Skip to main content

NGL Energy Partners LP

For the period ended Jun 30, 2026. Filed Aug 4, 2026.

View on SEC.gov

About this filing

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 4, 2026

NGL$14.95+1.4%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-12-31; filed 2026-02-03.

0001504461-26-000003

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-04.

0001504461-26-000016

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 191 previous paragraphs and 125 current paragraphs.

58 unchanged; 42 reworded; 24 added; 65 removed; 26 previous and 1 current paragraphs rearranged.

Tables are not compared: 23 previous and 14 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 (24)

Current report

As previously reported, the operations of our refined products business and biodiesel business have been classified as discontinued operations (see Note 15 to our unaudited condensed consolidated financial statements included in this Quarterly Report).

Current report

Water Disposal Agreement with Minimum Volume Commitment and Extension of Acreage Dedication

Current report

On May 7, 2026, we announced a further expansion of our Lea County Express Pipeline System to increase capacity by 165,000 barrels of water per day with a capability to transport approximately 560,000 barrels of water per day on the LEX II system. This expansion is underwritten by a newly executed long-term volume commitment contract that includes increased volume commitments, and an additional four township committed area in Eddy County, New Mexico. The LEX II expansion is expected to be in service by the end of calendar year 2026. Additionally, this expansion is expandable up to 650,000 barrels of water per day.

Current report

•Water Solutions– an increase of $53.6 million due primarily to higher water disposal revenues from an increase in produced water volumes processed, higher revenues from recovered crude oil and higher pipeline revenues;

Current report

•Liquids Logistics– a decrease of $7.4 million due primarily to lower expenses in the prior year period, which included a gain on the sale of assets, partially offset by higher butane margins, service revenue, and derivative gains; and

Current report

•Corporate and Other– an increase in operating losses of $3.5 million due primarily to equity-based compensation expense.

Current report

(2) Brackish non-potable water, which was previously included in Other revenues, was reclassified and is now included in Recycled water.

Current report

•a net loss of $1.9 million primarily related to writing down the net book value of certain saltwater disposal wells and capital projects due to abandonment and the retirement of certain other assets; and

Current report

•a net loss of $3.1 million primarily related to writing down the net book value of certain saltwater disposal wells and capital projects due to abandonment and the retirement of certain other assets;

Current report

•a net loss of $1.2 million primarily related to the sale of certain assets; and

Current report

•a gain of $0.7 million from insurance recoveries for certain saltwater disposal facilities and boosters damaged in a prior period.

Current report

(2) Information is presented as of June 30, 2026 and June 30, 2025, respectively.

Current report

(2) Information is presented as of June 30, 2026 and June 30, 2025, respectively.

Current report

Butane product margins, excluding the impact of derivatives, increased during the three months ended June 30, 2026, compared to the three months ended June 30, 2025 due to strong export markets and gasoline blending.

Current report

Operating and General and Administrative Expenses. The increase during the three months ended June 30, 2026 compared to the three months ended June 30, 2025, was primarily due to adjustments to ad valorem taxes in the prior year due to the Wholesale Propane Disposition and foreign currency losses, partially offset by expense reductions due to the Wholesale Propane Disposition.

Current report

General and Administrative Expenses. The increase during the three months ended June 30, 2026 was due primarily to equity-based compensation expense related to grants made under the 2025 Long-Term Incentive Plan and a reduction in the allocation of insurance premiums to the other business segments.

Current report

Depreciation and Amortization Expense. The decrease during the three months ended June 30, 2026 was due to information technology equipment and software that became fully depreciated during the year ended March 31, 2026.

Current report

The debt interest expense increased $3.6 million during the three months ended June 30, 2026 primarily due to a higher weighted average loan balance for the 2026 Term Loan B compared to the 2024 Term Loan B in the three months ended

Current report

June 30, 2025. In addition, the ABL Facility had a higher average daily outstanding balance during the three months ended June 30, 2026 as compared to the prior year period.

Current report

(1)Due to the continued conflict between the United States and Iran, crude oil prices fluctuated significantly during the three months ended June 30, 2026. To better match the movement of inventory and derivative losses with the physical gains recognized by our Crude Oil Logistics segment in June 2026 and July 2026 and to align with how management evaluated these transactions, approximately $5.8 million of gains from settled contracts are included within this amount.
Removed paragraphs (65)

Previous report

Sale of Refined Products Business and Exiting Biodiesel Business

Previous report

As of March 31, 2025, we completed winding down our biodiesel business (see Note 1 to our unaudited condensed consolidated financial statements included in this Quarterly Report for a further discussion).

Previous report

On April 30, 2025, we sold our refined products business, including certain working capital items, to a third-party (see Note 1 to our unaudited condensed consolidated financial statements included in this Quarterly Report for a further discussion).

Previous report

The sale of our refined products business and winding down of our biodiesel business represent a strategic shift in our operations and will have a significant effect on our operations and financial results going forward. Accordingly, the results of operations and cash flows for our refined products and biodiesel businesses within our Liquids Logistics segment have been classified as discontinued operations for all periods presented and prior periods have been retrospectively adjusted in the unaudited condensed consolidated statements of operations and unaudited condensed consolidated statements of cash flows (see Note 16 to our unaudited condensed consolidated financial statements included in this Quarterly Report for a further discussion).

Previous report

On April 14, 2025, we sold certain investments in unconsolidated entities, property, plant and equipment and intangible assets to a third-party (see Note 1 to our unaudited condensed consolidated financial statements included in this Quarterly Report for a further discussion).

