Genesis Energy(GEL) - 2023 Q1 - Quarterly Report

PART I. FINANCIAL INFORMATION Item 1. Financial Statements This section presents the unaudited condensed consolidated financial statements for the quarter ended March 31, 2023 Condensed Consolidated Balance Sheets Condensed Consolidated Balance Sheets | Metric | March 31, 2023 (unaudited) (in thousands) | December 31, 2022 (in thousands) | | :--- | :--- | :--- | | ASSETS | | | | Cash and cash equivalents | $18,086 | $7,930 | | Total current assets | $952,795 | $853,047 | | Net fixed assets | $4,116,942 | $4,096,573 | | Total assets | $6,586,460 | $6,365,992 | | LIABILITIES AND CAPITAL | | | | Total current liabilities | $805,246 | $709,107 | | Senior secured credit facility | $124,400 | $205,400 | | Senior unsecured notes, net | $3,008,568 | $2,856,312 | | Total liabilities | $4,845,802 | $4,590,530 | | Total partners' capital | $848,749 | $883,553 | - Total assets increased by $220.468 million from December 31, 2022, to March 31, 2023, driven by increases in current assets and net fixed assets[10] - Total liabilities increased by $255.272 million, mainly due to an increase in senior unsecured notes, net, and other long-term liabilities[10] Unaudited Condensed Consolidated Statements of Operations Unaudited Condensed Consolidated Statements of Operations | Metric | Three Months Ended March 31, 2023 (in thousands) | Three Months Ended March 31, 2022 (in thousands) | | :--- | :--- | :--- | | Total revenues | $790,612 | $631,947 | | Total costs and expenses | $741,231 | $580,276 | | Operating income | $49,381 | $51,671 | | Net income | $3,388 | $4,449 | | Net loss attributable to Genesis Energy, L.P. | $(1,644) | $(5,250) | | Net loss attributable to common unitholders | $(25,646) | $(23,934) | | Basic and Diluted Net Loss Per Common Unit | $(0.21) | $(0.20) | - Total revenues increased by $158.665 million (25.1%) year-over-year, primarily driven by Soda and sulfur services and Offshore pipeline transportation[12] - Operating income decreased by $2.29 million (4.4%) despite higher revenues, due to a larger increase in total costs and expenses[12] - Net loss attributable to Genesis Energy, L.P. improved from $(5.250) million in Q1 2022 to $(1.644) million in Q1 2023[12] Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) | Metric | Three Months Ended March 31, 2023 (in thousands) | Three Months Ended March 31, 2022 (in thousands) | | :--- | :--- | :--- | | Net income | $3,388 | $4,449 | | Other comprehensive income: Decrease in benefit plan liability | $122 | $122 | | Total Comprehensive income | $3,510 | $4,571 | | Comprehensive loss attributable to Genesis Energy, L.P. | $(1,522) | $(5,128) | - Comprehensive loss attributable to Genesis Energy, L.P. improved significantly from $(5.128) million in Q1 2022 to $(1.522) million in Q1 2023[16] Unaudited Condensed Consolidated Statements of Partners' Capital Unaudited Condensed Consolidated Statements of Partners' Capital | Metric | December 31, 2022 (in thousands) | March 31, 2023 (in thousands) | | :--- | :--- | :--- | | Partners' capital, beginning of period | $883,553 | $883,553 | | Net income (loss) | $(1,644) | $(1,644) | | Cash distributions to partners | $(18,387) | $(18,387) | | Cash distributions to noncontrolling interests | $(15,005) | $(15,005) | | Cash contributions from noncontrolling interests | $19,080 | $19,080 | | Distributions to Class A Convertible Preferred unitholders | $(24,002) | $(24,002) | | Partners' capital, end of period | $848,749 | $848,749 | - Partners' capital decreased from $883.553 million to $848.749 million, primarily due to net loss and distributions to unitholders[18] Unaudited Condensed Consolidated Statements of Cash Flows Unaudited Condensed Consolidated Statements of Cash Flows | Metric | Three Months Ended March 31, 2023 (in thousands) | Three Months Ended March 31, 2022 (in thousands) | | :--- | :--- | :--- | | Net cash provided by operating activities | $97,657 | $54,245 | | Net cash used in investing activities | $(121,860) | $(75,514) | | Net cash provided by financing activities | $34,442 | $10,829 | | Net increase (decrease) in cash, cash equivalents and restricted cash | $10,239 | $(10,440) | | Cash, cash equivalents and restricted cash at end of period | $36,806 | $14,552 | - Net cash provided by operating activities significantly increased by $43.412 million (80.0%) year-over-year[21] - Net cash used in investing activities increased by $46.346 