CORR CorEnergy Infrastructure Trust Inc NEW

CorEnergy Infrastructure Trust, Inc. (NYSE: CORR, CORRPrA) ("CorEnergy" or the "Company") today announced financial results for the third quarter, ended September 30, 2021.

Third Quarter 2021 and Recent Highlights

• Reported consolidated revenue of $37.0 million for the three months ended September 30, 2021 including a nonrecurring $2.2 million pipeline measurement gain.
• Average transported crude oil volumes increased 1.6% from second quarter.
• Declared a third quarter 2021 Common Stock dividend of $0.05 per share and a 7.375% Series A Cumulative Redeemable Preferred Stock dividend of $0.4609375 per depositary share. Both dividends will be paid on November 30, 2021, to stockholders of record on November 16, 2021.

Management Commentary

“Production volumes improved slightly in the third quarter, as did volumes transported on Crimson's pipelines, but remained below pre-COVID levels primarily due to permitting constraints in California and producers electing to return capital to stakeholders,” said Dave Schulte, Chief Executive Officer. “Since the crude production rebound and additional commercial opportunities did not materialize as quickly as anticipated, management is reducing our outlook for the back half of 2021 but believe we will continue to earn and pay our $0.20 annualized common dividend. When these constraints are relaxed, current crude prices make underlying production economics attractive, potentially leading to additional volume growth.”

“As a result of the shareholder vote, a substantial portion of the equity used in the Crimson and internalization transactions is held by management and subordinated to our common shares, demonstrating our confidence in the long-term financial performance of the business. We believe that CorEnergy has become an industry leading platform to own infrastructure assets, including energy transition opportunities, providing stockholders with dividend stability and prospects for modest long-term growth.”

Third Quarter Performance Summary

Third quarter 2021 reflects full impact of the activity from Crimson. Third quarter financial highlights are as follows:

 

For the Three Months Ended

 

September 30, 2021

 

 

Per Share

 

Total3

Basic

Diluted

Net Income (Attributable to Common Stockholders)

$

376,156

$

0.02

$

0.02

Net Cash Provided by Operating Activities

$

7,879,944

 

 

Adjusted Net Income1,3

$

6,116,491

 

 

Cash Available for Distribution (CAD)1,3

$

3,165,203

 

 

Adjusted EBITDA2,3

$

13,265,903

 

 

 

 

 

 

Dividends Declared to Common Stockholders

 

$

0.05

 

1 Adjusted Net Income excludes special items of $213 thousand which are transaction costs; however CAD has not been so adjusted. Reconciliations of Adjusted Net Income and CAD, as presented, to Net Income (Loss) and Net Cash Provided by Operating Activities are included at the end of this press release. See Note 1 below for additional information.

2 Adjusted EBITDA excludes special items of $213 thousand which are transaction costs. Reconciliation of Adjusted EBITDA, as presented, to Net Income (Loss) is included at the end of this press release. See Note 2 below for additional information.

3 Our third quarter results include a $2.2 million pipeline measurement gain which is not recurring. Over time, we expect the measurement gains and losses to cancel out.

Business Development Activities

CorEnergy maintains an active pipeline of business development opportunities, including traditional infrastructure and potential-alternative uses for its rights of way. The Company closely evaluates potential opportunities to ensure alignment with REIT qualifying business activities. CorEnergy has identified multiple opportunities for negotiated transactions that could expand the Company's market reach or REIT qualifying revenue sources. The Company will continue to prudently advance these opportunities.

Outlook

We have reduced our previously provided outlook for the second half of 2021 to annualized EBITDA of $42-44 million (excluding the $2.2 million nonrecurring measurement gain) as a result of current market conditions, including natural gas cost for heating, plus the impact of the pipeline shut-in due to the off-shore oil spill in California. The Company expects to provide its 2022 outlook no later than in connection with the filing of its Form 10-K for 2021.

