GENESIS ENERGY LP
For the period ended Jun 30, 2026. Filed Aug 6, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 6, 2026
GEL$12.86+3.0%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-07.
0001022321-26-000017
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0001022321-26-000023
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 188 previous paragraphs and 197 current paragraphs.
138 unchanged; 47 reworded; 6 added; 3 removed; 0 previous and 6 current paragraphs rearranged.
Tables are not compared: 13 previous and 13 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (6)
Current report
(3)During the three and six months ended June 30, 2026, we recognized a gain on the sale of assets of $17.4 million associated with the divestiture of certain non-core natural gas pipeline and platform assets within our offshore pipeline transportation segment.
Current report
On June 3, 2026, we completed the divestiture of certain non-core natural gas pipeline and platform assets in our offshore pipeline transportation segment for total consideration of $95.0 million. We utilized these proceeds to purchase a portion of our outstanding Class A Convertible Preferred Units on June 8, 2026, whereby we entered into a purchase agreement with one of our Class A Convertible Preferred unitholders to purchase 2,454,445 Class A Convertible Preferred units at a purchase price of$34.38 per unit.
Current report
The purchases of these Class A Convertible Preferred Units, which carried an annual coupon rate of 11.24%, have allowed us to lower our overall cost of capital. As of June 30, 2026, we had 9,236,530 outstanding Class A Convertible Preferred Units, which is a significant reduction from the balance as of December 31, 2025 to our highest cost of capital instrument.
Current report
On June 26, 2026, we entered into a three-year $99.5 million AR Facility whereby we sell, on an on-going basis, certain of the receivables from our wholly-owned subsidiaries, together with the related security and interest in the proceeds, to our wholly-owned subsidiary Genesis AR LLC, a consolidated and bankruptcy-remote special purpose entity created for the sole purpose of transacting under the AR Facility. Our AR Facility bears interest at SOFR plus 1.375%, which reduces our overall cost of capital relative to our other outstanding indebtedness.
Current report
•capital expenditures;
Current report
On June 26, 2026, we entered into the AR Facility. Under the AR Facility, we sell, on an on-going basis, certain of the receivables from our wholly-owned subsidiaries, together with the related security and interest in the proceeds, to our wholly-owned subsidiary Genesis AR LLC, a consolidated and bankruptcy-remote special purpose entity created for the sole purpose of transacting under the AR Facility. Eligible receivables sold to Genesis AR LLC are used to secure the outstanding borrowings under our AR Facility and are not available to satisfy the claims of other creditors. For more information, please see Note 10 in our Unaudited Condensed Consolidated Financial Statements.
Removed paragraphs (3)
Previous report
We reported Net Loss from Discontinued Operations, net of tax of $423.7 million during the 2025 Quarter associated with the Alkali Business that was sold on February 28, 2025.
Previous report
•growth capital (as discussed in more detail below) and maintenance projects;
Previous report
(2)Includes non-cash items such as depreciation, depletion and amortization and unrealized gains or losses on derivative transactions, amongst other items.
Reworded paragraphs (47)
Previous wording
We reported Net Income from Continuing Operations of $19.1 million during the three months ended March 31, 2026 (the “2026 Quarter”) compared to Net Loss from Continuing Operations of $36.6 million during the three months ended March 31, 2025 (the “2025 Quarter”).
Current wording
We reported Net Income Attributable to Genesis Energy, L.P. of $42.9 million during the three months ended June 30, 2026 (the “2026 Quarter”) compared to Net Loss Attributable to Genesis Energy, L.P. of $0.4 million during the three months ended June 30, 2025 (the “2025 Quarter”).
Previous wording
Net Income from Continuing Operations in the 2026 Quarter was impacted by: (i) an increase in operating income from our reportable segments, primarily from our offshore pipeline transportation segment (see “Results of Operations” below for additional details); (ii) a decrease in general and administrative expenses of $23.1 million (see “Results of Operations” below for additional details); and (iii) a decrease in interest expense, net of $2.1 million (see “Results of Operations” below for additional details). This increase was partially offset by: (i) an increase in other expense of $2.7 million primarily related to the write-off of unamortized issuance costs and the tender premium associated with the redemption of our 2028 Notes in March 2026 (see “Liquidity and Capital Resources” below for additional details); and (ii) an increase in depreciation and amortization of $2.7 million during the 2026 Quarter (see “Results of Operations” below for additional details).
Current wording
Net Income Attributable to Genesis Energy, L.P. in the 2026 Quarter was impacted by: (i) an increase in operating income from our reportable segments, primarily from our offshore pipeline transportation segment (see “Results of Operations” below for additional details); (ii) a gain on sale of assets of $17.4 million associated with the divestiture of certain non-core natural gas pipeline and platform assets within our offshore pipeline transportation segment; and (iii) an increase in our equity in earnings of equity investees of $6.0 million primarily as a result of an increase in volumes and associated revenue from Poseidon. Additionally, the 2025 Quarter included a loss of $8.9 million primarily due to the premium associated with the redemption of our 2027 Notes in April 2025. These increases were partially offset by: (i) an increase in depreciation and amortization of $7.2 million during the 2026 Quarter (see “Results of Operations” below for additional details); (ii) an increase in interest expense, net of $6.2 million (see “Results of Operations” below for additional details); and (iii) increase in general and administrative expenses of $4.7 million (see “Results of Operations” below for additional details).
Previous wording
Cash flow from operating activities was $81.7 million for the 2026 Quarter compared to $24.8 million for the 2025 Quarter. The increase in cash flow from operating activities is primarily attributable to an increase in Segment Margin in the 2026 Quarter compared to the 2025 Quarter (as discussed further below) and positive changes in working capital in the 2026 Quarter compared to the 2025 Quarter. Partially offsetting these increases was the absence of cash flows provided by operating activities from the Alkali Business in the 2026 Quarter, as it was sold on February 28, 2025, whereas the 2025 Quarter included two months of activity from the Alkali Business.