million (61.4%), mainly due to higher payments to acquire fixed and intangible assets[21] - Net cash provided by financing activities increased by $23.613 million (218.1%), driven by proceeds from the issuance of 2030 Notes[21] Notes to Unaudited Condensed Consolidated Financial Statements 1. Organization and Basis of Presentation and Consolidation - Genesis Energy, L.P. is a master limited partnership focused on midstream energy and natural soda ash production[22] - The company operates through four reportable segments: Offshore pipeline transportation, Soda and sulfur services, Onshore facilities and transportation, and Marine transportation[27] 2. Recent Accounting Developments - The company does not expect new accounting pronouncements to have a material impact on its financial position or results of operations[26] 3. Revenue Recognition Revenue by Category | Revenue Category | Three Months Ended March 31, 2023 (in thousands) | Three Months Ended March 31, 2022 (in thousands) | | :--- | :--- | :--- | | Fee-based revenues | $188,805 | $137,473 | | Product Sales | $579,983 | $467,575 | | Refinery Services | $21,824 | $26,899 | | Total Revenues | $790,612 | $631,947 | - Total revenues increased by $158.665 million (25.1%) year-over-year, with significant growth in Product Sales and Fee-based revenues[28] Remaining Performance Obligations by Segment | Segment | Remainder of 2023 (in thousands) | 2024 (in thousands) | 2025 (in thousands) | 2026 (in thousands) | 2027 (in thousands) | Thereafter (in thousands) | Total (in thousands) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Offshore Pipeline Transportation | $58,698 | $74,163 | $78,604 | $52,006 | $14,743 | $43,006 | $321,220 | | Onshore Facilities and Transportation | $5,400 | $1,800 | — | — | — | — | $7,200 | | Total | $64,098 | $75,963 | $78,604 | $52,006 | $14,743 | $43,006 | $338,420 | 4. Business Consolidation (ANSAC) - On January 1, 2023, Genesis Energy became the sole member of American Natural Soda Ash Corporation (ANSAC), consolidating its financial results[33][34] ANSAC Selected Financial Information | ANSAC Selected Financial Information (Three Months Ended March 31, 2023) | (in thousands) | | :--- | :--- | | Revenues | $127,142 | | Net Income Attributable to Genesis Energy, L.P. | $1,022 | 5. Lease Accounting - The company leases various assets and recognizes lease revenues from lessor arrangements[40][42] - Lease revenues from the M/T American Phoenix operating lease increased from $4.1 million in Q1 2022 to $5.8 million in Q1 2023[44] 6. Inventories Inventories | Inventory Component | March 31, 2023 (in thousands) | December 31, 2022 (in thousands) | | :--- | :--- | :--- | | Crude oil | $32,206 | $6,673 | | Finished goods, net - Alkali Business | $39,592 | $18,772 | | Total Inventories | $121,328 | $78,143 | - Total inventories increased by $43.185 million (55.3%), primarily due to increases in crude oil and finished goods for the Alkali Business[45] 7. Fixed Assets, Mineral Leaseholds, and Asset Retirement Obligations Asset Summary | Asset Category | March 31, 2023 (in thousands) | December 31, 2022 (in thousands) | | :--- | :--- | :--- | | Fixed assets, at cost | $5,934,960 | $5,865,038 | | Net fixed assets | $4,116,942 | $4,096,573 | | Mineral leaseholds, net | $544,241 | $545,122 | | ARO liability balance | $235,704 | $228,573 | - Net fixed assets increased by $20.369 million, primarily due to construction in progress on key growth projects[48] - Asset Retirement Obligations (AROs) increased by $7.131 million from December 31, 2022, to March 31, 2023[50] 8. Equity Investees Equity Investee Financials | Metric | Three Months Ended March 31, 2023 (in thousands) | Three Months Ended March 31, 2022 (in thousands) | | :--- | :--- | :--- | | Genesis' share of operating earnings | $21,119 | $16,010 | | Net equity in earnings | $17,553 | $12,444 | | Distributions received | $23,834 | $19,018 | - Net equity in earnings from equity investees increased by $5.109 million (41.1%) year-over-year[54] - Poseidon Oil Pipeline Company, L.L.C. (64% owned) reported net income of $28.676 million in Q1 2023, up from $20.907 million in Q1 2022[55] 9. Intangible Assets Intangible Assets | Intangible Asset Category | March 31, 2023 (Net Value in thousands) | December 31, 2022 (Net Value in thousands) | | :--- | :--- | :--- | | Marine contract intangibles | $149 | $158 | | Offshore pipeline contract intangibles | $94,306 | $96,386 | | Other | $33,006 | $30,776 | | Total | $127,461 | $127,320 | - Total intangible assets, net, remained relatively stable at $127.461 million[57] - Amortization expense for intangible assets was $2.705 million for Q1 2023[57] 10. Debt Debt Summary | Debt Instrument | March 31, 2023 (Net Value in thousands) | December 31, 2022 (Net Value in thousands) | | :--- | :--- | :--- | | Senior secured credit facility-Revolving Loan | $124,400 | $205,400 | | 5.625% senior unsecured notes due 2024 | — | $339,886 | | 8.875% senior unsecured notes due 2030 | $490,853 | — | | 5.875% Alkali senior secured notes due 2042 | $402,631 | $402,442 | | Total long-term debt | $3,535,527 | $3,464,154 | - Total long-term debt increased by $71.373 million, primarily due to the issuance of $500 million in 8.875% senior unsecured notes due 2030[59][64][65] - The company entered into a new $850 million senior secured revolving credit facility, with $717.1 million available for borrowings at March 31, 2023[60][62] 11. Partners' Capital, Mezzanine Capital and Distributions - As of March 31, 2023, there were 122,539,221 Class A Common Units and 25,336,778 Class A Convertible Preferred Units outstanding[67] - The annual distribution rate for Class A Convertible Preferred Units increased from 8.75% to 11.24% starting Q4 2022[74] - The company fully redeemed 251,750 outstanding Alkali Holdings preferred units on May 17, 2022, for $288.6 million[78] Distributions | Distribution Type | Quarter | Date Paid | Per Unit Amount | Total Amount (in thousands) | | :--- | :--- | :--- | :--- | :--- | | Common Unitholders | Q4 2022 | Feb 14, 2023 | $0.15 | $18,387 | | Common Unitholders | Q1 2023 | May 15, 2023 | $0.15 | $18,387 | | Class A Convertible Preferred Unitholders | Q4 2022 | Feb 14, 2023 | $0.9473 | $24,002 | | Class A Convertible Preferred Unitholders | Q1 2023 | May 15, 2023 | $0.9473 | $24,002 | 12. Net Loss Per Common Unit Net Loss Per Common Unit Calculation | Metric | Three Months Ended March 31, 2023 (in thousands, except per unit) | Three Months Ended March 31, 2022 (in thousands, except per unit) | | :--- | :--- | :--- | | Net loss attributable to Genesis Energy, L.P. | $(1,644) | $(5,250) | | Less: Accumulated distributions attributable to Class A Convertible Preferred Units | $(24,002) | $(18,684) | | Net loss attributable to common unitholders | $(25,646) | $(23,934) | | Weighted average outstanding units | 122,579 | 122,579 | | Basic and diluted net loss per common unit | $(0.21) | $(0.20) | - Basic and diluted net loss per common unit increased slightly from $(0.20) in Q1 2022 to $(0.21) in Q1 2023[85] - The assumed conversion of Class A Convertible Preferred Units was anti-dilutive for both periods[84] 13. Business Segment Information - The company operates through four reportable segments: Offshore pipeline transportation, Soda and sulfur services, Onshore facilities and transportation, and Marine transportation[86][91] - Total Segment Margin increased by $37.677 million (23.9%) year-over-year, driven by Offshore pipeline transportation and Marine transportation[89] Segment Margin | Segment | Segment Margin Q1 2023 (in thousands) | Segment Margin Q1 2022 (in thousands) | | :--- | :--- | :--- | | Offshore pipeline transportation | $97,938 | $70,904 | | Soda and sulfur services | $66,107 | $67,375 | | Onshore facilities and transportation | $5,390 | $7,036 | | Marine transportation | $25,694 | $12,137 | | Total Segment Margin | $195,129 | $157,452 | Total Assets by Segment | Segment | Total Assets March 31, 2023 (in thousands) | Total Assets December 31, 2022 (in thousands) | | :--- | :--- | :--- | | Offshore pipeline transportation | $2,299,586 | $2,290,488 | | Soda and sulfur services | $2,561,391 | $2,358,086 | | Onshore facilities and transportation | $997,869 | $981,354 | | Marine transportation | $657,582 | $681,231 | | Total consolidated assets | $6,586,460 | $6,365,992 | 14. Transactions with Related Parties - Revenues from services and fees to Poseidon (64% owned) increased from $3.238 million in Q1 2022 to $3.592 million in Q1 2023[93] - Transactions with ANSAC prior to January 1, 2023, were considered related party transactions; they are now eliminated upon consolidation[93] - The company pays its CEO a fixed monthly fee and reimburses for business use of his aircraft under terms believed to be at arm's length[94] 15. Supplemental Cash Flow Information Changes in Operating Assets and Liabilities | Component of