to slightly lower inland barge utilization, partially offset by a contractual rate increase, with strong demand expected through 2025 - Marine transportation Segment Margin decreased **$1.3 million (4%)** due to slightly lower utilization rates in inland barge service from a temporary decline in refinery utilization[20](index=20&type=chunk) - The slight decline was partially offset by a contractual rate increase on the M/T American Phoenix[20](index=20&type=chunk) - Expect demand for service to remain strong throughout at least the remainder of 2025 due to continued lack of new supply and retirement of older vessels[20](index=20&type=chunk) [Onshore Transportation and Services](index=6&type=section&id=2.2.3%20Onshore%20Transportation%20and%20Services) Onshore transportation and services Segment Margin decreased by **$3.3 million** due to lower NaHS and caustic soda sales volumes and reduced crude oil pipeline volumes, partially offset by increased rail unload volumes - Onshore transportation and services Segment Margin decreased **$3.3 million (18%)** primarily due to lower NaHS and caustic soda sales volumes and an overall decrease in volumes on onshore crude oil pipeline systems[22](index=22&type=chunk) - This decrease was partially offset by an increase in the rail unload volumes at the Scenic Station facility[22](index=22&type=chunk) [Other Components of Net Income (Loss)](index=6&type=section&id=2.3%20Other%20Components%20of%20Net%20Income%20(Loss)) Net Loss from Continuing Operations was **$36.6 million** in Q1 2025, impacted by increased G&A, interest, and depreciation, while Net Loss from Discontinued Operations of **$423.7 million** resulted primarily from the Alkali Business sale Net Income (Loss) Components (Q1 2025 vs Q1 2024) | Metric | Q1 2025 (in thousands) | Q1 2024 (in thousands) | Change (YoY) | | :------------------------------------------ | :--------------------- | :--------------------- | :----------- | | Net Loss from Continuing Operations | $(36,561)$ | $11,353$ | $(47,914)$ | | Net Loss from Discontinued Operations, net of tax | $(423,745)$ | $7,603$ | $(431,348)$ | - Net Loss from Continuing Operations impacted by a **$25.9 million** increase in general and administrative expenses (primarily related to transaction costs for the Alkali Business sale), a **$7.7 million** increase in interest expense, a **$6.8 million** increase in depreciation and amortization, and a **$3.9 million** decrease in equity in earnings from equity investments[24](index=24&type=chunk) - Net Loss from Discontinued Operations, net of tax, in Q1 2025 was impacted by a loss from the sale of the Alkali Business[25](index=25&type=chunk) [Condensed Consolidated Statements of Operations](index=7&type=section&id=2.4%20Condensed%20Consolidated%20Statements%20of%20Operations) The condensed consolidated statements of operations reflect a significant year-over-year shift from net income to net loss, primarily due to the loss from discontinued operations and increased expenses Condensed Consolidated Statements of Operations (Q1 2025 vs Q1 2024) | (in thousands) | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | REVENUES | $398,311 | $434,447 | | Costs of sales and operating expenses | $279,525 | $312,301 | | General and administrative expenses | $40,642 | $14,700 | | Depreciation and amortization | $56,171 | $49,391 | | OPERATING INCOME | $21,973 | $58,055 | | Equity in earnings of equity investees | $12,492 | $16,441 | | Interest expense, net | $(70,038)$ | $(62,334)$ | | NET INCOME (LOSS) FROM CONTINUING OPERATIONS | $(36,561)$ | $11,353 | | NET INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX | $(423,745)$ | $7,603 | | NET INCOME (LOSS) | $(460,306)$ | $18,956 | | NET INCOME (LOSS) ATTRIBUTABLE TO GENESIS ENERGY, L.P. | $(469,075)$ | $11,353 | | NET LOSS ATTRIBUTABLE TO COMMON UNITHOLDERS | $(497,477)$ | $(10,541)$ | | Net loss per common unit - Basic and Diluted | $(4.06)$ | $(0.09)$ | [Operating Data](index=8&type=section&id=2.5%20Operating%20Data) Q1 2025 operating data shows mixed segment performance, with decreased offshore crude oil pipeline volumes (except CHOPS), slight marine fleet utilization declines, and significantly reduced onshore crude oil pipeline volumes offset by increased rail unload volumes Operating Data by Segment (Q1 2025 vs Q1 2024) | Metric | Q1 2025 | Q1 2024 | Change (YoY) | | :------------------------------------------ | :---------- | :---------- | :----------- | | **Offshore Pipeline Transportation Segment** | | | | | CHOPS (average barrels/day) | 312,976 | 298,313 | +14,663 | | Poseidon (average barrels/day) | 244,323 | 291,922 | -47,599 | | Offshore crude oil pipelines total (bbl/day) | 622,719 | 