Previous report

On April 30, 2025, we sold most of our wholesale propane business, 17 of our natural gas liquids terminals, our interest in an unconsolidated entity and working capital (“Wholesale Propane Disposition”) to a third-party (see Note 1 to our unaudited condensed consolidated financial statements included in this Quarterly Report for a further discussion).

Previous report

During the nine months ended December 31, 2025, we sold the remaining 203 railcars of our Crude Oil Logistics segment (see Note 15 to our unaudited condensed consolidated financial statements included in this Quarterly Report for a further discussion).

Previous report

•Water Solutions– an increase of $32.8 million due primarily to higher water disposal revenues from an increase in produced water volumes processed and lower expenses mainly due to lower derivative losses, lower losses on disposal or impairment of assets and lower depreciation and amortization expense;

Previous report

•Liquids Logistics– a decrease of $7.6 million due primarily to lower product margins for propane, due to the Wholesale Propane Disposition and butane, due to a weak blending market, partially offset by lower expenses due to the Wholesale Propane Disposition and derivative gains; and

Previous report

•Corporate and Other– a decrease of $1.8 million due to increased legal expenses.

Previous report

•Water Solutions– an increase of $52.9 million due primarily to higher water disposal revenues from an increase in produced water volumes processed and lower derivative losses, partially offset by increased expenses mainly due to losses on disposal or impairment of assets and higher depreciation and amortization expense;

Previous report

•Crude Oil Logistics– a decrease of $18.4 million due primarily to lower pipeline revenue, as discussed above, and increased expenses due to a loss on the sale of assets, partially offset by increased revenues and volumes from higher production on acreage dedicated to us;

Previous report

•Liquids Logistics– an increase of $24.3 million due primarily to lower expenses related to the Wholesale Propane Disposition, including a gain on the sale, partially offset by lower product margins, as discussed above; and

Previous report

•Corporate and Other– a decrease of $5.7 million due primarily to increased legal expenses.

Previous report

In addition to the items discussed above, interest expense was lower (as discussed below) and there were gains on marketable securities which were partially offset by a lower income tax benefit (see Note 2 to our unaudited condensed consolidated financial statements included in this Quarterly Report), lower equity in earnings of unconsolidated entities as we sold our equity method investments during fiscal year 2026 and a loss from a legal dispute.

Previous report

The subsurface injection of produced water for disposal has been associated with induced seismic events in Texas and New Mexico. While these events have been of relatively low magnitude, industry and relevant state regulators are, nevertheless, taking proactive measures to attempt to prevent similar induced seismic events. More specifically, we are engaged in various collaborative industry efforts with other disposal operators and relevant state regulatory agencies, working to collect and review data, enhance understanding of regional fault systems, and ultimately develop and implement appropriate longer-term mitigation strategies. As part of this effort, we have implemented reductions in injected volumes at certain facilities, and where appropriate have temporarily shut-in facilities. To date, due to the capacity of our integrated system in the affected areas, the diverse locations of our disposal facilities, and the connectivity of our system, our ability to dispose of produced water has not been materially impacted by these actions, and with our unique positioning outside of the affected areas, we have the ability to grow our asset base.

Previous report

(2) Recycled water in the table above differs from the amount of Sale of Water reported in Note 10 to our unaudited consolidated financial statements, as the amounts in Note 10 are disaggregated by the performance obligations with type of contract and service provided and the timing of the transfer of goods and services, while the amount above is presented based on how management reviews performance. In Note 10, Sale of Water includes the sale of produced water, recycled water and brackish non-potable water, which in the table above, brackish non-potable water is included in Other revenues.

Previous report

Operating and General and Administrative Expenses. The decrease was due primarily to lower incentive compensation expense and lower chemical expense due to purchasing fewer chemicals and using chemicals more efficiently, partially offset by higher utilities expense due to increased produced water volumes processed and higher royalty expense due to volumes related to the LEX II pipeline commencing operations and increased volumes at certain other saltwater disposal wells.

Previous report

•a net loss of $5.7 million primarily related to writing down the net book value of certain saltwater disposal wells and capital projects due to abandonment and the retirement of certain other assets; and

Previous report

•a net loss of $7.4 million primarily related to writing down the net book value of certain saltwater disposal wells and capital projects due to abandonment and the retirement of certain other assets;

Previous report

•a loss of $3.4 million from the settlement of a dispute related to a force majeure event, which resulted in the plugging and abandoning of a disposal well in a prior period; and

Previous report

•a gain of $0.2 million from insurance recoveries for certain saltwater disposal facilities and boosters damaged in a prior period.

Previous report

Revaluation of Liabilities. During the three months ended December 31, 2024, there was a decrease in expense related to the write-off of a portion of our contingent consideration liability related to royalty agreements acquired as part of certain business combinations, as we no longer expect to make royalty payments for a certain saltwater disposal well that was plugged and abandoned.

Previous report

Depreciation and Amortization Expense. The decrease was primarily due to the sale of railcars during the year ended March 31, 2025 and the nine months ended December 31, 2025.

Previous report

Butane product margins, excluding the impact of derivatives, decreased during the three months ended December 31, 2025, compared to the three months ended December 31, 2024 due to a weak gasoline blending season in certain markets and higher-priced inventory was sold into a declining market.

Previous report

Other Products Sales and Cost of Sales-Excluding Impact of Derivatives. The decreases in sales and cost of sales, excluding the impact of derivatives, were primarily due to decreased commodity prices during the three months ended December 31, 2025, compared to the three months ended December 31, 2024.

Previous report

Operating and General and Administrative Expenses. The decrease during the three months ended December 31, 2025 compared to the three months ended December 31, 2024 was due to the Wholesale Propane Disposition.