Current wording
Cash flow from operating activities was $180.7 million for the 2026 Quarter compared to $47.0 million for the 2025 Quarter. The increase in cash flow from operating activities is primarily attributable to an increase in Segment Margin in the 2026 Quarter compared to the 2025 Quarter (as discussed further below) and positive changes in working capital in the 2026 Quarter compared to the 2025 Quarter.
Previous wording
Available Cash before Reserves (as defined below in “Non-GAAP Financial Measures”) to our common unitholders was $43.8 million for the 2026 Quarter, an increase of $23.4 million, or 115%, from the 2025 Quarter primarily as a result of: (i) an increase in Segment Margin of $35.0 million, which is discussed in more detail below; and (ii) a decrease in accumulated distributions to our Class A Convertible Preferred unitholders of $6.4 million. Partially offsetting these increases was the exclusion of activity in the 2026 Quarter from the Alkali Business, as it was sold on February 28, 2025, whereas the 2025 Quarter included two months of activity from the Alkali Business.
Current wording
Available Cash before Reserves (as defined below in “Non-GAAP Financial Measures”) to our common unitholders was $78.3 million for the 2026 Quarter, an increase of $46.1 million, or 143%, from the 2025 Quarter primarily as a result of: (i) an increase in Segment Margin of $33.6 million, which is discussed in more detail below; (ii) a gain on sale of assets of $17.4 million during the 2026 Quarter; and (iii) a decrease in accumulated distributions to our Class A Convertible Preferred unitholders of $4.4 million. Partially offsetting these increases to Available Cash before Reserves was an increase to interest expense, net of $6.2 million during the 2026 Quarter.
Previous wording
Segment Margin (as defined below in “Non-GAAP Financial Measures”) was $156.4 million for the 2026 Quarter, an increase of $35.0 million, or 29%, from the 2025 Quarter. A more detailed discussion of our segment results and other costs is included below in “Results of Operations.” See “Non-GAAP Financial Measures” below for additional information on Segment Margin.
Current wording
Segment Margin (as defined below in “Non-GAAP Financial Measures”) was $169.5 million for the 2026 Quarter, an increase of $33.6 million, or 25%, from the 2025 Quarter. A more detailed discussion of our segment results and other costs is included below in “Results of Operations.” See “Non-GAAP Financial Measures” below for additional information on Segment Margin.
Previous wording
Our revenues for the 2026 Quarter increased $48.2 million, or 12%, from the 2025 Quarter and our total costs and expenses decreased $6.4 million, or 2%, between the two periods with an overall increase to operating income of $54.6 million as presented on the Unaudited Condensed Consolidated Statements of Operations. The increase in our operating income during the 2026 Quarter is primarily due to: (i) an increase in volumes and revenues across our offshore pipeline transportation network (see further discussion below); and (ii) a decrease in general and administrative expenses of $23.1 million during the 2026 Quarter (see further discussion below). These were partially offset by an increase in depreciation and amortization of $2.7 million during the 2026 Quarter (see further discussion below).
Current wording
Our revenues for the 2026 Quarter increased $154.6 million, or 41%, from the 2025 Quarter and our total costs and expenses, excluding the gain on sale of assets in the 2026 Quarter, increased $134.4 million, or 43%, between the two periods. The increase in our operating income during the 2026 Quarter is primarily due to an increase in volumes and revenues across our offshore pipeline transportation network (see further discussion below). This increase was partially offset by an increase in depreciation and amortization of $7.2 million and an increase in general and administrative expenses of $4.7 million during the 2026 Quarter (see further discussion below).
Previous wording
As it relates to our crude oil marketing business, the average closing price for West Texas Intermediate crude oil on the New York Mercantile Exchange (“NYMEX”) increased to $72.74 per barrel in the 2026 Quarter (and exited the 2026 Quarter with crude oil prices above $100 per barrel), as compared to $71.78 per barrel in the 2025 Quarter. We expect changes in crude oil prices to continue to proportionately affect our revenues and costs attributable to our purchase and sale of crude oil, resulting in a minimal direct impact on Net income (loss), Segment Margin and Available Cash before Reserves. We have limited our direct commodity price exposure in our crude oil operations through the broad use of fee-based service contracts, back-to-back purchase and sale arrangements and hedges. As a result, changes in the price of crude oil would proportionately impact both our revenues and our costs, with a disproportionately smaller impact on Net income (loss), Segment Margin and Available Cash before Reserves. However, we do have some indirect exposure to certain changes in prices for crude oil, particularly if they are significant and extended. We tend to experience more demand for certain of our services when prices increase significantly over extended periods of time, and we tend to experience less demand for certain of our services when prices decrease significantly over extended periods of time. For additional information regarding certain of our indirect exposure to commodity prices, see our segment-by-segment analysis below and the section of our Annual Report entitled “ Risks Related to Our Business.” We also have revenues and costs associated with our other refinery-centric operations including our sulfur services business, which we believe is one of the largest producers and marketers of NaHS in North and South America, and from our other logistical assets including pipelines, trucks, terminals, and rail unloading facilities.