Dividend and Distribution Declarations

The Company currently expects all of its 2021 Common Stock and Preferred Stock dividends will be characterized as Return of Capital for tax purposes.

Common Stock: A third quarter 2021 dividend of $0.05 per share was declared for CorEnergy's common stock. The dividend will be paid on November 30, 2021, to stockholders of record on November 16, 2021.

Preferred Stock: For the Company's 7.375% Series A Cumulative Redeemable Preferred Stock, a cash dividend of $0.4609375 per depositary share was declared. The preferred stock dividend, which equates to an annual dividend payment of $1.84375 per depositary share, will be paid on November 30, 2021, to stockholders of record on November 16, 2021.

Class A-1 Units: Pursuant to the terms of the Crimson transaction, the holders of Crimson Class A-1 Units received a cash distribution of $0.4609375 per unit based on the Company’s declared Series A Preferred dividend.

Class A-2 and Class A-3 Units: Pursuant to the terms of the Crimson transaction, the holders of Crimson Class A-2 and Class A-3 Units did not receive a cash distribution this quarter, since no dividend was declared on the underlying Class B Common Stock.

Third Quarter Results Call

CorEnergy will host a conference call on Tuesday, November 9, 2021 at 10:00 a.m. Central Time to discuss its financial results. Please dial into the call at +1-201-689-8035 at least five minutes prior to the scheduled start time. The call will also be webcast in a listen-only format. A link to the webcast will be accessible at corenergy.reit.

A replay of the call will be available until 10:00 a.m. Central Time on December 9, 2021, by dialing +1-919-882-2331. The Conference ID is 40743. A webcast replay of the conference call will also be available on the Company’s website, corenergy.reit.

About CorEnergy Infrastructure Trust, Inc.

CorEnergy Infrastructure Trust, Inc. (NYSE: CORR, CORRPrA) is a real estate investment trust that owns and operates or leases regulated natural gas transmission and distribution lines and crude oil gathering, storage and transmission pipelines and associated rights-of-way. For more information, please visit corenergy.reit.

Forward-Looking Statements

This press release contains certain statements that may include "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical fact, included herein are "forward-looking statements." Although CorEnergy believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including, among others, failure to realize the anticipated benefits of the Crimson transaction; the risk that CPUC approval is not obtained, is delayed or is subject to unanticipated conditions that could adversely affect CorEnergy or the expected benefits of the Crimson transaction; risks related to the uncertainty of the projected financial information with respect to Crimson, and those factors discussed in CorEnergy’s reports that are filed with the Securities and Exchange Commission. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Other than as required by law, CorEnergy does not assume a duty to update any forward-looking statement. In particular, any distribution paid in the future to our stockholders will depend on the actual performance of CorEnergy, its costs of leverage and other operating expenses and will be subject to the approval of CorEnergy’s Board of Directors and compliance with leverage covenants.

Notes

1 Management uses CAD as a measure of long-term sustainable performance. Adjusted Net Income and CAD are non-GAAP measures. Adjusted Net Income represents net income (loss) adjusted for gain on sale of equipment and transaction-related costs. CAD represents Adjusted Net Income adjusted for depreciation, amortization and ARO accretion (cash flows) and deferred tax expense (benefit) less transaction costs; maintenance capital expenditures; preferred dividend requirements and mandatory debt amortization. Reconciliations of Adjusted Net Income and CAD to Net Income (Loss) and Net Cash Provided By Operating Activities are included in the additional financial information attached to this press release.

2 Management uses Adjusted EBITDA as a measure of operating performance. Adjusted EBITDA represents net income (loss) adjusted for items such as gain on sale of equipment; and transaction-related costs. Adjusted EBITDA is further adjusted for depreciation, amortization and ARO accretion expense; income tax expense (benefit) and interest expense. The reconciliation of Adjusted EBITDA to Net Income (Loss) is included in the additional financial information attached to this press release.