Previous report

Loss (Gain) on Disposal or Impairment of Assets, Net. During the three months ended December 31, 2025, we recorded a net loss of $0.2 million due to the Wholesale Propane Disposition. During the three months ended December 31, 2024, we recorded a net gain of $0.6 million due to the sale of land.

Previous report

General and Administrative Expenses. The increase was primarily due to lower allocations of overhead expenses to the other business segments in the current year due to recent disposition transactions and increased legal expenses.

Previous report

Depreciation and Amortization Expense. Depreciation and amortization expense during three months ended December 31, 2025 was consistent with the prior year period.

Previous report

Loss on Disposal or Impairment of Assets, Net. During the three months ended December 31, 2024, we recorded a net loss of less than $0.1 million due to the write-off of information technology equipment.

Previous report

The debt interest expense decreased $6.8 million during the three months ended December 31, 2025 primarily due to a lower weighted average daily balance on the ABL Facility and lower interest rates on the Term Loan B for the three months ended December 31, 2025 compared to our outstanding debt instruments in the prior year period.

Previous report

(2) Recycled water in the table above differs from the amount of Sale of Water reported in Note 10 to our unaudited consolidated financial statements, as the amounts in Note 10 are disaggregated by the performance obligations with type of contract and service provided and the timing of the transfer of goods and services, while the amount above is presented based on how management reviews performance. In Note 10, Sale of Water includes the sale of produced water, recycled water and brackish non-potable water, which in the table above, brackish non-potable water is included in Other revenues.

Previous report

Other Revenues. The increase was due primarily to higher water pipeline revenue, including payments from a producer for committed volumes not delivered, due to our LEX II commencing operations during the three months ended December 31, 2024, as well as higher reimbursements from construction projects and booster operating fees.

Previous report

Loss on Disposal or Impairment of Assets, Net. During the nine months ended December 31, 2025, we recorded:

Previous report

•a net loss of $16.6 million primarily related to writing down the net book value of certain saltwater disposal wells and capital projects due to abandonment and the retirement of certain other assets;

Previous report

•a gain of $2.2 million from insurance recoveries for certain saltwater disposal facilities and boosters damaged in a prior period; and

Showing the first 40 of 65 passages. Open the source sections for the rest.

Reworded paragraphs (42)

Previous wording

The following is a discussion of NGL Energy Partners LP’s (“we,” “us,” “our,” or the “Partnership”) financial condition and results of operations as of and for the three months and nine months ended December 31, 2025. The discussion should be read in conjunction with the unaudited condensed consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q (“Quarterly Report”), as well as Part II, Item 7–“Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended March 31, 2025 (“Annual Report”) filed with the Securities and Exchange Commission on May 29, 2025.

Current wording

The following is a discussion of NGL Energy Partners LP’s (“we,” “us,” “our,” or the “Partnership”) financial condition and results of operations as of and for the three months ended June 30, 2026. The discussion should be read in conjunction with our unaudited condensed consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q (“Quarterly Report”), as well as Part II, Item 7–“Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended March 31, 2026 (“Annual Report”) filed with the Securities and Exchange Commission on May 28, 2026.

Previous wording

Operating income increased $25.0 million for the three months ended December 31, 2025, compared with the same period in 2024, primarily as a result of the following:

Current wording

Operating income increased $47.9 million for the three months ended June 30, 2026, compared with the same period in 2025, primarily as a result of the following:

Previous wording

•Crude Oil Logistics– an increase of $1.6 million due primarily to increased volumes and derivative gains, partially offset by lower commodity prices and lower pipeline revenue due to the expiration of transportation contracts;

Current wording

•Crude Oil Logistics– an increase of $5.2 million due primarily to increased gains on derivatives and lower losses on the disposal of assets, partially offset by lower product margins;

Previous wording

In addition to the items discussed above, other income was higher primarily due to gains on marketable securities, partially offset by lower equity in earnings of unconsolidated entities as we sold our equity method investments during fiscal year 2026 as well as higher interest expense (as discussed below).

Current wording

In addition to the items discussed above, other income was higher primarily due to realized gains on marketable securities, partially offset by higher interest expense (as discussed below).

Previous wording

(1) Water disposal service fees and Other revenues in the table above differ from the amounts reported in Note 10 to our unaudited consolidated financial statements, as the amounts in Note 10 are disaggregated by the performance obligations with type of contract and service provided and the timing of the transfer of goods and services, while the amount above is presented based on how management reviews performance. In the table above, revenues from reimbursements from construction projects, booster operating fees and generator rentals and pipeline revenue are included in Other revenues, while in Note 10 the amounts are included in Water disposal service fees.

Current wording

(1) Water disposal service fees and Other revenues in the table above differ from the amounts reported in Note 10 to our unaudited condensed consolidated financial statements included in this Quarterly Report, as the amounts in Note 10 are disaggregated by the performance obligations with type of contract and service provided and the timing of the transfer of goods and services, while the amount above is presented based on how management reviews performance. In the table above, revenues from reimbursements from construction projects, booster operating fees and generator rentals and pipeline revenue are included in Other revenues, while in Note 10 the amounts are included in Water disposal service fees.

Previous wording

(4) Total produced water barrels processed during the three months ended December 31, 2025 and 2024 were 282,525,872 and 241,343,277, respectively. These amounts do not include 2,943,504 barrels and 16,410,749 barrels for the three months ended December 31, 2025 and 2024, respectively, related to payments made by certain producers for committed volumes not delivered, as discussed further below. In addition, water pipeline revenue, which is included in Other Revenues, includes payments from a producer for 2,198,757 and 9,938,582 committed barrels not delivered during the three months ended December 31, 2025 and 2024, respectively.