Operating Assets and Liabilities | Three Months Ended March 31, 2023 (in thousands) | Three Months Ended March 31, 2022 (in thousands) | | :--- | :--- | :--- | | Accounts receivable | $180,813 | $(131,249) | | Inventories | $(23,663) | $(282) | | Accounts payable | $(126,440) | $107,747 | | Net changes in components | $(17,648) | $(29,169) | - Net changes in components of operating assets and liabilities resulted in a cash outflow of $17.648 million in Q1 2023, an improvement from the $29.169 million outflow in Q1 2022[97] - Capitalized interest increased significantly from $2.0 million in Q1 2022 to $8.5 million in Q1 2023[98] 16. Derivatives - The company uses derivative instruments to hedge exposure to commodity price changes and freight rates[100][103][104][105][106] - Unrealized losses from undesignated commodity derivative transactions were $27.127 million in Q1 2023, compared to unrealized gains of $6.2 million in Q1 2022[21][116] - The embedded derivative related to the Class A Convertible Preferred Units' Rate Reset Election resulted in a $4.258 million loss in Q1 2022, with no impact in Q1 2023[113][114][116] 17. Fair-Value Measurements - Financial assets and liabilities are classified into Level 1, Level 2, or Level 3 for fair value measurement[117][121] - The fair value of senior unsecured notes was approximately $2.9 billion at March 31, 2023, compared to a carrying value of $3.0 billion[121] Recurring Fair Value Measures | Recurring Fair Value Measures | March 31, 2023 (in thousands) | December 31, 2022 (in thousands) | | :--- | :--- | :--- | | Commodity derivatives: Assets (Level 1) | $3,329 | $1,238 | | Commodity derivatives: Liabilities (Level 1) | $(18,664) | $(11,061) | | Natural Gas Swap: Assets (Level 2) | $12,916 | $36,844 | | Natural Gas Swap: Liabilities (Level 2) | $(2,578) | $(4,692) | 18. Commitments and Contingencies - The company is subject to various lawsuits and environmental regulations but does not expect them to have a material effect on its financial position[123][124] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section details financial performance for Q1 2023, highlighting improved net loss and increased Segment Margin Overview - Net Loss Attributable to Genesis Energy, L.P. improved to $(1.6) million in Q1 2023 from $(5.3) million in Q1 2022[127] - Cash flow from operating activities increased to $97.7 million in Q1 2023 from $54.2 million in Q1 2022[129] - Segment Margin increased by $37.7 million (24%) to $195.1 million in Q1 2023[128][131] - Available Cash before Reserves for common unitholders increased by $21.9 million (39%) to $77.7 million in Q1 2023[130] - The company paid quarterly distributions of $0.15 per common unit and $0.9473 per Class A Convertible Preferred Unit[132][133][134] Results of Operations Revenues and Costs and Expenses - Total revenues increased by $158.7 million (25%), while costs increased by $161.0 million (28%), resulting in a $2.3 million decrease in operating income[138] - The decrease in operating income was primarily due to $27.1 million in unrealized losses from commodity derivative transactions[138] - Crude oil marketing business results are affected by price changes, with NYMEX WTI decreasing to $75.93/barrel in Q1 2023 from $95.18/barrel in Q1 2022[140] - Alkali Business revenues were positively impacted by favorable pricing, offsetting a decrease in sales volumes[141][152] Segment Margin Segment Margin | Segment | Segment Margin Q1 2023 (in thousands) | Segment Margin Q1 2022 (in thousands) | | :--- | :--- | :--- | | Offshore pipeline transportation | $97,938 | $70,904 | | Soda and sulfur services | $66,107 | $67,375 | | Onshore facilities and transportation | $5,390 | $7,036 | | Marine transportation | $25,694 | $12,137 | | Total Segment Margin | $195,129 | $157,452 | - Total Segment Margin increased by $37.677 million (23.9%) year-over-year[144] Offshore Pipeline Transportation Segment - Segment Margin increased by $27.0 million (38%) to $97.938 million in Q1 2023, driven by increased volumes[147] - Crude oil pipeline volumes increased to 616,939 Bbls/day in Q1 2023 from 518,889 Bbls/day in Q1 2022[147] - The segment expects continued benefits from King's Quay and new volumes from the Argos FPS[148] Soda and Sulfur Services Segment - Segment Margin decreased by $1.3 million (2%) to $66.107 million in Q1 2023, due to decreased sales volumes[152] - Soda Ash volumes sold decreased to 704,812 short tons in