Consolidated Balance Sheets

 

 

 

 

September 30, 2021

December 31, 2020

Assets

(Unaudited)

 

Property and equipment, net of accumulated depreciation of $32,592,641 and $22,580,810 (Crimson VIE: $341,422,699, and $0, respectively)

$

445,250,237

 

$

106,224,598

 

Leased property, net of accumulated depreciation of $247,893 and $6,832,167

 

1,278,135

 

 

64,938,010

 

Financing notes and related accrued interest receivable, net of reserve of $600,000 and $600,000

 

1,078,072

 

 

1,209,736

 

Cash and cash equivalents (Crimson VIE: $4,129,699 and $0, respectively)

 

15,091,957

 

 

99,596,907

 

Accounts and other receivables (Crimson VIE: $11,426,137 and $0, respectively)

 

14,573,047

 

 

3,675,977

 

Due from affiliated companies (Crimson VIE: $953,806 and $0, respectively)

 

953,806

 

 

—

 

Deferred costs, net of accumulated amortization of $250,564 and $2,130,334

 

891,783

 

 

1,077,883

 

Inventory (Crimson VIE: $3,229,161 and $0, respectively)

 

3,342,111

 

 

87,940

 

Prepaid expenses and other assets (Crimson VIE: $5,159,383 and $0, respectively)

 

10,550,792

 

 

2,054,804

 

Operating right-of-use assets (Crimson VIE: $5,950,501 and $0, respectively)

 

6,433,505

 

 

85,879

 

Deferred tax asset, net

 

4,060,239

 

 

4,282,576

 

Goodwill

 

16,210,020

 

 

1,718,868

 

Total Assets

$

519,713,704

 

$

284,953,178

 

Liabilities and Equity

 

 

Secured credit facilities, net of deferred financing costs of $1,427,667 and $0

$

102,572,333

 

$

—

 

Unsecured convertible senior notes, net of discount and debt issuance costs of $2,548,595 and $3,041,870

 

115,501,404

 

 

115,008,130

 

Asset retirement obligation

 

—

 

 

8,762,579

 

Accounts payable and other accrued liabilities (Crimson VIE: $14,416,975 and $0, respectively)

 

20,901,358

 

 

4,628,847

 

Management fees payable

 

—

 

 

971,626

 

Income tax liability

 

33,027

 

 

—

 

Due to affiliated companies (Crimson VIE: $765,228 and $0, respectively)

 

765,228

 

 

—

 

Operating lease liability (Crimson VIE: $5,826,885 and $0, respectively)

 

6,281,014

 

 

56,441

 

Unearned revenue (Crimson VIE $315,000 and $0, respectively)

 

6,001,622

 

 

6,125,728

 

Total Liabilities

$

252,055,986

 

$

135,553,351

 

Commitments and Contingencies

 

 

Equity

 

 

Series A Cumulative Redeemable Preferred Stock 7.375%, $129,525,675 and $125,270,350 liquidation preference ($2,500 per share, $0.001 par value), 10,000,000 authorized; 51,810 and 50,108 issued and outstanding at September 30, 2021 and December 31, 2020, respectively

$

129,525,675

 

$

125,270,350

 

Common stock, non-convertible, $0.001 par value; 14,866,799 and 13,651,521 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively (100,000,000 shares authorized)

 

14,866

 

 

13,652

 

Class B Common Stock, $0.001 par value; 683,761 and 0 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively (11,896,100 shares authorized)

 

684

 

 

—

 

Additional paid-in capital

 

341,331,070

 

 

339,742,380

 

Retained deficit

 

(324,749,301

)

 

(315,626,555

)

Total CorEnergy Equity

 

146,122,994

 

 

149,399,827

 

Non-controlling interest (Crimson)

 

121,534,724

 

 

—

 

Total Equity

 

267,657,718

 

 

149,399,827

 

Total Liabilities and Equity

$

519,713,704

 

$

284,953,178

 

 

Consolidated Statements of Operations (Unaudited)

 

 

 

 

For the Three Months Ended

 

September 30, 2021

September 30, 2020

Revenue

 

 

Transportation and distribution revenue

$

34,286,394

 

$

4,573,155

 

Pipeline loss allowance subsequent sales

 

2,124,581

 

 

—

 

Lease revenue

 

32,915

 

 

20,126

 

Other revenue

 

584,992

 

 

32,099

 

Total Revenue

 

37,028,882

 

 

4,625,380

 

Expenses

 

 

Transportation and distribution expenses

 

16,089,414

 

 

1,438,443

 

Pipeline loss allowance subsequent sales cost of revenue

 

2,718,038

 

 

—

 

General and administrative

 

5,156,087

 

 

2,793,568

 

Depreciation, amortization and ARO accretion expense

 

3,690,856

 

 

2,169,806

 

Total Expenses

 

27,654,395

 

 

6,401,817

 

Operating Income (Loss)

$

9,374,487

 

$

(1,776,437

)

Other Income (Expense)

 

 

Other income

$

4,040

 

$

29,654

 

Interest expense

 

(3,351,967

)

 

(2,247,643

)

Total Other Expense

 

(3,347,927

)

 

(2,217,989

)

Income (Loss) before income taxes

 

6,026,560

 

 

(3,994,426

)

Taxes

 

 

Current tax benefit

 

(6,927

)

 

(2,431

)

Deferred tax expense (benefit)

 

113,516

 

 

(72,897

)

Income tax expense (benefit), net

 

106,589

 

 

(75,328

)

Net income (Loss)

 

5,919,971

 

 

(3,919,098

)

Less: Net income attributable to non-controlling interest

 

3,155,685

 

 

—

 

Net income (Loss) attributable to CorEnergy Stockholders

$

2,764,286

 

$

(3,919,098

)

Preferred dividend requirements

 

2,388,130

 

 

2,309,672

 

Net income (loss) attributable to Common Stockholders

$

376,156

 

$

(6,228,770

)

 

 

 

Earnings (loss) Per Common Share:

 

 

Basic

$

0.02

 

$

(0.46

)

Diluted

$

0.02

 

$

(0.46

)

Weighted Average Shares of Common Stock Outstanding:

 

 

Basic

 

15,426,226

 

 

13,651,521

 

Diluted

 

15,426,226

 

 

13,651,521

 

Dividends declared per share

$

0.050

 

$

0.050

 

 

Consolidated Statements of Cash Flows (Unaudited)

 

 

 

 

For the Nine Months Ended

 

September 30, 2021

September 30, 2020

Operating Activities

 

 

Net loss

$

(2,346,883

)

$

(303,395,899

)

Adjustments to reconcile net loss to net cash provided by operating activities:

 

 

Deferred income tax, net

 

222,337

 

 

225,628

 

Depreciation, amortization and ARO accretion

 

11,530,460

 

 

12,441,775

 

Loss on impairment of leased property

 

—

 

 

140,268,379

 

Loss on impairment and disposal of leased property

 

5,811,779

 

 

146,537,547

 

Loss on termination of lease

 

165,644

 

 

458,297

 

Deferred rent receivable write-off, noncash

 

—

 

 

30,105,820

 

(Gain) loss on extinguishment of debt

 

861,814

 

 

(11,549,968

)

Non-cash lease expense

 

373,847

 

 

—

 

Gain on sale of equipment

 

(16,508

)

 

(3,542

)

Changes in assets and liabilities:

 

 

Deferred rent receivable

 

—

 

 

(247,718

)

Accounts and other receivables

 

702,251

 

 

1,040,064

 

Financing note accrued interest receivable

 

(8,780

)

 

(11,293

)

Inventory

 

(1,572,534

)

 

—

 

Prepaid expenses and other assets

 

(2,409,857

)

 