Current wording

(4) Total produced water barrels processed during the three months ended June 30, 2026 and 2025 were 301,669,982 and 252,216,853, respectively. These amounts do not include 6,457,258 barrels and 16,367,740 barrels for the three months ended June 30, 2026 and 2025, respectively, related to payments made by certain producers for committed volumes not delivered. In addition, water pipeline revenue, which is included in Other revenues, includes payments from a producer for 3,597,195 and 9,446,030 committed barrels not delivered during the three months ended June 30, 2026 and 2025, respectively.

Previous wording

(5) Excluding payments made by certain producers for committed volumes not delivered, service fees for produced water processed ($/barrel) would have been $0.60/barrel and $0.60/barrel during the three months ended December 31, 2025 and 2024, respectively.

Current wording

(5) Excluding payments made by certain producers for committed volumes not delivered, service fees for produced water processed ($/barrel) would have been $0.58/barrel and $0.61/barrel during the three months ended June 30, 2026 and 2025, respectively.

Previous wording

Recovered Crude Oil Revenues. The decrease was due primarily to lower realized crude oil prices received from the sale of skim oil barrels, partially offset by an increase in skim oil barrels sold due to more skim oil recovered from receiving more produced water.

Current wording

Recovered Crude Oil Revenues. The increase was due primarily to higher realized crude oil prices received from the sale of skim oil barrels and an increase in skim oil barrels sold due to more skim oil recovered from receiving more produced water.

Previous wording

Recycled Water Revenues. Revenue from recycled water includes the sale of produced water and recycled water for use in our customers’ completion activities. The increase was due primarily to higher recycled water volumes related to timing of water to be used in completions, partially offset by lower pricing for recycled water.

Current wording

Recycled Water Revenues. Revenue from recycled water primarily includes the sale of produced water and recycled water for use in our customers’ completion activities. The increase was due primarily to higher pricing for recycled water. partially offset by lower recycled water volumes related to timing of water to be used in completions.

Previous wording

Other Revenues. Other revenues primarily include reimbursements from construction projects, booster operating fees and generator rentals, water pipeline revenues, solids disposal revenues and brackish non-potable water revenues. The increase was due primarily to higher reimbursements from construction projects and booster operating fees as well as higher water pipeline revenue, including payments from a producer for committed volumes not delivered, due to our expanded Lea County Express Pipeline system (“LEX II”) commencing operations during the three months ended December 31, 2024.

Current wording

Other Revenues. Other revenues primarily include reimbursements from construction projects, booster operating fees and generator rentals, water pipeline revenues and solids disposal revenues. The increase was due primarily to higher water pipeline revenue primarily from a new contract that began in February 2026 as well as higher reimbursements from construction projects and booster operating fees.

Previous wording

Cost of Sales-Excluding Impact of Derivatives. The decrease was due primarily to lower costs incurred that will be reimbursed by producers for generator and fuel costs at various booster stations and lower recycling costs.

Current wording

Cost of Sales-Excluding Impact of Derivatives. The increase was due primarily to amortization of an intangible asset and higher recycling costs, partially offset by lower costs incurred that will be reimbursed by producers for generator and fuel costs at various booster stations.

Previous wording

Operating and General and Administrative Expenses. The increase was due primarily to higher utilities expense due to increased produced water volumes processed and higher royalty expense due to volumes related to the LEX II pipeline commencing operations and increased volumes at certain other saltwater disposal wells, partially offset by lower incentive compensation expense and lower chemical expense due to purchasing fewer chemicals and using chemicals more efficiently.

Current wording

Operating and General and Administrative Expenses. The increase was due primarily to higher royalty expense from increased volumes related to certain saltwater disposal wells, higher utilities expense due to increased produced water volumes processed and higher severance taxes due to the increase in revenue from recovered crude oil.

Previous wording

Depreciation and Amortization Expense. The decrease was due primarily to certain long-term assets being fully amortized, impaired or sold during the fiscal year ended March 31, 2025 and nine months ended December 31, 2025, partially offset by depreciation of newly developed facilities and infrastructure.

Current wording

Depreciation and Amortization Expense. The decrease was due primarily to certain long-term assets being fully amortized, impaired or sold during the fiscal year ended March 31, 2026 and three months ended June 30, 2026, partially offset by depreciation of newly developed facilities and infrastructure.

Previous wording

•a net gain of less than $0.1 million primarily related to the sale of certain assets.

Current wording

•a net gain of $0.1 million primarily related to the sale of certain assets.

Previous wording

Crude Oil Sales and Cost of Sales-Excluding Impact of Derivatives. The increases in sales and cost of sales, excluding the impact of derivatives, were primarily due to higher production on acreage dedicated to us in the DJ Basin during the three months ended December 31, 2025, compared to the three months ended December 31, 2024, partially offset by lower commodity prices.

Current wording

Crude Oil Sales and Cost of Sales-Excluding Impact of Derivatives. The increases in sales and cost of sales, excluding the impact of derivatives, were primarily due to higher commodity prices during the three months ended June 30, 2026 and higher production on acreage dedicated to us in the DJ Basin during the three months ended June 30, 2026, compared to the three months ended June 30, 2025.

Previous wording

During the three months ended December 31, 2025, crude oil product margin increased compared to the three months ended December 31, 2024 due to higher crude oil barrels sold during the current quarter. Product margin per barrel decreased primarily due to lower price and quality differentials realized. There was also a decrease in commodity prices during the three months ended December 31, 2025, thus also contributing to a smaller margin per barrel for the quarter. Crude oil product margin calculations do not include gains and losses from derivatives that may offset the movement in the physical margin.