656,290 | -33,571 | | Natural gas transportation volumes (MMBtus/day) | 401,764 | 407,556 | -5,792 | | **Marine Transportation Segment** | | | | | Inland Fleet Utilization Percentage | 93.6% | 100.0% | -6.4% | | Offshore Fleet Utilization Percentage | 96.2% | 99.2% | -3.0% | | **Onshore Transportation and Services Segment** | | | | | Texas (barrels/day) | 61,924 | 84,617 | -22,693 | | Louisiana (barrels/day) | 38,173 | 72,856 | -34,683 | | Onshore crude oil pipelines total (bbl/day) | 105,614 | 165,746 | -60,132 | | Crude oil product sales (barrels/day) | 19,968 | 23,437 | -3,469 | | Rail unload volumes (barrels/day) | 20,492 | 1,240 | +19,252 | | NaHS volumes (Dry short tons "DST") | 25,873 | 29,037 | -3,164 | | NaOH (caustic soda) volumes (DST sold) | 8,545 | 10,358 | -1,813 | [Condensed Consolidated Balance Sheets](index=9&type=section&id=2.6%20Condensed%20Consolidated%20Balance%20Sheets) The March 31, 2025 balance sheet reflects the soda ash business sale, with total assets decreasing from **$7.04 billion** to **$5.21 billion** and total liabilities from **$5.52 billion** to **$4.47 billion**, while cash and cash equivalents significantly increased Condensed Consolidated Balance Sheets (March 31, 2025 vs December 31, 2024) | (in thousands) | March 31, 2025 | December 31, 2024 | Change | | :------------------------------------------ | :------------- | :---------------- | :----- | | Total assets | $5,211,859 | $7,037,692 | $(1,825,833)$ | | Total liabilities | $4,471,727 | $5,521,909 | $(1,050,182)$ | | Cash and cash equivalents | $377,360 | $7,352 | $370,008$ | | Current assets held for discontinued operations | $— | $368,307 | $(368,307)$ | | Non-current assets held for discontinued operations | $— | $1,839,113 | $(1,839,113)$ | | Senior secured credit facility | $— | $291,000 | $(291,000)$ | | Class A Convertible Preferred Units | $552,523 | $813,589 | $(261,066)$ | | Common unitholders (deficit) | $(237,793)$ | $279,891 | $(517,684)$ | [Non-GAAP Financial Measures and Reconciliations](index=10&type=section&id=3.%20Non-GAAP%20Financial%20Measures%20and%20Reconciliations) This section provides detailed reconciliations and definitions for Genesis Energy's non-GAAP financial measures, including Segment Margin, Adjusted EBITDA, Available Cash before Reserves, and the Adjusted Debt-to-Adjusted Consolidated EBITDA Ratio [Reconciliation of Segment Margin](index=10&type=section&id=3.1%20Reconciliation%20of%20Segment%20Margin) This section reconciles Net income (loss) from operations before income taxes to Segment Margin, detailing adjustments for noncontrolling interests, corporate G&A, depreciation, interest, equity investees, and other non-cash items Reconciliation of Segment Margin (Q1 2025 vs Q1 2024) | (in thousands) | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Net income (loss) from operations before income taxes | $(36,417)$ | $12,162 | | Net income attributable to noncontrolling interests | $(8,769)$ | $(7,603)$ | | Corporate general and administrative expenses | $41,676 | $15,211 | | Depreciation, amortization and accretion | $59,011 | $52,163 | | Interest expense, net | $70,038 | $62,334 | | Adjustment to include distributable cash generated by equity investees not included in income (1) and exclude equity in investees net income | $6,092 | $6,808 | | Unrealized losses (gains) on derivative transactions excluding fair value hedges, net of changes in inventory value | $(71)$ | $247 | | Other non-cash items | $(2,722)$ | $(2,127)$ | | Loss on extinguishment of debt | $844 | $— | | Differences in timing of cash receipts for certain contractual arrangements (2) | $(8,287)$ | $8,072 | | **Segment Margin** | **$121,395** | **$147,267** | [Reconciliation of Adjusted EBITDA and Available Cash Before Reserves](index=11&type=section&id=3.2%20Reconciliation%20of%20Adjusted%20EBITDA%20and%20Available%20Cash%20Before%20Reserves) This section reconciles Net income (loss) attributable to Genesis Energy, L.P. to Adjusted EBITDA, and then to Available Cash before Reserves, by adjusting for interest, taxes, depreciation, non-cash items, maintenance capital, cash taxes, and preferred distributions Reconciliation of Adjusted EBITDA and Available Cash Before Reserves (Q1 2025 vs Q1 2024) | (in thousands) | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Net income (loss) attributable to Genesis Energy, L.P. | $(469,075)$ | $11,353 | | Interest expense, net | $70,038 | $62,334 | | Income tax expense | $144 | $809 | | Depreciation, amortization and accretion | $59,011 | $52,163 | | Loss from disposal of discontinued operations | $432,193 | $— | | Interest expense and income tax expense from discontinued operations, net | $4,195 | $6,400 | | Other non-cash items from discontinued operations, net (1) | $15,584 | $18,990 | | EBITDA | $112,090 | $152,049 | | Plus (minus) Select Items, net (2) | $19,589 | $11,027 | | **Adjusted EBITDA** | **$131,679** | **$163,076** | | Maintenance capital utilized (4) | $(16,900)$ | $(18,100)$ | | Interest expense, net | $(70,038)$ | $(62,334)$ | | Cash tax expense | $(257)$ | $(300)$ | | Distributions to preferred unitholders (5) | $(19,942)$ | $(21,894)$ | | Interest expense and income tax expense from discontinued operations, net | $(4,195)$ | $(6,400)$ | | **Available Cash before Reserves** | **$20,347** | **$54,048** | [Reconciliation of Net Cash Flows from Operating Activities to Adjusted EBITDA](index=12&type=section&id=3.3%20Reconciliation%20of%20Net%20Cash%20Flows%20from%20Operating%20Activities%20to%20Adjusted%20EBITDA) This reconciliation adjusts Net Cash Flows from Operating Activities to Adjusted EBITDA by accounting for interest, amortization, equity method investee effects, operating asset/liability changes, non-cash compensation, business development expenses, and cash receipt timing differences Reconciliation of Net Cash Flows from Operating Activities to Adjusted EBITDA (Q1 2025 vs Q1 2024) | (in thousands) | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Cash Flows from Operating Activities | $24,805 | $125,921 | | Adjustments to reconcile net cash flows from operating activities to Adjusted EBITDA: | | | | Interest expense, net (1) | $74,217 | $68,734 | | Amortization and write-off of debt issuance costs, premium and discount | $(3,857)$ | $(2,884)$ | | Effects from equity method investees not included in operating cash flows | $6,152 | $7,680 | | Net effect of changes in components of operating assets and liabilities | $32,368 | $(28,473)$ | | Non-cash effect of long-term incentive compensation plans | $(2,485)$ | $(4,315)$ | | Expenses related to business development activities and growth projects | $25,208 | $23 | | Differences in timing of cash receipts for certain contractual arrangements (2) | $(8,287)$ | $8,072 | | Other items, net (3) | $(16,442)$ | $(11,682)$ | | **Adjusted EBITDA** | **$131,679** | **$163,076** | [Adjusted Debt-to-Adjusted Consolidated EBITDA Ratio](index=13&type=section&id=3.4%20Adjusted%20Debt-to-Adjusted%20Consolidated%20EBITDA%20Ratio) As of March 31, 2025, Genesis Energy's Adjusted Debt was **$3.05 billion**, with Pro Forma LTM Adjusted Consolidated EBITDA of **$555.4 million**, resulting in an Adjusted Debt-to-Adjusted Consolidated EBITDA ratio of **5.49X** Adjusted Debt-to-Adjusted Consolidated EBITDA Ratio (March 31, 2025) | (in thousands) | March 31, 2025 | | :------------------------------------------ | :------------- | | Senior secured credit facility | $— | | Senior unsecured notes, net of debt issuance costs, discount and premium | $3,439,113 | | Less: Outstanding inventory financing sublimit borrowings | $(10,700)$ | | Less: Cash and cash equivalents | $(377,028)$ | | **Adjusted Debt** | **$3,051,385** | | | | | Consolidated EBITDA (per our senior secured credit facility) | $552,508 | | Consolidated EBITDA adjustments (2) | $2,929 | | **Adjusted Consolidated EBITDA (per our senior secured credit facility) (3)** | **$555,437** | | | | | **Adjusted Debt-to-Adjusted Consolidated EBITDA Ratio** | **5.49X** | [Definitions of Non-GAAP Measures](index=14&type=section&id=3.5%20Definitions%20of%20Non-GAAP%20Measures) This section defines Genesis Energy's non-GAAP financial measures, including Available Cash before Reserves, Adjusted EBITDA, and Segment Margin, explaining their purpose and calculation [Available Cash Before Reserves](index=14&type=section&id=3.5.1%20Available%20Cash%20Before%20Reserves) Available Cash before Reserves is a key metric for assessing financial performance, operating performance, project viability, and capacity for discretionary payments - Available Cash before Reserves is a quantitative standard used to assess financial performance, operating performance, project viability, ability to satisfy non-discretionary cash requirements, and capacity for discretionary payments[47](index=47&type=chunk)[50](index=50&type=chunk) - Defined as Adjusted EBITDA adjusted for maintenance capital utilized, interest expense (net), cash tax expense, and cash distributions paid to Class A Convertible Preferred unitholders[48](index=48&type=chunk) - Uses 'maintenance capital utilized' as a proxy for non-discretionary maintenance capital expenditures, calculated as the portion of previously incurred maintenance capital expenditures utilized during the relevant quarter, allocated ratably over useful lives[49](index=49&type=chunk)[55](index=55&type=chunk)[56](index=56&type=chunk) [Adjusted