Q1 2023 from 744,788 short tons in Q1 2022[150][152] - The decrease in volumes was largely offset by higher export and domestic pricing[152] Onshore Facilities and Transportation Segment - Segment Margin decreased by $1.6 million (23%) to $5.390 million in Q1 2023, due to lower pipeline and rail volumes[158] - Onshore crude oil pipelines total volumes increased to 155,010 Bbls/day in Q1 2023 from 143,772 Bbls/day in Q1 2022[157][158] Marine Transportation Segment - Segment Margin increased significantly by $13.6 million (112%) to $25.694 million in Q1 2023, due to higher utilization and day rates[161] - Inland Barge Utilization reached 100.0% in Q1 2023, up from 90.3% in Q1 2022[159] - Increased demand for vessel services is attributed to higher refinery utilization and a lack of new vessel supply[161] Other Costs, Interest and Income Taxes - Total general and administrative expenses decreased by $0.6 million in Q1 2023[163][164] - Depreciation, depletion and amortization expense increased by $3.7 million to $73.160 million in Q1 2023[166] - Net interest expense increased by $5.8 million to $60.854 million in Q1 2023, driven by new debt and higher interest rates[168] Liquidity and Capital Resources General - The company issued $500.0 million of 8.875% senior unsecured notes due 2030 to refinance existing notes and repay credit facility borrowings[171] - A new $850 million senior secured revolving credit facility was established, maturing February 13, 2026[172][174] - The company fully redeemed Alkali Holdings preferred units using proceeds from $425 million Alkali senior secured notes due 2042[173] Capital Resources - Primary sources of liquidity include cash flows from operations, credit facilities, and capital market issuances[175] - Long-term debt totaled approximately $3.5 billion at March 31, 2023[178] - The company has a universal shelf registration statement for future equity and debt issuances[179][180] Cash Flows from Operations - Net cash flows provided by operating activities increased to $97.7 million in Q1 2023 from $54.2 million in Q1 2022[186] - Operating cash flows are impacted by changes in working capital and the timing of payments[181][183][184] Capital Expenditures and Distributions Paid to Our Unitholders Capital Expenditures for Fixed and Intangible Assets and Equity Investees Capital Expenditures | Capital Expenditure Type | Three Months Ended March 31, 2023 (in thousands) | Three Months Ended March 31, 2022 (in thousands) | | :--- | :--- | :--- | | Total maintenance capital expenditures | $23,997 | $21,917 | | Total growth capital expenditures | $60,498 | $51,921 | | Total capital expenditures for fixed and intangible assets | $84,495 | $73,838 | | Capital expenditures related to equity investees | $1,190 | $1,323 | | Total capital expenditures | $85,685 | $75,161 | - Total capital expenditures increased by $10.524 million (14.0%) year-over-year, driven by higher growth capital expenditures[189] Growth Capital Expenditures - The Granger Optimization Project is expected to be completed in the second half of 2023[190][192] - The company is undertaking approximately $550 million in offshore growth projects, including the new SYNC pipeline[191] Maintenance Capital Expenditures - Maintenance capital expenditures in Q1 2023 primarily related to marine transportation, the Alkali Business, and offshore transportation assets[193] Distributions to Unitholders - Quarterly distributions of $0.15 per common unit and $0.9473 per Class A Convertible Preferred Unit were declared for Q1 2023[195] Guarantor Summarized Financial Information - The company's $3.0 billion senior unsecured notes are fully and unconditionally guaranteed by its 100% owned domestic subsidiaries[196] Balance Sheet Data (Genesis Energy, L.P. and Guarantor Subsidiaries) | Balance Sheet Data | March 31, 2023 (in thousands) | | :--- | :--- | | Current assets | $917,229 | | Fixed assets and mineral leaseholds, net | $3,740,518 | | Current liabilities | $785,511 | | Non-current liabilities | $3,610,961 | | Class A Convertible Preferred Units | $891,909 | Statement of Operations Data (Genesis Energy, L.P. and Guarantor Subsidiaries) | Statement of Operations Data | Three Months Ended March 31, 2023 (in thousands) | | :--- | :--- | | Revenues | $762,235 | | Operating income | $35,392 | | Net loss | $(4,170) | | Net loss attributable to common unitholders | $(28,172) | Non-GAAP Financial Measure Reconciliations Reconciliation