(1,056,726

)

Due from affiliated companies, net

 

(188,578

)

 

—

 

Management fee payable

 

(971,626

)

 

(700,194

)

Accounts payable and other accrued liabilities

 

987,899

 

 

(2,551,374

)

Income tax liability

 

33,027

 

 

—

 

Operating lease liability

 

(496,900

)

 

—

 

Unearned revenue

 

(439,106

)

 

(838,422

)

Net cash provided by operating activities

 

12,238,286

 

 

10,722,374

 

Investing Activities

 

 

Acquisition of Crimson Midstream Holdings, net of cash acquired

 

(69,002,053

)

 

—

 

Acquisition of Corridor InfraTrust Management, net of cash acquired

 

952,487

 

 

—

 

Purchases of property and equipment, net

 

(15,024,412

)

 

(885,711

)

Proceeds from sale of property and equipment

 

97,210

 

 

7,500

 

Proceeds from insurance recovery

 

60,153

 

 

—

 

Principal payment on financing note receivable

 

113,595

 

 

43,333

 

Decrease in financing note receivable

 

26,849

 

 

—

 

Net cash used in investing activities

 

(82,776,171

)

 

(834,878

)

Financing Activities

 

 

Debt financing costs

 

(2,735,922

)

 

—

 

Repurchases of Series A preferred stock

 

—

 

 

(161,997

)

Dividends paid on Series A preferred stock

 

(7,007,474

)

 

(6,933,124

)

Dividends paid on Common Stock

 

(1,799,268

)

 

(11,603,792

)

Common stock issued under director's compensation plan

 

22,500

 

 

—

 

Cash paid for maturity of convertible notes

 

—

 

 

(1,676,000

)

Cash paid for repurchase of convertible notes

 

—

 

 

(1,316,250

)

Cash paid for settlement of Pinedale Secured Credit Facility

 

—

 

 

(3,074,572

)

Distributions to non-controlling interest

 

(1,446,901

)

 

—

 

Advances on revolving line of credit

 

19,000,000

 

 

—

 

Payments on revolving line of credit

 

(16,000,000

)

 

—

 

Principal payments on Crimson secured credit facility

 

(4,000,000

)

 

—

 

Principal payments on secured credit facilities

 

—

 

 

(1,764,000

)

Net cash used in financing activities

$

(13,967,065

)

$

(26,529,735

)

Net change in Cash and Cash Equivalents

$

(84,504,950

)

$

(16,642,239

)

Cash and Cash Equivalents at beginning of period

 

99,596,907

 

 

120,863,643

 

Cash and Cash Equivalents at end of period

$

15,091,957

 

$

104,221,404

 

Supplemental Disclosure of Cash Flow Information

 

 

Interest paid

$

10,206,280

 

$

9,066,335

 

Income taxes paid (net of refunds)

 

(635,730

)

 

(466,382

)

 

 

Non-Cash Investing Activities

 

 

Proceeds from sale of leased property provided directly to secured lender

$

—

 

$

18,000,000

 

In-kind consideration for the Grand Isle Gathering System provided as partial consideration for the Crimson Midstream Holdings acquisition

 

48,873,169

 

 

—

 

Crimson Credit Facility assumed and refinanced in connection with the Crimson Midstream Holdings acquisition

 

105,000,000

 

 

—

 

Equity consideration attributable to non-controlling interest holder in connection with the Crimson Midstream Holdings acquisition

 

116,205,762

 

 

—

 

Purchases of property, plant and equipment in accounts payable and other accrued liabilities

 

—

 

 

313,859

 

Series A preferred stock issued due to internalization transaction

 

4,245,112

 

 

—

 

Common Stock issued due to internalization transaction

 

7,096,153

 

 

—

 

Class B Common Stock issued due to internalization transaction

 

3,288,890

 

 

—

 

 

 

 

Non-Cash Financing Activities

 

 

Change in accounts payable and accrued expenses related to debt financing costs

$

235,198

 

$

—

 

Common Stock issued upon exchange and conversion of convertible notes

 

—

 

 

419,129

 

Proceeds from sale of leased property used in settlement of Pinedale Secured Credit Facility

 

—

 

 

(18,000,000

)

Crimson A-2 Units dividends payment in kind

 

610,353

 

 

—

 

Non-GAAP Financial Measurements (Unaudited)

The following table presents a reconciliation of Net Income (Loss), as reported in the Consolidated Statements of Operations, to Adjusted Net Income (Loss) and CAD:

 

For the Three Months Ended

 

September 30, 2021

September 30, 2020

Net Income (loss)

$

5,919,971

 

$

(3,919,098

)

Add:

 

 

Gain on the sale of equipment

 

(16,508

)

 

—

 

Transaction costs

 

213,028

 

 

946,817

 

Adjusted Net Income (Loss), excluding special items

 

6,116,491

 

 

(2,972,281

)

Add:

 

 

Depreciation, amortization and ARO accretion (Cash Flows)

 

4,102,916

 

 

2,477,867

 

Deferred tax expense (benefit)

 

113,516

 

 

(72,897

)

Less:

 

 

Transaction costs

 

213,028

 

 

946,817

 

Maintenance capital expenditures

 

1,757,350

 

 

—

 

Preferred dividend requirements - Series A

 

2,388,130

 

 

2,309,672

 

Preferred dividend requirements - Non-controlling interest

 

809,212

 

 

—

 

Mandatory debt amortization

$

2,000,000

 

$

—

 

Cash Available for Distribution (CAD)

$

3,165,203

 

$

(3,823,800

)

The following table reconciles net cash provided by operating activities, as reported in the Consolidated Statements of Cash Flows to CAD:

 

For the Three Months Ended

 

September 30, 2021

September 30, 2020

Net cash provided by (used in) operating activities

$

7,879,944

 

$

(5,699,427

)

Changes in working capital

 

2,174,551

 

 

4,185,299

 

Non-cash lease expense

 

65,400

 

 

—

 

Maintenance capital expenditures

 

(1,757,350

)

 

—

 

Preferred dividend requirements

 

(2,388,130

)

 

(2,309,672

)

Preferred dividend requirements - non-controlling interest

 

(809,212

)

 

—

 

Mandatory debt amortization included in financing activities

$

(2,000,000

)

$

—

 

Cash Available for Distribution (CAD)

 

3,165,203

 

 

(3,823,800

)

 

 

 

Other Special Items:

 

 

Transaction costs

$

213,028

 

$

946,817

 

 

 

 

Other Cash Flow Information:

 

 

Net cash used in investing activities

 

(4,708,954

)

 

(800,567

)

Net cash used in financing activities

 

(5,774,491

)

 

(2,992,248

)

The following table presents a reconciliation of Net Income (Loss), as reported in the Consolidated Statements of Operations, to Adjusted EBITDA:

 

For the Three Months Ended

 

September 30, 2021

September 30, 2020

Net Income (loss)

$

5,919,971

 

$

(3,919,098

)

Add:

 

 

Gain on the sale of equipment

 

(16,508

)

 

—

 

Transaction costs

 

213,028

 

 

946,817

 

Depreciation, amortization and ARO accretion expense

 

3,690,856

 

 

2,169,806

 

Income tax expense (benefit), net

 

106,589

 

 

(75,328

)

Interest expense, net

 

3,351,967

 

 

2,247,643

 

Adjusted EBITDA

$

13,265,903

 

$

1,369,840

 

Source: CorEnergy Infrastructure Trust, Inc.

View source version on businesswire.com: https://www.businesswire.com/news/home/20211109005957/en/

CorEnergy Infrastructure Trust, Inc. Investor Relations Debbie Hagen or Matt Kreps 877-699-CORR (2677) info@corenergy.reit