EBITDA](index=16&type=section&id=3.5.2%20Adjusted%20EBITDA) Adjusted EBITDA is a key metric for evaluating asset financial performance, operating performance, project viability, and cash generation for various payments - Adjusted EBITDA is used to assess financial performance of assets, operating performance compared to peers, project viability, and the ability to generate cash for non-discretionary and discretionary payments[57](index=57&type=chunk)[59](index=59&type=chunk) - Defined as Net income (loss) attributable to Genesis Energy, L.P. before interest, taxes, depreciation, depletion and amortization (including impairment, write-offs, accretion and similar items) after eliminating other non-cash revenues, expenses, gains, losses and charges, plus or minus certain 'Select Items' not indicative of core operating results[57](index=57&type=chunk) Select Items Adjustments for Adjusted EBITDA (Q1 2025 vs Q1 2024) | Select Items (in thousands) | Q1 2025 | Q1 2024 | | :------------------------------------------ | :------ | :------ | | Differences in timing of cash receipts for certain contractual arrangements | $(8,287)$ | $8,072$ | | Unrealized losses (gains) on derivative transactions excluding fair value hedges, net of changes in inventory value | $(71)$ | $247$ | | Loss on debt extinguishment | $844$ | $—$ | | Adjustment regarding equity investees | $6,092$ | $6,808$ | | Other (applicable to all Non-GAAP Measures) | $(2,722)$ | $(2,127)$ | | Certain transaction costs | $25,208$ | $23$ | | Other (applicable only to Adjusted EBITDA and Available Cash before Reserves) | $(1,475)$ | $(1,996)$ | | **Total Select Items, net** | **$19,589** | **$11,027** | [Segment Margin](index=17&type=section&id=3.5.3%20Segment%20Margin) Segment Margin is a key performance indicator used by the chief operating decision maker to evaluate the financial performance of each operating segment - Segment Margin is a key measure used by the chief operating decision maker to evaluate segment performance[61](index=61&type=chunk) - Defined as revenues less product costs, operating expenses, and segment general and administrative expenses (net of noncontrolling interests), plus or minus applicable 'Select Items'[61](index=61&type=chunk) [Additional Information](index=6&type=section&id=4.%20Additional%20Information) This section provides details on the earnings conference call, company description, forward-looking statements, and investor contact information [Earnings Conference Call](index=6&type=section&id=4.1%20Earnings%20Conference%20Call) Genesis Energy will host its Q1 2025 Earnings Conference Call on May 8, 2025, at 9:00 a.m. Central time, with a replay available online for 30 days - Earnings Conference Call on Thursday, May 8, 2025, at 9:00 a.m. Central time (10:00 a.m. Eastern time)[26](index=26&type=chunk) - Access via www.genesisenergy.com (Investor Relations button); a replay will be available for 30 days[26](index=26&type=chunk) [Company Description](index=6&type=section&id=4.2%20Company%20Description) Genesis Energy, L.P. is a diversified midstream energy master limited partnership headquartered in Houston, Texas, operating offshore and onshore pipeline transportation, and marine transportation in the Gulf of America and Gulf Coast - Genesis Energy, L.P. is a diversified midstream energy master limited partnership headquartered in Houston, Texas[27](index=27&type=chunk) - Operations include offshore pipeline transportation, marine transportation and onshore transportation and services, primarily located in the Gulf of America and in the Gulf Coast region of the United States[27](index=27&type=chunk) [Forward-Looking Statements](index=13&type=section&id=4.3%20Forward-Looking%20Statements) This press release contains forward-looking statements subject to uncertainties and risks, including market, weather, economic, and operational factors, with no obligation for the company to update or revise them - This press release includes forward-looking statements that rely on a number of assumptions concerning future events and are subject to uncertainties, factors, and risks that could cause results to differ materially[43](index=43&type=chunk) - Such risks and uncertainties include weather, political, economic and market conditions, inflation, tariffs, demand for services, disease, international military conflicts, and operational uncertainties[43](index=43&type=chunk) - The company undertakes no obligation to publicly update or revise any forward-looking statement[43](index=43&type=chunk) [Contact Information](index=17&type=section&id=4.4%20Contact%20Information) This section provides contact information for investor relations inquiries - Contact: Dwayne Morley, Vice President - Investor Relations, (713) 860-2536[62](index=62&type=chunk)