to Available Cash before Reserves | Metric | Three Months Ended March 31, 2023 (in thousands) | Three Months Ended March 31, 2022 (in thousands) | | :--- | :--- | :--- | | Net loss attributable to Genesis Energy, L.P. | $(1,644) | $(5,250) | | Depreciation, depletion, amortization and accretion | $75,935 | $72,948 | | Plus (minus) Select Items, net | $43,063 | $12,211 | | Maintenance capital utilized | $(16,100) | $(13,500) | | Distributions to preferred unitholders | $(24,002) | $(18,684) | | Available Cash before Reserves | $77,672 | $55,729 | - Available Cash before Reserves increased by $21.943 million (39.4%) year-over-year[203] - Select Items, net, increased significantly to $43.063 million in Q1 2023, largely due to unrealized losses on derivative transactions[206] Non-GAAP Financial Measures General - The company uses non-GAAP measures like Available Cash before Reserves and Segment Margin to evaluate business performance[208][209] Segment Margin - Segment Margin is a key measure used by the CEO to evaluate segment performance[210] Available Cash before Reserves - Available Cash before Reserves is used to assess financial performance and the ability to make discretionary payments[212][213] Disclosure Format Relating to Maintenance Capital - The company uses 'maintenance capital utilized' as a proxy for non-discretionary expenditures[215][219] Maintenance Capital Requirements - Maintenance capital expenditures are costs necessary to maintain existing assets' service capability[216][217][218] Maintenance Capital Utilized - Maintenance capital utilized represents the portion of previously incurred maintenance capital expenditures used during the quarter[220][221] Critical Accounting Estimates - There have been no new or material changes to the critical accounting estimates discussed in the company's Annual Report[222] Forward Looking Statements - The report contains forward-looking statements regarding future operations and performance, which involve risks and uncertainties[223] - Key risk factors include commodity price trends, execution of strategies, regulatory changes, and global economic conditions[224][227] Item 3. Quantitative and Qualitative Disclosures about Market Risk This section states there are no material changes to market risk disclosures since the Annual Report - No material changes to quantitative and qualitative disclosures about market risk since the Annual Report[228] - Additional details on derivative instruments are provided in Note 16 to the financial statements[228] Item 4. Controls and Procedures Management evaluated disclosure controls and procedures as effective, with no material changes to internal control - Disclosure controls and procedures were evaluated as effective as of March 31, 2023[229] - No material changes to internal control over financial reporting occurred during Q1 2023[230] PART II. OTHER INFORMATION Item 1. Legal Proceedings This section notes no material developments in legal proceedings since the Annual Report filing - No material developments in legal proceedings since the filing of the Annual Report on Form 10-K[233] - A $1 million threshold is used for disclosing environmental matters, with no reportable proceedings for the period[234] Item 1A. Risk Factors This section states there have been no material changes to the risk factors disclosed in the Annual Report - No material change in risk factors as previously disclosed in the Annual Report on Form 10-K[235] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds There were no unregistered sales of equity securities during the first quarter of 2023 - No unregistered sales of equity securities occurred during Q1 2023[236] Item 3. Defaults upon Senior Securities The company reported no defaults upon senior securities during the period - No defaults upon senior securities[237] Item 4. Mine Safety Disclosures Information regarding mine safety is included in Exhibit 95 to this Form 10-Q - Mine safety disclosures for Green River and Granger, Wyoming mines are provided in Exhibit 95[238] Item 5. Other Information This section indicates that there is no other information to report - No other information to report[239] Item 6. Exhibits This section lists all exhibits filed with the Form 10-Q, including agreements, certifications, and data files - Exhibits include Certificate of Limited Partnership, Credit Agreement, Supplemental Indenture, Certifications, and Mine Safety Disclosures[241]