Current wording

During the three months ended June 30, 2026, the crude oil product margin and margin per barrel decreased compared to the three months ended June 30, 2025 due to selling higher priced inventory into a declining market and due to the expiration of a crude oil purchase agreement with a certain producer during the three months ended March 31, 2026. Crude oil product margin calculations do not include gains and losses from derivatives that may offset the movement in the physical margin.

Previous wording

Crude Oil Transportation and Other Sales. The decrease was primarily due to lower pipeline revenue because of the expiration of certain transportation services contracts on third-party pipelines and lower rental revenue due to the sale of our railcars.

Current wording

Crude Oil Transportation and Other Sales. The decrease was primarily due to lower pipeline revenue resulting from the expiration of certain transportation services contracts on third-party pipelines and lower rental revenue due to the sale of our railcars.

Previous wording

During the three months ended December 31, 2025, physical volumes on the Grand Mesa Pipeline averaged approximately 85,000 barrels per day, compared to approximately 61,000 barrels per day during the three months ended December 31, 2024. Higher contracted volumes were shipped on the Grand Mesa Pipeline due to higher production on acreage dedicated to us in the DJ Basin.

Current wording

During the three months ended June 30, 2026, physical volumes on the Grand Mesa Pipeline averaged approximately 74,000 barrels per day, compared to approximately 55,000 barrels per day during the three months ended June 30, 2025. Higher contracted volumes were shipped on the Grand Mesa Pipeline due to higher production on acreage dedicated to us in the DJ Basin.

Previous wording

Depreciation and Amortization Expense. The increase during the nine months ended December 31, 2025 was due to depreciation of the two airplanes put into service during the year ended March 31, 2025.

Current wording

Depreciation and Amortization Expense. The increase during the three months ended June 30, 2026 was primarily due to depreciation of recently completed capital projects.

Previous wording

Loss (Gain) on Disposal or Impairment of Assets, Net. During the nine months ended December 31, 2025, we recorded a loss from the sale of linefill held on third-party pipelines of $5.9 million, which includes a loss from derivatives of $1.8 million from hedging transactions relating to the sale of linefill barrels. We also recorded of loss of $0.3 million related to the retirement of certain assets. In addition, we recorded a gain of $2.0 million from the sale of railcars during the nine months ended December 31, 2025. During the nine months ended December 31, 2024, we recorded a net gain of $0.4 million primarily due to a gain on the sale of certain assets.

Current wording

Loss on Disposal or Impairment of Assets, Net. During the three months ended June 30, 2026, we recorded a net loss of $0.1 million primarily due to disposal or retirement of certain assets. During the three months ended June 30, 2025, we recorded a net loss of $3.9 million on the sale of assets. This amount is comprised of a loss from the sale of linefill held on third-party pipelines of $5.6 million, which includes a loss from derivatives of $1.7 million from hedging transactions relating to the sale of linefill barrels. The losses from the sale of linefill barrels are partially offset by a net gain of $1.7 million on the sale of railcars that were sold during the three months ended June 30, 2025.

Previous wording

Butane Sales and Cost of Sales-Excluding Impact of Derivatives. The decreases in sales and cost of sales, excluding the impact of derivatives, during the three months ended December 31, 2025, compared to the three months ended December 31, 2024 were primarily due to lower butane prices and volumes during the three months ended December 31, 2025, compared to the three months ended December 31, 2024.

Current wording

Butane Sales and Cost of Sales-Excluding Impact of Derivatives. The increase in sales and cost of sales, excluding the impact of derivatives, during the three months ended June 30, 2026, compared to the three months ended June 30, 2025 were due primarily to higher butane prices and volumes during the three months ended June 30, 2026, compared to the three months ended June 30, 2025.

Previous wording

Propane Sales and Cost of Sales-Excluding Impact of Derivatives. The decreases in sales and cost of sales, excluding the impact of derivatives, were due primarily to the Wholesale Propane Disposition.

Current wording

Propane Sales and Cost of Sales-Excluding Impact of Derivatives. The decreases in sales and cost of sales, excluding the impact of derivatives, were due primarily to the sale of most of our wholesale propane business and 17 of our natural gas liquids terminals (“Wholesale Propane Disposition”) to a third-party in the prior year period.

Previous wording

Propane product margins, excluding the impact of derivatives, decreased during the three months ended December 31, 2025 primarily due to the Wholesale Propane Disposition.

Current wording

Propane product margins, excluding the impact of derivatives, increased during the three months ended June 30, 2026, compared to the three months ended June 30, 2025 primarily due to the Wholesale Propane Disposition.

Previous wording

Crude Oil Sales and Cost of Sales-Excluding Impact of Derivatives. The increases in sales and cost of sales, excluding the impact of derivatives, were primarily due to higher production on acreage dedicated to us in the DJ Basin during the nine months ended December 31, 2025, compared to the nine months ended December 31, 2024, partially offset by lower commodity prices.

Current wording

Other Products Sales and Cost of Sales-Excluding Impact of Derivatives. The increases in sales and cost of sales, excluding the impact of derivatives, were primarily due to increased commodity prices during the three months ended June 30, 2026, compared to the three months ended June 30, 2025.

Previous wording

Other products sales product margins, excluding the impact of derivatives, decreased during the three months ended December 31, 2025 primarily due to lower commodity prices and lower asphalt volumes and margins due to tighter supply.

Current wording

Other products sales product margins, excluding the impact of derivatives, decreased during the three months ended June 30, 2026, compared to the three months ended June 30, 2025 primarily due to lower asphalt volumes due to tighter supply.

Previous wording

Service Sales and Cost of Sales. The sales include storage, terminaling and transportation services income. Sales and cost of sales during the three months ended December 31, 2025 were consistent with the three months ended December 31, 2024.