Core Insights - Graphano Energy Ltd. has engaged Mercator Geological Services to prepare a NI 43-101 compliant mineral resource estimate for its projects, marking a significant milestone in the company's development efforts [1][2][3] - The resource estimate will utilize both recent and historical exploration data, covering key mineralized zones at the Lac Aux Bouleaux project and the Standard Mine project, which will support future technical and economic studies [2][3] - Concurrently, Graphano has initiated an exploration program at the Black Pearl graphite property, targeting a new graphite discovery made in 2024, which has shown promising grades of graphite mineralization [3][4][6] Engagement of Mercator Geological Services - The engagement of Mercator is seen as critical for demonstrating the value of Graphano's assets and positioning the company for growth [3] - The resource estimate will include data from Graphano's drilling programs conducted between 2021 and 2024, focusing on three mineralized zones [2] Black Pearl Exploration Program - The exploration program at Black Pearl aims to delineate the extent of a mineralized trend approximately one kilometer long, with the goal of advancing it to drill-ready status [4][14] - The discovery at Black Pearl has returned significant channel sample results, including 15.1% Cg over 14 meters and 17.9% Cg over 9 meters, indicating the potential for a large, high-grade graphite system [3][6] Industry Context - Graphite is increasingly in demand for technology applications, particularly in lithium batteries and energy storage technologies, positioning Graphano to meet future market needs [11] - The Lac Aux Bouleaux property is strategically located adjacent to Canada's only producing graphite mine, enhancing its potential for resource development [11]

Group 1 - Genesis Energy, L.P. is approaching a significant turning point due to strong secular tailwinds in its core businesses and the completion of major growth projects [1] - The company has invested over $1 billion in its growth initiatives, indicating a commitment to expanding its operational capacity and market presence [1]

Core Viewpoint - Graphano Energy Ltd. has received the necessary "Autorisation de Travaux à Impact" (ATI) for its exploration properties in Québec, allowing the company to advance its exploration initiatives and capitalize on its graphite assets [1][2]. Government Authorizations for Exploration - In May 2024, Québec implemented new exploration permitting requirements aimed at enhancing transparency and incorporating community feedback into mineral exploration activities. Companies must obtain ATI from the Ministère des Ressources naturelles et des Forêts (MRNF) before conducting exploration activities that may impact the land [3]. 2025 Exploration Program - Graphano is set to begin its exploration campaigns this quarter, focusing on trenching, targeted sampling, and drilling to further delineate graphite mineralization across its properties. The company emphasizes responsible operations and ongoing engagement with local communities and stakeholders [4]. About Graphano Energy - Graphano Energy Ltd. is dedicated to evaluating, acquiring, and developing energy metals resources, transitioning from exploration to production [5]. Industry Context - Graphite is increasingly in demand as a critical mineral for green technologies, particularly in lithium batteries for electric vehicles and energy storage solutions. The Lac Aux Bouleaux property is strategically located near Canada's only producing graphite mine, highlighting its potential in meeting future graphite demands [6].

Company Overview - Graphano Energy Ltd. is an exploration and development company focused on evaluating, acquiring, and developing energy metals resources from exploration to production [4] - The company is involved in the graphite sector, which is essential for green and sustainable technologies, particularly in lithium batteries for electric vehicles and energy storage [5] Warrant Extension Announcement - Graphano Energy intends to extend the expiry date of 12,607,317 common share purchase warrants by an additional 12 months to August 27, 2026 [1] - The warrants were originally issued during private placements that closed on December 22, 2020, and April 19, 2021, and were set to expire on August 27, 2023, before being extended to August 27, 2025 [2] - This extension will bring the warrants to the maximum five-year term permitted under TSX Venture Exchange policies, with all other terms, including the exercise price of $0.52 per share, remaining unchanged [3]