Current wording
As it relates to our crude oil marketing business, the average closing price for West Texas Intermediate crude oil on the New York Mercantile Exchange (NYMEX) increased to $95.65 per barrel in the 2026 Quarter as compared to $64.57 per barrel in the 2025 Quarter. We expect changes in crude oil prices to continue to proportionately affect our revenues and costs attributable to our purchase and sale of crude oil, resulting in a minimal direct impact on Net income (loss), Segment Margin and Available Cash before Reserves. We have limited our direct commodity price exposure in our crude oil operations through the broad use of fee-based service contracts, back-to-back purchase and sale arrangements and hedges. As a result, changes in the price of crude oil would proportionately impact both our revenues and our costs, with a disproportionately smaller impact on Net income (loss), Segment Margin and Available Cash before Reserves. However, we do have some indirect exposure to certain changes in prices for crude oil, particularly if they are significant and extended. We tend to experience more demand for certain of our services when prices increase significantly over extended periods of time, and we tend to experience less demand for certain of our services when prices decrease significantly over extended periods of time. For additional information regarding certain of our indirect exposure to commodity prices, see our segment-by-segment analysis below and the section of our Annual Report entitled “ Risks Related to Our Business.” We also have revenues and costs associated with our other refinery-centric operations including our sulfur services business, which we believe is one of the largest producers and marketers of NaHS in North and South America, and from our other logistical assets including pipelines, trucks, terminals, and rail unloading facilities.
Previous wording
(1)The increase in operating costs is primarily related to an increase in costs associated with accommodating our higher level of volumes in the 2026 Quarter, such as fuel and drag reducing agent costs, which are often rebilled to the associated producers and do not have a significant impact to our Segment Margin.
Current wording
(1)The increase in operating costs is primarily related to an increase in costs associated with accommodating our higher level of volumes in 2026, such as fuel and drag reducing agent costs, which are often rebilled to the associated producers and do not have a significant impact to our Segment Margin.
Previous wording
(2)Offshore pipeline transportation Segment Margin includes distributions received from our offshore pipeline joint ventures accounted for under the equity method of accounting for the 2026 Quarter and the 2025 Quarter.
Current wording
(2)Offshore pipeline transportation Segment Margin includes distributions received from our offshore pipeline joint ventures accounted for under the equity method of accounting for the three and six months ended June 30, 2026 and 2025.
Previous wording
Offshore pipeline transportation Segment Margin for the 2026 Quarter increased $30.5 million, or 40%, from the 2025 Quarter primarily due to: (i) production volumes associated with the deepwater Shenandoah floating production system (“FPS”), which ties into our 100% owned SYNC Pipeline for further transportation downstream to our 64% owned CHOPS Pipeline, that began producing in July 2025; and (ii) production volumes from the Salamanca FPS, which ties into our existing 100% owned SEKCO Pipeline for further transportation downstream on our 64% owned Poseidon Pipeline, that began producing in September 2025. In addition, the 2025 Quarter was impacted by producer downtime from several wells being shut in due to certain sub-sea operational and technical challenges, which were mostly resolved by our producer customers as we exited 2025. These increases to the 2026 Quarter were partially offset by a scheduled turnaround at a key third party production platform, which was completed in early April.
Current wording
Offshore pipeline transportation Segment Margin for the 2026 Quarter increased $28.0 million, or 32%, from the 2025 Quarter primarily due to: (i) production volumes associated with the deepwater Shenandoah floating production unit (“FPU”), which ties into our 100% owned SYNC Pipeline for further transportation downstream to our 64% owned CHOPS Pipeline, that began producing in July 2025 (Segment Margin in the 2025 Quarter benefited from one month of contractual minimum volume commitments (“MVC’s”) that commenced in June 2025); and (ii) production volumes from the Salamanca FPU, which ties into our existing 100% owned SEKCO Pipeline for further transportation downstream on our 64% owned Poseidon Pipeline, that began producing in September 2025.
Previous wording
Despite some of the planned and unplanned downtime experienced in the 2026 Quarter, activity in and around our Gulf of America asset base continues to be robust. During the 2026 Quarter, a fourth well at the Salamanca FPS was successfully brought online with a fifth well expected to be drilled towards the end of 2026 or early 2027. In addition, the Monument development, a two-well sub-sea tieback to the Shenandoah FPS with production dedicated to our 100% owned SYNC Pipeline for further transportation downstream to our 64% owned CHOPS Pipeline, is expected to have first production in the fourth quarter of 2026.
Current wording
Activity in and around our Gulf of America asset base continues to be robust. During the first quarter of 2026, a fourth well at the Salamanca FPU was successfully brought online with a fifth well expected to be drilled towards the end of 2026 or early 2027. In addition, the Monument development, a two-well sub-sea tieback to the Shenandoah FPU with production dedicated to our 100% owned SYNC Pipeline for further transportation downstream to our 64% owned CHOPS Pipeline, is expected to have first production in the fourth quarter of 2026.
Previous wording
Within our marine transportation segment, we own a fleet of 87 barges (78 inland and 9 offshore) with a combined transportation capacity of 3.0 million barrels, 43 push/tow boats (33 inland and 10 offshore), and a 330,000 barrel capacity ocean going tanker, the M/T American Phoenix. Operating results for our marine transportation segment were as follows:
Current wording
As of June 30, 2026, within our marine transportation segment, we owned a fleet of 87 barges (78 inland and 9 offshore) with a combined transportation capacity of 3.0 million barrels, 43 push/tow boats (33 inland and 10 offshore), and a 330,000 barrel capacity ocean going tanker, the M/T American Phoenix.
Previous wording
Marine transportation Segment Margin for the 2026 Quarter decreased $2.1 million, or 7% from the 2025 Quarter primarily due to slightly lower day rates in our inland barge business during the 2026 Quarter and the impacts to our offshore barge business as a result of planned dry-dockings in our offshore fleet during the 2026 Quarter. During the third quarter of 2025, we experienced a decline in day rates due to a decrease in Midwest refinery demand for black oil equipment as a result of changing crude slates. Day rates have recovered at a slower pace than anticipated, and rates in the 2026 Quarter have not reached the levels we saw in the 2025 Quarter. In our offshore barge business, revenues for the 2026 Quarter were impacted by several required and planned regulatory dry-dockings, which included the dry-docking of one of our two largest vessels that is expected to be completed in the second quarter of 2026. These decreases in Segment Margin were partially offset by an increase in adjusted utilization from our inland and offshore fleets and a contractual rate increase on our M/T American Phoenix during the 2026 Quarter compared to the 2025 Quarter.
Current wording
Marine transportation Segment Margin for the 2026 Quarter decreased $4.2 million, or 14%, from the 2025 Quarter primarily due to an increase in planned dry-docking days in our inland and offshore barge businesses during the 2026 Quarter and a slight decrease in average day rates in our inland barge business. In our offshore barge business, revenues for the 2026 Quarter were impacted by several required and planned regulatory dry-dockings, which included our two largest vessels, one of which was completed during the 2026 Quarter, while the other was recently completed in the third quarter of 2026. During the third quarter of 2025, we experienced a decline in our inland barge day rates due to a decrease in Midwest refinery demand for black oil equipment as a result of changing crude slates. Inland barge day rates have recovered at a slower pace than anticipated, and rates in the 2026 Quarter did not reach the levels we saw in the 2025 Quarter. These decreases in Segment Margin were partially offset by a higher contractual rate on our M/T American Phoenix during the 2026 Quarter compared to the 2025 Quarter.
Previous wording
(1)Total daily volumes for the 2026 Quarter and the 2025 Quarter include 32,876 and 18,609 Bbls/day, respectively, of intermediate refined petroleum products and 25,857 and 19,564 Bbls/day, respectively, of crude oil associated with our Port of Baton Rouge Terminal pipelines.
Current wording
(1)Total daily volumes for the 2026 Quarter and the 2025 Quarter include 29,217 and 16,403 Bbls/day, respectively, of intermediate refined petroleum products and 31,252 and 31,775 Bbls/day, respectively, of crude oil associated with our Port of Baton Rouge Terminal pipelines. Total daily volumes for the six months ended June 30, 2026 and 2025 include 31,037 and 17,500 Bbls/day, respectively, of intermediate refined petroleum products and 28,570 and 25,703 Bbls/day, respectively, of crude oil associated with our Port of Baton Rouge Terminal pipelines.
Previous wording
Onshore transportation and services Segment Margin for the 2026 Quarter increased $6.6 million, or 45%, from the 2025 Quarter primarily due to an increase in volumes transported on our onshore crude oil pipeline systems and increased activity and volumes in our crude oil marketing business. We experienced an increase in volumes on our Texas pipeline system which is a key destination point for various grades of crude oil produced in the Gulf of America including those transported on our 64% owned CHOPS Pipeline and benefited from an increase in refined product volumes at our Baton Rouge terminal. In our sulfur services business, we experienced a decrease in NaHS sales volumes primarily as a result of operational challenges at our largest and lowest-cost host refinery, which was partially offset by an increase in index-based NaHS sales prices.
Current wording
Onshore transportation and services Segment Margin for the 2026 Quarter increased $9.8 million, or 53%, from the 2025 Quarter primarily due to an increase in volumes transported on our onshore crude oil pipeline systems and increased activity and volumes in our crude oil marketing business. We experienced an increase in volumes on our Texas pipeline system, which is a key destination point for various grades of crude oil produced in the Gulf of America including those transported on our 64% owned CHOPS Pipeline, and benefited from an increase in refined product volumes at our Baton Rouge terminal. In our sulfur services business, we experienced an increase in Segment Margin in the 2026 Quarter primarily due to an increase in the index-based NaHS sales prices and strong demand from our pulp and paper customers.
Previous wording
Total general and administrative expenses for the 2026 Quarter decreased by $23.1 million, or 57%, from the 2025 Quarter. This decrease is primarily due to: (i) a reduction in third party costs related to business development activities and growth projects as the 2025 Quarter included the transaction costs incurred associated with the sale of the Alkali Business on February 28, 2025, and (ii) a reduction in long-term incentive compensation expense as a result of how we valued the outstanding awards under our long-term incentive compensation plan in each period. These decreases were partially offset by higher corporate general and administrative expenses.
Current wording
Total general and administrative expenses for the first six months of 2026 decreased by $18.4 million, or 33%, from the first six months of 2025. This decrease is primarily due to: (i) a reduction in third party costs related to business development activities and growth projects as the six months ended June 30, 2025 included the transaction costs incurred associated with the sale of the Alkali Business on February 28, 2025; and (ii) a reduction in long-term incentive compensation expense as a result of how we valued the outstanding awards under our long-term incentive compensation plan in each period. These decreases were partially offset by an increase in corporate general and administrative expenses.
Previous wording
Total depreciation and amortization expense for the 2026 Quarter increased $2.7 million, or 5%, from the 2025 Quarter. This increase is primarily attributable to our continued growth and maintenance capital expenditures and placing new assets into service, including assets associated with our CHOPS expansion project and SYNC Pipeline, subsequent to the 2025 Quarter.
Current wording
Total depreciation and amortization expense for the 2026 Quarter increased $7.2 million, or 13%, from the 2025 Quarter. This increase is primarily attributable to our continued growth and maintenance capital expenditures and placing new assets into service at the end of and subsequent to the 2025 Quarter, including assets associated with our CHOPS expansion project and SYNC Pipeline.
Previous wording
This decrease in interest expense, net was partially offset by a decrease in capitalized interest in the 2026 Quarter primarily attributable to the completion of the CHOPS expansion project and SYNC Pipeline subsequent to the 2025 Quarter.
Current wording
Interest expense, net for the 2026 Quarter increased $6.2 million, or 10%, from the 2025 Quarter primarily due to a decrease in capitalized interest in the 2026 Quarter as a result of the completion of the CHOPS expansion project and SYNC Pipeline project prior to the 2026 Quarter.
Previous wording
Interest expense, net for the 2026 Quarter decreased $2.1 million, or 3%, from the 2025 Quarter primarily due to: (i) a decrease in interest expense associated with our senior unsecured notes as we redeemed the remaining $406.2 million of principal outstanding on the 8.000% senior unsecured notes due January 15, 2027 (the “2027 Notes”) on April 3, 2025 with a portion of the cash proceeds from the sale of the Alkali Business on February 28, 2025; and (ii) a reduction in interest expense, net on our senior secured credit facility as a result of a decrease in the average borrowings outstanding during the 2026 Quarter.
Current wording
Interest expense, net for the first six months of 2026 increased $4.1 million, or 3%, from the first six months of 2025 primarily due to: (i) a decrease in capitalized interest during 2026 as a result of the completion of the CHOPS expansion project and SYNC Pipeline project in 2025; (ii) a decrease in interest expense on our senior unsecured notes; and (iii) a reduction in interest expense, net on our senior secured credit facility as a result of a decrease in the average borrowings outstanding during 2026. During the first six months of 2026, the decrease to interest expense on our senior unsecured notes is primarily a result of the redemption of the remaining $406.2 million of principal outstanding on the 2027 Notes on April 3, 2025.
Previous wording
On February 28, 2025 we completed the sale of the Alkali Business to an indirect affiliate of WE Soda Ltd. for a gross purchase price of $1.425 billion. We received cash of approximately $1.0 billion, which reflected the net proceeds after the payment of transaction costs and expenses and the assumption of our then outstanding Alkali senior secured notes by an indirect affiliate of WE Soda Ltd. We used the cash proceeds to pay down the outstanding balance on our senior secured credit facility as of February 28, 2025, purchase 7,416,196 Class A Convertible Preferred Units on March 6, 2025 at a purchase price of $35.40, and redeem the remaining $406.2 million of principal outstanding on the 2027 Notes on April 3, 2025.
Current wording
On February 28, 2025 we completed the sale of the Alkali Business to an indirect affiliate of WE Soda Ltd for a gross purchase price of $1.425 billion. We received cash of approximately $1.0 billion, which reflected the net proceeds after the payment of transaction costs and expenses and the assumption of our then outstanding Alkali senior secured notes by an indirect affiliate of WE Soda Ltd. We used the cash proceeds to pay down the outstanding balance on our senior secured credit facility as of February 28, 2025, purchase 7,416,196 Class A Convertible Preferred Units on March 6, 2025 at a purchase price of $35.40 per unit, and redeem the remaining $406.2 million of principal outstanding on the 2027 Notes on April 3, 2025.
Previous wording
On February 3, 2026, we entered into purchase agreements with one of our Class A Convertible Preferred unitholders whereby we purchased 741,620 Class A Convertible Preferred units at a purchase price of $33.71 per unit.
Current wording
On February 3, 2026, we entered into a purchase agreement with one of our Class A Convertible Preferred unitholders whereby we purchased 741,620 Class A Convertible Preferred units at a purchase price of $33.71 per unit.
Previous wording
On March 4, 2026, we entered into the Eighth Amended and Restated Credit Agreement (our “credit agreement”) to replace our Seventh Amended and Restated Credit Agreement. The credit agreement increased our senior secured credit facility borrowing capacity from $800 million to $900 million and extended the maturity to March 4, 2031, subject to extension at our request for one additional year on up to two occasions and subject to certain conditions, provided that if more than $150 million of our 2029 Notes remain outstanding as of October 16, 2028, the credit agreement matures on such date or if more than $150 million of our 2030 Notes remain outstanding as of January 14, 2030, the credit agreement matures on such date. The credit agreement also provides for additional covenant flexibility and increases our permitted investment baskets, enabling us to maintain a disciplined, yet opportunistic approach to our future capital allocation priorities.
Current wording
On March 4, 2026, we entered into the Eighth Amended and Restated Credit Agreement to replace our Seventh Amended and Restated Credit Agreement. The credit agreement increased our senior secured credit facility borrowing capacity from $800 million to $900 million and extended the maturity to March 4, 2031, subject to extension at our request for one additional year on up to two occasions and subject to certain conditions, provided that if more than $150 million of our 2029 Notes remain outstanding as of October 16, 2028, the credit agreement matures on such date or if more than $150 million of our 2030 Notes remain outstanding as of January 14, 2030, the credit agreement matures on such date. The credit agreement also provides for additional covenant flexibility and increases our permitted investment baskets, enabling us to maintain a disciplined, yet opportunistic approach to our future capital allocation priorities.
Previous wording
Also on March 4, 2026, we issued $750.0 million in aggregate principal amount of 6.750% senior unsecured notes due March 15, 2034 (the “2034 Notes”). Interest payments are due March 15 and September 15 of each year, beginning on September 15, 2026. The issuance of our 2034 Notes generated net proceeds of approximately $735.9 million, net of issuance costs incurred. The net proceeds were used to purchase $416.1 million in principal of our 2028 Notes (which carried an interest rate of 7.750%) and pay the accrued interest, tender premium and fees on the notes that were validly tendered in the tender offer that ended March 20, 2026, and redeem the remaining $263.3 million in principal on our 2028 Notes and pay the related accrued interest on those redeemed notes on March 22, 2026.
Current wording
Also on March 4, 2026, we issued $750.0 million in aggregate principal amount of our 2034 Notes. The issuance of our 2034 Notes generated net proceeds of approximately $735.9 million, net of issuance costs incurred. The net proceeds were used to purchase $416.1 million in principal of our 2028 Notes (which carried an interest rate of 7.750%) and pay the accrued interest, tender premium and fees on the notes that were validly tendered in the tender offer that ended March 20, 2026, and redeem the remaining $263.3 million in principal on our 2028 Notes and pay the related accrued interest on those redeemed notes on March 22, 2026.
Previous wording
On March 6, 2026, utilizing the remaining net proceeds from the issuance of our 2034 Notes, along with cash flow from operations and borrowings from the recently expanded capacity on our senior secured credit facility, we entered into a purchase agreement with one of our Class A Convertible Preferred unitholders whereby we opportunistically purchased 3,263,127 Class A Convertible Preferred Units at a purchase price of $34.38 per unit. The purchase of these Class A Convertible Preferred Units, which carried an annual coupon rate of 11.24%, has allowed us to lower our overall cost of capital.
Current wording
On March 6, 2026, utilizing the remaining net proceeds from the issuance of our 2034 Notes, along with cash flow from operations and borrowings from the recently expanded capacity on our senior secured credit facility, we entered into a purchase agreement with one of our Class A Convertible Preferred unitholders whereby we opportunistically purchased 3,263,127 Class A Convertible Preferred Units at a purchase price of $34.38 per unit.
Previous wording
The successful completion of the above events has extended our debt maturity profile, eliminated any near-term refinancing risk and lowered the overall cost of capital and reduced the cash costs of running our businesses significantly, while continuing to simplify and strengthen our capital structure.
Current wording
The successful completion of the above events has extended our debt maturity profile, with nothing maturing until January 15, 2029, eliminated any near-term refinancing risk, lowered our overall cost of capital and reduced the cash costs of running our businesses significantly, while continuing to simplify and strengthen our capital structure. In addition, we have significant available liquidity for future opportunistic transactions and capital allocation priorities with $894.4 million available for borrowings under our senior secured credit facility at June 30, 2026, subject to compliance with covenants.
Previous wording
We anticipate that our future internally-generated funds and the funds available under our senior secured credit facility will allow us to meet our ordinary course capital needs. Our primary sources of liquidity have been cash flows from operations, proceeds from the sale of assets, borrowing availability under our senior secured credit facility, the proceeds from issuances of equity (common and preferred) and senior unsecured or secured notes and the creation of strategic arrangements to share capital costs through joint ventures or strategic alliances.
Current wording
We anticipate that our future internally-generated funds and the funds available under our senior secured credit facility will allow us to meet our ordinary course capital needs. Our primary sources of liquidity have been cash flows from operations, proceeds from the sale of assets, borrowing availability under our senior secured credit facility, borrowings from our AR Facility, the proceeds from issuances of equity (common and preferred) and senior unsecured or secured notes and the creation of strategic arrangements to share capital costs through joint ventures or strategic alliances.
Previous wording
Our ability to satisfy future capital needs will depend on our ability to raise substantial amounts of additional capital from time to time, including through equity and debt offerings (public and private), borrowings under our senior secured credit facility and other financing transactions, and to implement our growth strategy successfully. No assurance can be made that we will be able to raise necessary funds on satisfactory terms.
Current wording
Our ability to satisfy future capital needs will depend on our ability to raise additional capital from time to time, including through equity and debt offerings (public and private), borrowings under our senior secured credit facility and other financing transactions, and to implement our growth strategy successfully. No assurance can be made that we will be able to raise necessary funds on satisfactory terms.
Previous wording
At March 31, 2026, the principal amount of long-term debt outstanding totaled approximately $3,224.1 million, consisting of $74.1 million borrowed under our senior secured credit facility and $3,150.0 million related to our senior unsecured notes. Our senior unsecured notes balance is comprised of $600.0 million of our 2029 Notes, $500.0 million of our 2030 Notes, $700.0 million of our 7.875% senior unsecured notes due May 15, 2032, $600.0 million of our 8.000% senior unsecured notes due May 15, 2033, and $750.0 million of our 2034 Notes.
Current wording
At June 30, 2026, the principal amount of long-term debt outstanding totaled $3,150.0 million related to our senior unsecured notes, with no borrowings outstanding under our senior secured credit facility. Our senior unsecured notes balance is comprised of $600.0 million of our 2029 Notes, $500.0 million of our 2030 Notes, $700.0 million of our 7.875% senior unsecured notes due May 15, 2032, $600.0 million of our 8.000% senior unsecured notes due May 15, 2033, and $750.0 million of our 2034 Notes. We also had current borrowings outstanding of $99.5 million under our AR Facility.
Previous wording
The available borrowing capacity under our senior secured credit facility at March 31, 2026 is $819.1 million, subject to compliance with covenants. Our inventory financing sublimit as of March 31, 2026 was $17.9 million of the maximum allowed of $200.0 million. Our credit agreement does not include a “borrowing base” limitation except with respect to our inventory loans.
Current wording
The available borrowing capacity under our senior secured credit facility at June 30, 2026 is $894.4 million, subject to compliance with covenants. Our inventory financing sublimit as of June 30, 2026 was $17.1 million of the maximum allowed of $200.0 million. Our credit agreement does not include a “borrowing base” limitation except with respect to our inventory loans.
Previous wording
We have the ability to issue additional equity and debt securities in the future to assist us in meeting our future liquidity requirements, particularly those related to opportunistically acquiring assets and businesses and constructing new facilities and refinancing outstanding debt.
Current wording
We have the ability to issue additional equity and debt securities in the future to assist us in meeting our future liquidity requirements, particularly those related to opportunistically acquiring assets and businesses, constructing new facilities and refinancing outstanding debt.
Previous wording
We generally utilize the cash flows we generate from our operations to fund our common and preferred distributions and working capital needs. Excess funds that are generated are used to repay borrowings under our senior secured credit facility and/or to fund our capital expenditures. Our operating cash flows can be impacted by changes in items of working capital, primarily variances in the carrying amount of inventory and the timing of payment of accounts payable and accrued liabilities related to capital expenditures and interest charges, and the timing of accounts receivable collections from our customers.
Current wording
We generally utilize the cash flows we generate from our operations to fund our common and preferred distributions and working capital needs. Excess funds that are generated are used to repay borrowings under our senior secured credit facility or AR Facility and/or to fund our capital expenditures. Our operating cash flows can be impacted by changes in items of working capital, primarily variances in the carrying amount of inventory and the timing of payment of accounts payable and accrued liabilities related to capital expenditures and interest charges, and the timing of accounts receivable collections from our customers.
Previous wording
We typically sell our crude oil in the same month in which we purchase it, so we do not need to rely on borrowings under our senior secured credit facility to pay for such crude oil purchases, other than inventory. During such periods, our accounts receivable and accounts payable generally move in tandem as we make payments and receive payments for the purchase and sale of crude oil.
Current wording
We typically sell our crude oil in the same month in which we purchase it, so we do not need to rely on borrowings under our senior secured credit facility or AR Facility to pay for such crude oil purchases, other than inventory. During such periods, our accounts receivable and accounts payable generally move in tandem as we make payments and receive payments for the purchase and sale of crude oil.
Previous wording
The storage of our inventory of crude oil and petroleum products can have a material impact on our cash flows from operating activities. In the month we pay for the stored crude oil or petroleum products, we borrow under our senior secured credit facility (or use cash on hand) to pay for the crude oil or petroleum products, utilizing a portion of our operating cash flows. Conversely, cash flow from operating activities increases during the period in which we collect the cash from the sale of the stored crude oil or petroleum products. Additionally, for our exchange-traded derivatives, we may be required to deposit margin funds with the respective exchange when commodity prices increase as the value of the derivatives utilized to hedge the price risk in our inventory fluctuates. These deposits also impact our operating cash flows as we borrow under our senior secured credit facility or use cash on hand to fund the deposits.
Current wording
The storage of our inventory of crude oil and petroleum products can have a material impact on our cash flows from operating activities. In the month we pay for the stored crude oil or petroleum products, we borrow under our senior secured credit facility or AR Facility (or use cash on hand) to pay for the crude oil or petroleum products, utilizing a portion of our operating cash flows. Conversely, cash flow from operating activities increases during the period in which we collect the cash from the sale of the stored crude oil or petroleum products. Additionally, for our exchange-traded derivatives, we may be required to deposit margin funds with the respective exchange when commodity prices increase as the value of the derivatives utilized to hedge the price risk in our inventory fluctuates. These deposits also impact our operating cash flows as we borrow under our senior secured credit facility or AR Facility or use cash on hand to fund the deposits.
Previous wording
See Note 15 in our Unaudited Condensed Consolidated Financial Statements for information regarding changes in components of operating assets and liabilities during the first three months of 2026 and the first three months of 2025.
Current wording
See Note 15 in our Unaudited Condensed Consolidated Financial Statements for information regarding changes in components of operating assets and liabilities during the first six months of 2026 and the first six months of 2025.
Previous wording
Net cash flows provided by our operating activities for the three months ended March 31, 2026 were $81.7 million compared to $24.8 million for the three months ended March 31, 2025. The increase in cash flows from operating activities is primarily attributable to an increase in our reported Segment Margin and positive changes in working capital in the first three months of 2026 as compared to the first three months of 2025. These increases in cash flows from operating activities for the first three months of 2026 were partially offset by the fact that the first three months of 2025 included activity from the Alkali Business prior to the sale on February 28, 2025.
Current wording
Net cash flows provided by our operating activities for the six months ended June 30, 2026 were $262.5 million compared to $71.8 million for the six months ended June 30, 2025. The increase in cash flows from operating activities is primarily attributable to an increase in our reported Segment Margin and positive changes in working capital in the first six months of 2026 as compared to the first six months of 2025. These increases in cash flows from operating activities for the first six months of 2026 were partially offset by the fact that the first six months of 2025 included activity from the Alkali Business prior to the sale on February 28, 2025.
Previous wording
(2)Excluded from the table above were total capital expenditures of $6.4 million for the three months ended March 31, 2025 associated with the Alkali Business that was sold on February 28, 2025.
Current wording
(2)Excluded from the table above were total capital expenditures of $6.4 million for the six months ended June 30, 2025 associated with our discontinued operations.
Previous wording
Maintenance capital expenditures incurred during the first three months of 2026 and 2025 from our continuing operations primarily related to expenditures in our marine transportation segment to replace and upgrade certain equipment associated with our barge and fleet vessels during our dry-docks. Additionally, our offshore transportation assets require maintenance capital expenditures to replace, maintain and upgrade equipment at certain of our offshore platforms and pipelines that we operate. See further discussion under “Available Cash before Reserves” for how such maintenance capital utilization is reflected in our calculation of Available Cash before Reserves.
Current wording
Maintenance capital expenditures incurred during the first six months of 2026 and 2025 from our continuing operations primarily related to expenditures in our marine transportation segment to replace and upgrade certain equipment associated with our barge and fleet vessels during our dry-docks. Additionally, our offshore transportation assets require maintenance capital expenditures to replace, maintain and upgrade equipment at certain of our offshore platforms and pipelines that we operate. See further discussion under “Available Cash before Reserves” for how such maintenance capital utilization is reflected in our calculation of Available Cash before Reserves.
Previous wording
In January 2026, we declared our quarterly distribution to our common unitholders of $0.18 per unit related to the fourth quarter of 2025. With respect to our Class A Convertible Preferred Units, we declared a quarterly cash distribution of $0.9473 per Class A Convertible Preferred Unit (or $3.7892 on an annualized basis) for each Class A Convertible Preferred Unit held of record. These distributions were paid on February 13, 2026 to unitholders of record at the close of business on January 30, 2026.
Current wording
In April 2026, we declared our quarterly distribution to our common unitholders of $0.18 per unit related to the first quarter of 2026. With respect to our Class A Convertible Preferred Units, we declared a quarterly cash distribution of $0.9473 per Class A Convertible Preferred Unit (or $3.7892 on an annualized basis) for each Class A Convertible Preferred Unit held of record. These distributions were paid on May 15, 2026 to unitholders of record at the close of business on April 30, 2026.
Previous wording
In April 2026, we declared our quarterly distribution to our common unitholders of $0.18 per unit related to the 2026 Quarter. With respect to our Class A Convertible Preferred Units, we declared a quarterly cash distribution of $0.9473 per Class A Convertible Preferred Unit (or $3.7892 on an annualized basis) for each Class A Convertible Preferred Unit held of record. These distributions will be payable on May 15, 2026 to unitholders of record at the close of business on April 30, 2026.
Current wording
In July 2026, we declared our quarterly distribution to our common unitholders of $0.20 per unit related to the 2026 Quarter. With respect to our Class A Convertible Preferred Units, we declared a quarterly cash distribution of $0.9473 per Class A Convertible Preferred Unit (or $3.7892 on an annualized basis) for each Class A Convertible Preferred Unit held of record. These distributions will be payable on August 14, 2026 to unitholders of record at the close of business on July 31, 2026.
Previous wording
As of March 31, 2026, our $3.2 billion aggregate principal amount of senior unsecured notes co-issued by Genesis Energy, L.P. and Genesis Energy Finance Corporation are fully and unconditionally guaranteed jointly and severally by the Guarantor Subsidiaries, except for certain immaterial subsidiaries. The immaterial non-Guarantor Subsidiaries are indirectly owned by Genesis Crude Oil, L.P., a Guarantor Subsidiary. The Guarantor Subsidiaries largely own the assets that we use to operate our business. See Note 10 in our Unaudited Condensed Consolidated Financial Statements for additional information regarding our consolidated debt obligations.
Current wording
As of June 30, 2026, our $3.2 billion aggregate principal amount of senior unsecured notes co-issued by Genesis Energy, L.P. and Genesis Energy Finance Corporation are fully and unconditionally guaranteed jointly and severally by the Guarantor Subsidiaries, except for Genesis AR LLC, Genesis AR Holdings LLC and certain other immaterial subsidiaries. Genesis AR LLC, Genesis AR Holdings LLC and the other immaterial non-Guarantor Subsidiaries are indirectly owned by Genesis Crude Oil, L.P., a Guarantor Subsidiary. The Guarantor Subsidiaries largely own the assets, other than accounts receivables sold to Genesis AR LLC, that we use to operate our business. As a general rule, the assets and credit of our unrestricted subsidiaries are not available to satisfy the debts of Genesis Energy, L.P., Genesis Energy Finance Corporation or the Guarantor Subsidiaries, and the liabilities of our unrestricted subsidiaries do not constitute obligations of Genesis Energy, L.P., Genesis Energy Finance Corporation or the Guarantor Subsidiaries. See Note 10 in our Unaudited Condensed Consolidated Financial Statements for additional information regarding our consolidated debt obligations.
Showing the first 40 of 47 pairs. Open the source sections for the rest.
Rearranged current paragraphs (6)
Current report — wording carried from elsewhere
Offshore pipeline transportation Segment Margin for the six months ended June 30, 2026 increased $58.6 million, or 36%, from the six months ended June 30, 2025 primarily due to: (i) production volumes associated with the deepwater Shenandoah FPU, which ties into our 100% owned SYNC Pipeline for further transportation downstream to our 64% owned CHOPS Pipeline, that began producing in July 2025 (Segment Margin in the 2025 Quarter benefited from the commencement of contractual MVC’s in June 2025); and (ii) production volumes from the Salamanca FPU, which ties into our existing 100% owned SEKCO Pipeline for further transportation downstream on our 64% owned Poseidon Pipeline, that began producing in September 2025.
Current report — wording carried from elsewhere
Operating results for our marine transportation segment were as follows:
Current report — wording carried from elsewhere
Marine transportation Segment Margin for the six months ended June 30, 2026 decreased $6.3 million, or 10%, from the six months ended June 30, 2025 primarily due to an increase in planned dry-docking days in our inland and offshore barge businesses and a slight decrease in average day rates in our inland barge business. In our offshore barge business, revenues during the first six months of 2026 were impacted by several required and planned regulatory dry-dockings, which included our two largest vessels during the first six months of 2026. During the third quarter of 2025, we experienced a decline in our inland barge day rates due to a decrease in Midwest refinery demand for black oil equipment as a result of changing crude slates. Inland barge day rates have recovered at a slower pace than anticipated, and rates in 2026 have not reached the levels we saw in 2025. These decreases in Segment Margin were partially offset by a contractual rate increase on our M/T American Phoenix during the first six months of 2026 compared to the first six months of 2025.
Current report — wording carried from elsewhere
Onshore transportation and services Segment Margin for the six months ended June 30, 2026 increased $16.4 million, or 49%, from the six months ended June 30, 2025 primarily due to an increase in volumes transported on our onshore crude oil pipeline systems and increased activity and volumes in our crude oil marketing business. We experienced an increase in volumes on our Texas pipeline system, which is a key destination point for various grades of crude oil produced in the Gulf of America including those transported on our 64% owned CHOPS Pipeline, and benefited from an increase in refined product volumes at our Baton Rouge terminal. In our sulfur services business, we experienced an increase in Segment Margin in the first six months of 2026 primarily due to an increase in the index-based NaHS sales prices and strong demand from our pulp and paper customers, which were partially offset by a decrease in NaHS sales volumes in the first quarter of 2026 primarily due to operational challenges at our largest and lowest-cost host refinery that were resolved as we exited March 2026.
Current report — wording carried from elsewhere
Total general and administrative expenses for the 2026 Quarter increased by $4.7 million, or 32%, from the 2025 Quarter. This increase is primarily due to an increase in third party costs related to business development activities and growth projects during the 2026 Quarter and an increase in corporate general and administrative expenses.
Current report — wording carried from elsewhere
Total depreciation and amortization expense for the first six months of 2026 increased $10.0 million, or 8.9%, from the first six months of 2025. This increase is primarily attributable to our continued growth and maintenance capital expenditures and placing new assets into service at the end of and subsequent to the 2025 Quarter, including assets associated with our CHOPS expansion project and SYNC Pipeline.