Current wording

Service Sales and Cost of Sales. The sales include storage, terminaling and transportation services income. Sales during the three months ended June 30, 2026 increased due to a new terminaling contract. Cost of sales was consistent with the three months ended June 30, 2025.

Previous wording

Gain on Disposal or Impairment of Assets, Net. During the nine months ended December 31, 2025, we recorded a net gain of $17.1 million due to the Wholesale Propane Disposition. We also recorded a net loss of $1.6 million related to the impairment of certain right-of-use assets. During the nine months ended December 31, 2024, we recorded a net gain of $0.6 million due to the sale of land.

Current wording

Gain on Disposal or Impairment of Assets, Net. During the three months ended June 30, 2026, we recorded a net gain of less than $0.1 million due to the sale of certain assets. During the three months ended June 30, 2025, we recorded a net gain of $18.2 million due to the Wholesale Propane Disposition. We also recorded a net loss of $1.6 million related to the impairment of certain right-of-use assets.

Previous wording

We define EBITDA as net income (loss) attributable to NGL Energy Partners LP, plus interest expense, income tax expense (benefit), and depreciation and amortization expense. We define Adjusted EBITDA as EBITDA excluding net unrealized gains and losses on derivatives, lower of cost or net realizable value adjustments, gains and losses on disposal or impairment of assets, gains and losses on early extinguishment of liabilities, revaluation of liabilities and other. EBITDA and Adjusted EBITDA should not be considered as alternatives to net income, income from continuing operations before income taxes, cash flows from operating activities, or any other measure of financial performance calculated in accordance with GAAP, as those items are used to measure operating performance, liquidity or the ability to service debt obligations. We believe that EBITDA provides additional information to investors for evaluating our ability to make quarterly distributions to our unitholders and is presented solely as a supplemental measure. We believe that Adjusted EBITDA provides additional information to investors for evaluating our financial performance without regard to our financing methods, capital structure and historical cost basis. Further, EBITDA and Adjusted EBITDA, as we define them, may not be comparable to EBITDA, Adjusted EBITDA, or similarly titled measures used by other entities.

Current wording

We define EBITDA as net income (loss) attributable to NGL Energy Partners LP, plus interest expense, income tax expense (benefit), and depreciation and amortization expense. We define Adjusted EBITDA as EBITDA excluding net unrealized gains and losses on derivatives, lower of cost or net realizable value adjustments, gains and losses on disposal or impairment of assets, gains and losses on early extinguishment of liabilities, equity-based compensation expense, revaluation of liabilities and other. EBITDA and Adjusted EBITDA should not be considered as alternatives to net income, income from continuing operations before income taxes, cash flows from operating activities, or any other measure of financial performance calculated in accordance with GAAP, as those items are used to measure operating performance, liquidity or the ability to service debt obligations. We believe that EBITDA provides additional information to investors for evaluating our ability to make quarterly distributions to our unitholders and is presented solely as a supplemental measure. We believe that Adjusted EBITDA provides additional information to investors for evaluating our financial performance without regard to our financing methods, capital structure and historical cost basis. Further, EBITDA and Adjusted EBITDA, as we define them, may not be comparable to EBITDA, Adjusted EBITDA, or similarly titled measures used by other entities.

Previous wording

(1) Lower of cost or net realizable value adjustments in the table above differ from lower of cost or net realizable value adjustments reported in our unaudited condensed consolidated statements of cash flows, as the amounts reported in the table above represent the change in lower of cost or net realizable value adjustments recorded in the unaudited condensed consolidated statements of operations, which includes reversals, whereas the amounts reported in our unaudited condensed consolidated statements of cash flows represent the lower of cost or net realizable value adjustments recorded at the balance sheet date.

Current wording

(2) Lower of cost or net realizable value adjustments in the table above differ from lower of cost or net realizable value adjustments reported in our unaudited condensed consolidated statements of cash flows, as the amounts reported in the table above represent the change in lower of cost or net realizable value adjustments recorded in our unaudited condensed consolidated statements of operations, which includes reversals, whereas the amounts reported in our unaudited condensed consolidated statements of cash flows represent the lower of cost or net realizable value adjustments recorded at the balance sheet date.

Previous wording

(3) Amounts represent accretion expense for asset retirement obligations, expenses incurred related to legal and advisory costs associated with acquisitions and dispositions, unrealized gains and losses on investments and marketable securities and a loss from a legal dispute.

Current wording

(4) Amounts represent accretion expense for asset retirement obligations, expenses incurred related to legal and advisory costs associated with acquisitions and dispositions, unrealized gains and losses on investments and marketable securities and a loss from a legal dispute. In addition, the amount for the three months ended June 30, 2026 includes approximately $2.6 million of realized losses from derivatives associated with crude oil barrels reclassified as linefill as of March 31, 2026.

Previous wording

The following table summarizes additional amounts attributable to discontinued operations in the EBITDA and Adjusted EBITDA table above for the periods indicated:

Current wording

The following table summarizes additional amounts attributable to discontinued operations in the EBITDA and Adjusted EBITDA table above for the period indicated:

Previous wording

Our principal sources of liquidity and capital resource requirements are cash flows from our operations, borrowings under our ABL Facility, issuing long-term notes, common and/or preferred units, loans from financial institutions, asset securitizations or asset sales. We expect our primary cash outflows to be related to capital expenditures, interest, repayment of debt maturities and distributions.

Current wording

Our principal sources of liquidity and capital resource requirements are cash flows from our operations, borrowings under the ABL Facility, issuing long-term notes, common and/or preferred units, loans from financial institutions, asset securitizations or asset sales. We expect our primary cash outflows to be related to capital expenditures, interest, repayment of debt maturities and distributions.

Previous wording

We believe that our anticipated cash flows from operations and the borrowing capacity under the ABL Facility will be sufficient to meet our liquidity needs. Our borrowing needs vary during the year due in part to the seasonal nature of certain businesses within our Liquids Logistics segment. Our greatest working capital borrowing needs generally occur during the period of June through December, when we are building our natural gas liquids inventories in anticipation of the butane blending and propane heating seasons. Our working capital borrowing needs generally decline during the period of January through March, when the cash inflows from our Liquids Logistics segment are the greatest. In addition, our working capital borrowing needs vary with changes in commodity prices. A significant increase in commodity prices could drive up our working capital demands and limit our ability to continue to delever our balance sheet and restrict our financial flexibility. To protect our liquidity and leverage, we have in the past and may in the future enter into economic hedges that mitigate this exposure when we are building inventory. There were no open financial derivative contracts for the purpose of an economic hedge of our physical inventory volumes as of December 31, 2025.

Current wording

We believe that our anticipated cash flows from operations and the borrowing capacity under the ABL Facility will be sufficient to meet our liquidity needs. Our borrowing needs vary during the year due in part to the seasonal nature of certain businesses within our Liquids Logistics segment. Our greatest working capital borrowing needs generally occur during the period of June through December, when we are building our natural gas liquids inventories in anticipation of the butane blending and propane heating seasons. Our working capital borrowing needs generally decline during the period of January through March, when the cash inflows from our Liquids Logistics segment are the greatest. In addition, our working capital borrowing needs vary with changes in commodity prices. A significant increase in commodity prices could drive up our working capital demands and limit our ability to continue to delever our balance sheet and restrict our financial flexibility. To protect our liquidity and leverage, we have in the past and may in the future enter into economic hedges that mitigate this exposure when we are building inventory.

Previous wording

Total commitments under the ABL Facility are $475.0 million, subject to a borrowing base, and includes a sub-limit for letters of credit of $200.0 million. At December 31, 2025, $92.0 million was outstanding under the ABL Facility, letters of credit outstanding were $58.4 million and we had a borrowing base of $392.5 million. The ABL Facility is scheduled to mature at the earliest of (a) February 2, 2029 or (b) 91 days prior to the earliest maturity date in respect to any of our indebtedness in an aggregate principal amount of $50.0 million or greater, subject to certain exceptions.

Current wording

Total commitments under the ABL Facility are $425.0 million, subject to a borrowing base, and includes a sub-limit for letters of credit of $100.0 million. At June 30, 2026, $177.0 million was outstanding under the ABL Facility, letters of credit outstanding were $49.5 million and we had a borrowing base of $417.3 million. The ABL Facility is scheduled to mature at the earliest of (a) February 2, 2029 or (b) 91 days prior to the earliest maturity date in respect to any of our indebtedness in an aggregate principal amount of $50.0 million or greater, subject to certain exceptions.

Previous wording

As of December 31, 2025, our current assets exceeded our current liabilities by approximately $74.6 million.

Current wording

As of June 30, 2026, our current assets exceeded our current liabilities by approximately $92.9 million.

Previous wording

On February 2, 2024, we entered into a new seven-year $700.0 million Term Loan B. The Term Loan B matures on February 2, 2031 and will amortize in equal quarterly installments in aggregate annual amounts equal to 1.0% of the original principal amount, with the balance payable on maturity. The amount outstanding at December 31, 2025 is $687.8 million.

Current wording

On March 12, 2026, we entered into a new seven-year $950.0 million 2026 Term Loan B. The 2026 Term Loan B matures on March 11, 2033 and will amortize in equal quarterly installments in aggregate annual amounts equal to 1.0% of the original principal amount, with the balance payable on maturity. The amount outstanding at June 30, 2026 is $947.6 million.

Previous wording

The following table summarizes expansion, maintenance and other non-cash capital expenditures (which excludes additions for tank bottoms and linefill and has been prepared on the accrual basis), acquisitions and other investments for the periods indicated.

Current wording

The following table summarizes expansion and maintenance capital expenditures (which excludes additions for tank bottoms and linefill and has been prepared on the accrual basis) for the periods indicated.

Previous wording

There were no acquisitions during the three months or nine months ended December 31, 2025 or 2024.

Current wording

There were no acquisitions, non-cash capital expenditures or other investments during the three months ended June 30, 2026 or 2025.

Previous wording

Capital expenditures for the fiscal year ending March 31, 2026 are expected to be approximately $220 million to $230 million.

Current wording

Capital expenditures for the fiscal year ending March 31, 2027 are expected to be approximately $200 million for growth and $45 million for maintenance.

Previous wording

On December 16, 2025, the board of directors of our GP declared a cash distribution for the quarter ended December 31, 2025 to the holders of the Class B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (“Class B Preferred Units”), the Class C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (“Class C Preferred Units”) and the 9.00% Class D Preferred Units (“Class D Preferred Units”). The total distribution of $24.9 million was made on January 15, 2026 to the holders of record at the close of trading on January 1, 2026.

Current wording

On June 17, 2026, the board of directors of our GP declared a cash distribution for the quarter ended June 30, 2026 to the holders of the Class B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (“Class B Preferred Units”), the Class C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (“Class C Preferred Units”) and the 9.00% Class D Preferred Units (“Class D Preferred Units”). The total distribution of $18.8 million was made on July 15, 2026 to the holders of record at the close of trading on July 1, 2026.

Showing the first 40 of 42 pairs. Open the source sections for the rest.

Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Depreciation and Amortization Expense. The increase during the three months ended June 30, 2026 was primarily due to depreciation of recently completed capital projects.
Rearranged previous paragraphs (26)

Previous report — wording carried elsewhere

Sale of Certain Natural Gas Liquids Terminals and Most of Our Wholesale Propane Business

Previous report — wording carried elsewhere

Operating income increased $53.1 million for the nine months ended December 31, 2025, compared with the same period in 2024, primarily as a result of the following:

Previous report — wording carried elsewhere

Loss on Disposal or Impairment of Assets, Net. During the three months ended December 31, 2025, we recorded a loss of $0.2 million primarily due to disposal or retirement of certain assets.

Previous report — wording carried elsewhere

Depreciation and Amortization Expense. The decrease during the three months ended December 31, 2025 compared to the three months ended December 31, 2024 was due to the Wholesale Propane Disposition.

Previous report — wording carried elsewhere

Segment Operating Results for the Nine Months Ended December 31, 2025 and 2024

Previous report — wording carried elsewhere

The following table summarizes the operating results of our Water Solutions segment for the periods indicated:

Previous report — wording carried elsewhere

(1) Water disposal service fees and Other revenues in the table above differ from the amounts reported in Note 10 to our unaudited consolidated financial statements, as the amounts in Note 10 are disaggregated by the performance obligations with type of contract and service provided and the timing of the transfer of goods and services, while the amount above is presented based on how management reviews performance. In the table above, revenues from reimbursements from construction projects, booster operating fees and generator rentals and pipeline revenue are included in Other revenues, while in Note 10 the amounts are included in Water disposal service fees.

Previous report — wording carried elsewhere

(3) See Adjusted EBITDA definition and reconciliation in “Non-GAAP Financial Measures” section below.

Previous report — wording carried elsewhere

(4) Total produced water barrels processed during the nine months ended December 31, 2025 and 2024 were 792,655,933 and 712,392,342, respectively. These amounts do not include 42,981,316 barrels and 35,804,097 barrels for the nine months ended December 31, 2025 and 2024, respectively, related to payments made by certain producers for committed volumes not delivered, as discussed further below. In addition, water pipeline revenue, which is included in Other Revenues, includes payments from a producer for 19,804,902 and 9,938,582 committed barrels not delivered during the nine months ended December 31, 2025 and 2024, respectively.

Previous report — wording carried elsewhere

(5) Excluding payments made by certain producers for committed volumes not delivered, service fees for produced water processed ($/barrel) would have been $0.61/barrel and $0.60/barrel during the nine months ended December 31, 2025 and 2024, respectively.

Previous report — wording carried elsewhere

Water Disposal Service Fee Revenues. The increase was due primarily to an increase in produced water volumes processed from contracted customers.

Previous report — wording carried elsewhere

Recovered Crude Oil Revenues. The decrease was due primarily to lower realized crude oil prices received from the sale of skim oil barrels, partially offset by an increase in skim oil barrels sold due to more skim oil recovered from receiving more produced water.

Previous report — wording carried elsewhere

Recycled Water Revenues. The increase was due primarily to higher recycled water volumes related to timing of water to be used in completions, partially offset by lower pricing for recycled water.

Previous report — wording carried elsewhere

Cost of Sales-Excluding Impact of Derivatives. The decrease was due primarily to lower costs incurred that will be reimbursed by producers for generator and fuel costs at various booster stations and lower recycling costs.

Previous report — wording carried elsewhere

Depreciation and Amortization Expense. The increase was due primarily to depreciation of newly developed facilities and infrastructure, partially offset by certain long-term assets being fully amortized, impaired or sold during the fiscal year ended March 31, 2025 and nine months ended December 31, 2025.

Previous report — wording carried elsewhere

The following table summarizes the operating results of our Crude Oil Logistics segment for the periods indicated:

Previous report — wording carried elsewhere

(3) Cost and product margin per barrel excludes the impact of derivatives.

Previous report — wording carried elsewhere

Crude Oil Transportation and Other Sales. The decrease was primarily due to lower pipeline revenue because of the expiration of certain transportation services contracts on third-party pipelines and lower rental revenue due to the sale of our railcars.

Previous report — wording carried elsewhere

During the nine months ended December 31, 2025, physical volumes on the Grand Mesa Pipeline averaged approximately 71,000 barrels per day, compared to approximately 62,000 barrels per day during the nine months ended December 31, 2024. Higher contracted volumes were shipped on the Grand Mesa Pipeline due to higher production on acreage dedicated to us in the DJ Basin.

Previous report — wording carried elsewhere

The following table summarizes the operating results of our Liquids Logistics segment for the periods indicated. As discussed above, the operating results of our refined products and biodiesel businesses have been classified as discontinued operations and prior periods have been retrospectively adjusted.

Previous report — wording carried elsewhere

(3) Cost and product margin per gallon excludes the impact of derivatives.

Previous report — wording carried elsewhere

Propane Sales and Cost of Sales-Excluding Impact of Derivatives. The decreases in sales and cost of sales, excluding the impact of derivatives, were due primarily to the Wholesale Propane Disposition.

Previous report — wording carried elsewhere

Service Sales and Cost of Sales. The sales include storage, terminaling and transportation services income. Sales and cost of sales decreased during the nine months ended December 31, 2025 due to the Wholesale Propane Disposition and the expiration of a throughput agreement in the prior fiscal year.

Previous report — wording carried elsewhere

The operating loss within “Corporate and Other” includes the following components for the periods indicated:

Previous report — wording carried elsewhere

Service Revenues. These revenues relate to billings to the noncontrolling interest holders for usage of the airplanes acquired in June and October 2024.

Previous report — wording carried elsewhere

The following table summarizes the components of our consolidated interest expense for the periods indicated: