Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Mar. 09, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-35195 | ||
Entity Registrant Name | CSI Compressco LP | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 94-3450907 | ||
Entity Address, Address Line One | 1735 Hughes Landing Boulevard, Suite 200 | ||
Entity Address, City or Town | The Woodlands, | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 77380 | ||
City Area Code | 832 | ||
Local Phone Number | 365-2257 | ||
Title of 12(b) Security | COMMON UNITS REPRESENTING LIMITED PARTNERSHIP INTERESTS | ||
Trading Symbol | CCLP | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 97,097,507 | ||
Entity Common Stock, Shares Outstanding | 141,586,966 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE- NONE | ||
Entity Central Index Key | 0001449488 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2022 | |
Audit Information [Abstract] | |
Auditor Firm ID | 248 |
Auditor Name | GRANT THORNTON LLP |
Auditor Location | Houston, Texas |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 8,475 | $ 6,598 |
Trade accounts receivable, net of allowance for doubtful accounts of $736 in 2022 and $1,223 in 2021 | 65,085 | 53,520 |
Trade receivable - affiliate | 948 | 0 |
Inventories | 45,902 | 33,271 |
Prepaid expenses and other current assets | 7,905 | 7,390 |
Total current assets | 128,315 | 100,779 |
Property, plant, and equipment: | ||
Land and building | 7,227 | 13,409 |
Compressors and equipment | 1,103,657 | 1,072,927 |
Vehicles | 8,640 | 8,469 |
Construction in progress | 37,183 | 31,968 |
Total property, plant, and equipment | 1,156,707 | 1,126,773 |
Less accumulated depreciation | (611,734) | (556,311) |
Net property, plant, and equipment | 544,973 | 570,462 |
Other assets: | ||
Deferred tax assets | 3 | 5 |
Intangible assets, net of accumulated amortization of $36,627 in 2022 and $33,672 in 2021 | 19,140 | 22,095 |
Operating lease right-of-use assets | 27,205 | 25,898 |
Other assets | 2,767 | 3,122 |
Total other assets | 49,115 | 51,120 |
Total assets | 722,403 | 722,361 |
Current liabilities: | ||
Accounts payable | 34,589 | 28,958 |
Unearned income | 2,590 | 2,187 |
Accrued liabilities and other | 47,076 | 39,888 |
Current liabilities associated with discontinued operations | 0 | 262 |
Total current liabilities | 84,255 | 71,295 |
Other liabilities: | ||
Long-term debt, net | 634,016 | 631,141 |
Deferred tax liabilities | 1,245 | 819 |
Operating lease liabilities | 19,419 | 17,648 |
Other long-term liabilities | 8,742 | 299 |
Total other liabilities | 663,422 | 649,907 |
Commitments and contingencies | ||
Partners’ capital: | ||
General partner interest | (1,618) | (1,486) |
Common units (141,237,462 units issued and outstanding at December 31, 2022 and 140,386,811 units issued and outstanding at December 31, 2021) | (9,250) | 17,049 |
Accumulated other comprehensive loss | (14,406) | (14,404) |
Total partners’ capital (deficit) | (25,274) | 1,159 |
Total liabilities and partners’ capital | $ 722,403 | $ 722,361 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Trade accounts receivable, allowances for doubtful accounts | $ 736 | $ 1,223 |
Intangible assets, accumulated amortization | $ 36,627 | $ 33,672 |
Partners’ capital: | ||
Common units issued (in shares) | 141,237,462 | 140,386,811 |
Common units outstanding (in shares) | 141,237,462 | 140,386,811 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues: | ||
Total revenues | $ 353,398 | $ 304,171 |
Cost of revenues (excluding depreciation and amortization expense): | ||
Total cost of revenues | 197,566 | 168,687 |
Depreciation and amortization | 78,231 | 78,234 |
Impairments and other charges | 135 | 0 |
Selling, general, and administrative expense | 42,563 | 43,299 |
Interest expense, net of capitalized interest of $318 in 2022 and $366 in 2021 | 50,503 | 54,791 |
Other (income) expense, net | 1,882 | 3,868 |
Loss before taxes and discontinued operations | (17,482) | (44,708) |
Provision for income taxes | 4,786 | 4,952 |
Loss from continuing operations | (22,268) | (49,660) |
Income (loss) from discontinued operations, net of taxes | 173 | (612) |
Net loss | (22,095) | (50,272) |
General partner interest in net loss | (104) | (573) |
Common units interest in net loss | $ (21,991) | $ (49,699) |
Basic and diluted net loss per common unit: | ||
Loss from continuing operations per common unit, basic (in usd per share) | $ (0.16) | $ (0.80) |
Loss from continuing operations per common unit, diluted (in usd per share) | (0.16) | (0.80) |
Income (loss) from discontinued operations per common unit, basic (in usd per share) | 0 | (0.01) |
Income (loss) from discontinued operations per common unit, diluted (in usd per share) | 0 | (0.01) |
Net loss per common unit, basic (in usd per share) | (0.16) | (0.81) |
Net loss per common unit, diluted (in usd per share) | $ (0.16) | $ (0.81) |
Weighted average common units outstanding: | ||
Basic (in shares) | 141,109,230 | 61,054,134 |
Diluted (in shares) | 141,109,230 | 61,054,134 |
Contract services | ||
Revenues: | ||
Total revenues | $ 263,241 | $ 234,998 |
Cost of revenues (excluding depreciation and amortization expense): | ||
Total cost of revenues | 135,639 | 118,702 |
Aftermarket services | ||
Revenues: | ||
Total revenues | 72,928 | 53,534 |
Cost of revenues (excluding depreciation and amortization expense): | ||
Total cost of revenues | 58,199 | 45,578 |
Equipment rentals | ||
Revenues: | ||
Total revenues | 14,865 | 12,903 |
Cost of revenues (excluding depreciation and amortization expense): | ||
Total cost of revenues | 2,346 | 1,065 |
Equipment sales | ||
Revenues: | ||
Total revenues | 2,364 | 2,736 |
Cost of revenues (excluding depreciation and amortization expense): | ||
Total cost of revenues | $ 1,382 | $ 3,342 |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | ||
Capitalized interest | $ 318 | $ 366 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (22,095) | $ (50,272) |
Foreign currency translation adjustment | (2) | (11) |
Comprehensive loss | $ (22,097) | $ (50,283) |
Consolidated Statement of Partn
Consolidated Statement of Partners' Capital - USD ($) shares in Thousands, $ in Thousands | Total | General Partner | Common Unitholders | Accumulated Other Comprehensive Income (Loss) |
Beginning balance at Dec. 31, 2020 | $ (25,333) | $ (885) | $ (10,055) | $ (14,393) |
Beginning balance (in shares) at Dec. 31, 2020 | 47,352 | |||
Partners' capital rollforward | ||||
Net loss | (50,272) | (573) | $ (49,699) | |
Distributions ($0.04 per unit) | (1,945) | (28) | (1,917) | |
Equity compensation, net | 1,954 | $ 1,954 | ||
Vesting of phantom units (in units) | 626 | |||
Consideration for the drop down of entities/acquisition (in units) | 48,400 | |||
Consideration for the drop down of entities/acquisition | 19,111 | $ 19,111 | ||
Proceeds from issuance of common units, net of issuance costs (in units) | 44,008 | |||
Proceeds from issuance of common units, net of issuance costs | 57,796 | $ 57,796 | ||
Other | (141) | (141) | ||
Translation adjustment, net of taxes | (11) | (11) | ||
Ending balance at Dec. 31, 2021 | 1,159 | (1,486) | $ 17,049 | (14,404) |
Ending balance (in shares) at Dec. 31, 2021 | 140,386 | |||
Partners' capital rollforward | ||||
Net loss | (22,095) | (104) | $ (21,991) | |
Distributions ($0.04 per unit) | (5,669) | (28) | (5,641) | |
Equity compensation, net | 1,333 | $ 1,333 | ||
Vesting of phantom units (in units) | 851 | |||
Translation adjustment, net of taxes | (2) | (2) | ||
Ending balance at Dec. 31, 2022 | $ (25,274) | $ (1,618) | $ (9,250) | $ (14,406) |
Ending balance (in shares) at Dec. 31, 2022 | 141,237 |
Consolidated Statement of Par_2
Consolidated Statement of Partners' Capital (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Partners' Capital [Abstract] | ||
Distributions (in usd per units) | $ 0.04 | $ 0.04 |
Foreign currency translation adjustment, taxes | $ 0 | $ 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Operating activities: | ||
Net loss | $ (22,095) | $ (50,272) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 78,231 | 78,234 |
Impairments and other charges | 135 | 0 |
Provision (benefit) for deferred income taxes | 376 | (583) |
Gain on extinguishment of debt | 0 | (835) |
Paid-in-kind interest | 0 | 5,549 |
Equity-based compensation expense, net | 1,333 | 1,954 |
Provision (recovery) for doubtful accounts | (407) | 412 |
Amortization of deferred financing costs | 318 | 1,380 |
Other non-cash charges and credits | 95 | 200 |
Gain (loss) on sale of property, plant, and equipment | (961) | 3,967 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (12,292) | (6,379) |
Inventories | (17,563) | (7,799) |
Prepaid expenses and other current assets | 3,781 | (1,650) |
Accounts payable and accrued expenses | 4,277 | 3,834 |
Other | 316 | (856) |
Net cash provided by operating activities | 35,544 | 27,156 |
Investing activities: | ||
Purchases of property, plant, and equipment, net | (52,073) | (43,398) |
Proceeds from sale of property, plant, and equipment, net | 8,134 | 1,300 |
Net cash used in investing activities | (43,939) | (40,509) |
Financing activities: | ||
Proceeds from long-term debt | 115,513 | 51,515 |
Payments of long-term debt | (113,360) | (95,125) |
Spartan Treating distribution before acquisition | 0 | (8,229) |
Proceeds from issuance of partnership common units | 0 | 57,796 |
Distributions | (5,669) | (1,945) |
Debt issuance costs and other financing activities | (343) | (635) |
Equipment financing lease, net | 14,129 | 0 |
Net cash provided by (used in) financing activities | 10,270 | 3,377 |
Effect of exchange rate changes on cash | 2 | (3) |
Increase (decrease) in cash and cash equivalents and restricted cash | 1,877 | (9,979) |
Cash and cash equivalents at beginning of period | 6,598 | 16,577 |
Cash and cash equivalents at end of period | 8,475 | 6,598 |
Supplemental cash flow information: | ||
Interest paid | 47,272 | 49,211 |
Income taxes paid | 6,559 | 4,323 |
Decrease (increase) in accrued capital expenditures | (4,225) | 756 |
Non-cash items: | ||
Spartan Acquisition | 0 | 27,164 |
Other Affiliate | ||
Investing activities: | ||
Acquisition of affiliate | 0 | 1,169 |
Affiliate From TETRA | ||
Investing activities: | ||
Acquisition of affiliate | $ 0 | $ 420 |
Organization and Operations
Organization and Operations | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Operations | ORGANIZATION AND OPERATIONS CSI Compressco LP, a Delaware limited partnership, is a provider of contract services related to the exploration and production of oil and natural gas, including natural gas compression services and treating services. Natural gas compression is used for oil production, gathering, artificial lift, transmission, processing, and storage. Treating services include the removal of contaminants from a natural gas stream and cooling to reduce the temperature of produced gas and liquids. We also sell used standard compressor packages and provide aftermarket services and compressor package parts and components manufactured by third-party suppliers. We provide contract and treating services and compressor parts and component sales to a broad base of natural gas and oil exploration and production, midstream, and transmission companies operating throughout many of the onshore producing regions of the United States as well as in a number of international locations, including the countries of Mexico, Canada, Argentina, Egypt and Chile. Previously, our equipment sales (new unit sales) business included the fabrication and sale of new standard and custom-designed, engineered compressor packages fabricated primarily at our facility in Midland, Texas. In the fourth quarter of 2020, we fully exited the new unit sales business and we have reflected these operations as discontinued operations for all periods presented. See Note 9 - “Discontinued Operations.” Used equipment sales revenue continues to be included in equipment sales revenue. Unless the context requires otherwise, when we refer to “the Partnership,” “we,” “us,” and “our,” we are describing CSI Compressco LP and its wholly owned subsidiaries. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation Our consolidated financial statements include the accounts of our wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. On November 10, 2021, the Partnership entered into a Contribution Agreement by and among the Partnership, CSI Compressco GP LLC, a Delaware limited liability company (our “general partner”), Spartan Energy Partners, LP, a Delaware limited partnership (“Spartan”) and CSI Compressco Sub Inc., a Delaware corporation (“Compressco Sub”). Pursuant to the terms of the Contribution Agreement, Spartan contributed to the Partnership 100% of the limited liability company interest in Treating Holdco, LLC, a Delaware limited liability company (“Treating Holdco”), 100% of the common stock in Spartan Terminals Operating, Inc., a Delaware corporation (“Spartan Terminals”), and 99% of the limited liability company interests in Spartan Operating Company LLC, a Delaware limited liability company (“Spartan Operating” and together with Treating Holdco and Spartan Terminals, “Spartan Treating”) (such interests in Spartan Treating, the “Contributed Interests”) in exchange for 48.4 million common units in the partnership. We refer to the acquisition of the contributed interests as the “Spartan Acquisition.” The Spartan Acquisition was accounted for as a change in reporting entity between entities under common control in accordance with ASC 250-10-45-21. A change in reporting entity requires retrospective application for all periods as if the Spartan Acquisition had been in effect since inception of common control. As a result, the consolidated financial statements and notes thereto for the Partnership in this combined report have been prepared as if the change in reporting entity occurred on January 29, 2021. See Note 4 - “Common Control Acquisition,” for a description of the transaction. Segments Our general partner has concluded that we operate in one reportable segment . Business Combinations When we acquire a business from an entity under common control, whereby the companies are ultimately controlled by the same party or parties both before and after the transaction, it is treated similar to the pooling of interests method of accounting. The assets and liabilities are recorded at the transferring entity’s historical cost instead of reflecting the fair value of assets and liabilities. Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues, expenses, and impairments during the reporting period. Actual results could differ from those estimates, and such differences could be material. Cash Equivalents We consider all highly liquid cash investments with maturities of three months or less when purchased to be cash equivalents. We have concentrated credit risk for cash by maintaining deposits in a major bank, which may at times exceed amounts covered by insurance provided by the United States Federal Deposit Insurance Corporation (“FDIC”). We monitor the financial health of the bank and have not experienced any losses in such accounts and believe we are not exposed to any significant credit risk. At times such cash balances may be in excess of the Federal Deposit Insurance Corporation coverage limit. Management believes the financial institutions are financially sound and risk of loss is minimal. We have not experienced any such losses. Financial Instruments Financial instruments that subject us to concentrations of credit risk consist principally of trade accounts receivable, which are primarily due from companies of varying size engaged in oil and gas activities in the United States, Canada, Mexico, Argentina, Chile and Egypt. Our policy is to review the financial condition of customers before extending credit and periodically updating customer credit information. Payment terms are on a short-term basis. The risk of loss from the inability to collect trade receivables is heightened during prolonged periods of low oil and natural gas commodity prices. We have currency exchange rate risk exposure related to transactions denominated in a foreign currency as well as to investments in certain of our international operations. Our risk management activities include the use of foreign currency forward purchase and sale derivative contracts as part of a program designed to mitigate the currency exchange rate risk exposure on selected international operations. We have $62.2 million balance outstanding under our variable rate revolving credit facilities as of December 31, 2022 and face market risk exposure related to changes in applicable interest rates. Significant Customers During the years ended December 31, 2022 and 2021 , one individual customer accounted for 10% or more of our revenues. As of December 31, 2022 and 2021, one individual customer represented 10% or more of our consolidated trade accounts receivable net of allowance for doubtful accounts. Foreign Currencies We have designated the Canadian dollar as the functional currency for our operations in Canada. We are exposed to fluctuations between the U.S. dollar and certain foreign currencies, including the Canadian dollar, the Mexican peso, the Argentine peso, the Egyptian pound, and the Chilean peso as a result of our international operations. Foreign currency exchange (gains) losses are included in other (income) expense, net, and totaled $1.9 million and $0.2 million during the years ended December 31, 2022 and 2021, respectively. Leases Lessee As a lessee, unless the lease meets the criteria of short-term and is excluded per our policy election described below, we initially recognize a lease liability and related right-of-use asset on the commencement date. The right-of-use asset represents our right to use an underlying asset and the lease liability represents our obligation to make lease payments to the lessor over the lease term. All of our long-term leases are operating leases and are included in operating lease right-of-use assets, accrued liabilities and other, and operating lease liabilities in our consolidated balance sheet as of December 31, 2022 and 2021. We determine whether a contract is or contains a lease at inception of the contract. Where we are a lessee in a contract that includes an option to extend or terminate the lease, we include the extension period or exclude the period covered by the termination option in our lease term in determining the right-of-use asset and lease liability, if it is reasonably certain that we would exercise the option. As an accounting policy election, we do not include short-term leases on our balance sheet. Short-term leases include leases with a term of 12 months or less, inclusive of renewal options we are reasonably certain to exercise. The lease payments for short-term leases are included as operating lease costs on a straight-line basis over the lease term in cost of revenues or selling, general, and administrative expense based on the use of the underlying asset. We recognize lease costs for variable lease payments not included in the determination of a lease liability in the period in which an obligation is incurred. As allowed by U.S. GAAP, we do not separate non-lease components from the associated lease component for our contract services contracts and instead account for those components as a single component based on the accounting treatment of the predominant component. In our evaluation of whether Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 842 “Leases” or ASC 606 “Revenue from Contracts with Customers” is applicable to the combined component based on the predominant component, we determined the services non-lease component is predominant, resulting in the ongoing recognition of our compression services contracts following ASC 606. Our operating leases are recognized at the present value of lease payments over the lease term. When the implicit discount rate is not readily determinable, we use our incremental borrowing rate to calculate the discount rate used to determine the present value of lease payments. Consistent with other long-lived assets or asset groups that are held and used, we test for impairment of our right-of-use assets when impairment indicators are present. Lessor Our agreements for rental equipment contain an operating lease component under ASC 842 because we, as the lessor, retain substantial exposure to changes in the underlying asset’s value, unlike a sale or secured lending arrangement. Therefore, we do not unrecognize the underlying asset, and recognize income associated with providing the lessee the right to control the use of the asset ratably over the lease term. As a lessor, we recognize operating lease revenue on our statements of operations as equipment rentals. This revenue is recognized on a straight-line basis over the term of the lease based on the monthly rate in the agreement. The leased asset remains on the balance sheets consistent with other property, plant and equipment. Cash receipts associated with all leases are classified as cash flows from operating activities in the statements of cash flows. The leased equipment primarily consists of the Spartan Treating amine plants, cooling units and production equipment. All of this equipment is modular and skid mounted. It can be moved between locations. Lease terms for this equipment vary in length but the amine plants range from one Allowance for Doubtful Accounts The allowance for doubtful accounts is determined on a specific identification basis when we believe that the collection of specific amounts owed to us is not probable. Changes in the allowance are as follows: Year Ended December 31, 2022 2021 (In Thousands) At beginning of period $ 1,223 $ 1,333 Activity in the period: Provision (recovery) for doubtful accounts (407) 412 Account charge-offs, net (80) (522) At end of period $ 736 $ 1,223 Inventories Inventories consist primarily of compressor package parts and supplies and work in process and are stated at the lower of cost or net realizable value. For parts and supplies, cost is determined using the weighted average cost method. The cost of work in progress is determined using the specific identification method. Property, Plant, and Equipment Property, plant, and equipment are stated at cost. Expenditures that increase the useful lives of assets are capitalized. The cost of repairs and maintenance is charged to cost of revenues as incurred. Compressors include compressor packages currently placed in service and available for service. Depreciation is computed using the straight-line method based on the following estimated useful lives: Buildings 15 – 30 years Compressors, Amine plants, and Production equipment 12 – 25 years Other equipment 2 – 8 years Vehicles 3 – 5 years Information systems 7 years Depreciation expense for the years ended December 31, 2022 and 2021 was $75.1 million and $74.9 million, respectively. Leasehold improvements are depreciated over the shorter of the remaining term of the associated building lease or their useful lives. Construction in progress as of December 31, 2022 and 2021 is primarily associated with the expansion of our contract services fleet and capital expenditures that sustain the capacity of our existing fleet. Intangible Assets Trademarks/trade names, customer relationships, and other intangible assets are amortized on a straight-line basis over their estimated useful lives, ranging from 2 to 15 years. Amortization expense related to intangible assets was $2.9 million and $2.9 million for the years ended December 31, 2022 and 2021, respectively, and is included in depreciation and amortization. The estimated future annual amortization expense of trademarks/trade names, customer relationships, and other intangible assets is $2.9 million each year for 2023 to 2027. Our intangible assets are tested for recoverability whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. In such an event, we will determine the fair value of the asset using an undiscounted cash flow analysis of the asset at the lowest level for which identifiable cash flows exist. If an impairment has occurred, we will recognize a loss for the difference between the carrying value and the estimated fair value of the intangible asset. Impairments and Other Charges Impairments of long-lived assets, including identified intangible assets, are determined periodically when indicators of impairment are present. If such indicators are present, the determination of the amount of impairment is based on our judgments as to the future undiscounted operating cash flows to be generated from the relevant assets throughout their remaining estimated useful lives. If these undiscounted cash flows are less than the carrying amount of the related asset, an impairment is recognized for the excess of the carrying value over its fair value. Fair value of intangible assets is generally determined using the discounted present value of future cash flows using discount rates commensurate with the risks inherent with the specific assets. Assets held for disposal are recorded at the lower of carrying value or estimated fair value less estimated selling costs. During 2022 a certain engine in inventory was written off due to an engine being sold at a loss, resulting in a charge of $0.1 million. During 2021, we did not record any impairments of long-lived assets. Accrued Liabilities Accrued liabilities are detailed as follows: December 31, 2022 2021 (In Thousands) Accrued interest $ 12,093 $ 12,132 Operating lease liabilities, current portion 7,620 7,716 Compensation and employee benefits 7,867 6,529 Accrued taxes 6,069 7,808 Accrued capital expenditures 6,360 2,135 Equipment finance agreements, current portion 5,394 — Other accrued liabilities 1,673 3,568 Total accrued liabilities and other $ 47,076 $ 39,888 Revenue Recognition Performance Obligations. Revenue is recognized when performance obligations under the terms of a contract with our customer are satisfied. Revenue is generally recognized when we transfer control of our products or services to our customers. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring products or providing services to our customers. We receive cash equal to the invoice price for most product sales and services and payment terms typically range from 30 to 60 days from the date we invoice our customer. With the exception of the initial terms of our compression services contracts of our medium- and high-horsepower compressor packages, our customer contracts are generally for terms of one year or less. Since the period between when we deliver products or services and when the customer pays for products or services is not to exceed one year, we have elected not to calculate or disclose a financing component for our customer contracts. Depending on the terms of the arrangement, we may also defer the recognition of revenue for a portion of the consideration received because we have to satisfy a future performance obligation. For revenue associated with mobilization of service equipment as part of a service contract arrangement, such revenue, if significant, is deferred and amortized over the estimated service period. Contract services. For compression services revenues recognized over time, our customer contracts typically provide agreed upon monthly service rates and we recognize service revenue based upon the number of days that services have been performed. The majority of our compression services are provided pursuant to contract terms ranging from one month to twenty-four months. Monthly agreements are generally cancellable with 30 days written notice by the customer. Sales taxes, value added taxes, and other taxes we collect concurrent with revenue-producing activities are excluded from revenue. We recognize the cost for freight and shipping costs when control over our products (i.e., delivery) has transferred to the customer as part of cost of product sales. Use of Estimates. Our revenues do not include material amounts of variable consideration, as our revenues typically do not require significant estimates or judgments. The transaction prices on a majority of our arrangements are fixed and product returns are immaterial. Additionally, our arrangements typically do not include multiple performance obligations that require estimates of the stand-alone purchase price for each performance obligation. Revenue on certain aftermarket service arrangements that include time as a component of the transaction price is not recognized until the performance obligation is complete. Contract Assets and Liabilities. We consider contract assets to be trade accounts receivable when we have an unconditional right to consideration and only the passage of time is required before payment is due. In certain instances, particularly those requiring customer specific documentation prior to invoicing, our invoicing of the customer is delayed until certain documentation requirements are met. In those cases, we recognize a contract asset rather than a billed trade accounts receivable until we are able to invoice the customer. Contract assets, along with billed trade accounts receivable, are included in trade accounts receivable in our consolidated balance sheets. We classify contract liabilities as unearned income in our consolidated balance sheets. Equity-Based Compensation We have an equity incentive compensation plan which provides for the granting of phantom units and performance phantom units to the executive officers, key employees, non-executive officers, and directors of our general partner. Total equity-based compensation expense for the years ended December 31, 2022 and 2021, was $1.6 million and $2.0 million, respectively. For further discussion of equity-based compensation, see Note 11 - “Equity-Based Compensation.” Income Taxes Our operations are not subject to U.S. federal income tax other than the operations that are conducted through taxable subsidiaries. We incur state and local income taxes in certain areas of the U.S. in which we conduct business. We incur income taxes and are subject to withholding requirements related to certain of our operations in Latin America, Canada, and other foreign countries in which we operate. Furthermore, we also incur Texas Margin Tax, which, in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 740, is classified as an income tax for reporting purposes. A portion of the carrying value of certain deferred tax assets is subject to a valuation allowance. See Note 13 - “Income Taxes” for further discussion. Accumulated Other Comprehensive Income (Loss) Certain of our international operations maintain their accounting records in the local currencies that are their functional currencies. For these operations, the functional currency financial statements are converted to U.S. dollar equivalents, with the effect of the foreign currency translation adjustment reflected as a component of accumulated other comprehensive income (loss). Accumulated other comprehensive income (loss) is included in partners’ capital in the accompanying audited consolidated balance sheets and consists of the cumulative currency translation adjustments associated with such international operations. Activity within our accumulated other comprehensive income (loss) is not subject to reclassifications to net income. Allocation of Net Income (Loss) Our net income (loss) is allocated to partners’ capital accounts in accordance with the provisions of the Partnership Agreement. Earnings (Loss) Per Common Unit Our computations of earnings per common unit are based on the weighted average number of common units outstanding during the applicable period. Basic earnings per common unit are determined by dividing net income (loss) allocated to the common units after deducting the amount allocated to our general partner by the weighted average number of outstanding common units during the period. When computing earnings per common unit under the two-class method in periods when distributions are greater than earnings, the amount of the distribution is deducted from net income (loss) and the excess of distributions over earnings is allocated between the general partner and common units based on how our Partnership Agreement allocates net losses. Diluted earnings per common unit are computed using the treasury stock method, which considers the potential future issuance of limited partner common units. Unvested phantom units are not included in basic earnings per common unit, as they are not considered to be participating securities, but are included in the calculation of diluted earnings per common unit. For the years ended December 31, 2022 and 2021, all unvested phantom units were excluded from the calculation of diluted common units because the impact was anti-dilutive. Fair Value Measurements We utilize fair value measurements to account for certain items and account balances within our consolidated financial statements. We utilize fair value measurements on a recurring basis in the accounting for our foreign currency forward purchase and sale derivative contracts. For these fair value measurements, we utilize the quoted value (a Level 2 fair value measurement). Refer to Note 12 - “Fair Value Measurements” for further discussion. Fair value measurements are also utilized on a nonrecurring basis, such as in the allocation of purchase consideration for acquisition transactions to the assets and liabilities acquired, including intangible assets (a Level 3 fair value measurement) and for the impairment of long-lived assets (a Level 3 fair value measurement). Distributions On January 20, 2022, April 19, 2022, July 19, 2022 and October 19, 2022, our general partner declared a cash distribution attributable to the respective quarter end of $0.01 per common unit. These distributions each equate to a distribution of $0.04 per outstanding common unit on an annualized basis. These distributions were paid on February 14, 2022, May 13, 2022, August 12, 2022 and November 14, 2022, respectively, to the holders of common units of record as of the close of business on January 31, 2022, April 30, 2022, July 29, 2022 and October 31, 2022, respectively. See Note 17 – Subsequent Events for information regarding the distribution with respect to the quarter ended December 31, 2022. New Accounting Pronouncements Standards adopted We did not adopt any new standards in 2022. Standards not yet adopted |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | REVENUE FROM CONTRACTS WITH CUSTOMERS As of December 31, 2022, we had $145.4 million of remaining contractual performance obligations for contract services. As a practical expedient, thi s amount does not include revenue for contract services contracts whose original expected duration is less than twelve months an d does not consider the effects of the time value of money . Expected revenue to be recognized in the future as of December 31, 2022 for completion of performance obligations of contract services are as follows: 2023 2024 2025 2026 2027 Total (In Thousands) Contract services contracts remaining performance obligations $ 76,042 $ 54,280 $ 13,993 $ 860 $ 219 $ 145,394 Our contract asset balances included in trade accounts receivable in our consolidated balance sheets, primarily associated with revenue accruals prior to invoicing, were $4.2 million and $4.1 million as of December 31, 2022 and December 31, 2021, respectively. Collections associated with progressive billings to customers for sales and services transactions are included in unearned income in the consolidated balance sheets. The following table reflects the changes in unearned income in our consolidated balance sheets for the periods indicated: December 31, 2022 December 31, 2021 (In Thousands) Unearned income, beginning of period $ 2,187 $ 269 Additional unearned income 10,725 5,044 Revenue recognized (10,322) (3,126) Unearned income, end of period $ 2,590 $ 2,187 During the years ended December 31, 2022 and 2021, contract costs were immaterial. Dis aggregated revenue from contracts with customers by geography is as follows: Year Ended December 31, 2022 2021 (In Thousands) Contract services U.S. $ 227,542 $ 200,136 International 35,699 34,862 263,241 234,998 Aftermarket services U.S. 71,445 51,680 International 1,483 1,854 72,928 53,534 Equipment Rentals U.S. 9,380 7,663 International 5,485 5,240 14,865 12,903 Equipment sales U.S. 1,945 2,272 International 419 464 2,364 2,736 Total Revenue U.S. 310,312 261,751 International 43,086 42,420 $ 353,398 $ 304,171 |
Common Control Acquisition
Common Control Acquisition | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Common Control Acquisition | COMMON CONTROL ACQUISITIONOn November 10, 2021, the Partnership entered into the Contribution Agreement with the general partner, Spartan, and Compressco Sub. Pursuant to the terms of the Contribution Agreement, Spartan contributed Spartan Treating to the Partnership in exchange for the issuance of 48.4 million common units in the Partnership to Spartan. As the Partnership and Spartan Treating were under common control at the time of the Spartan Acquisition, the acquisition was deemed to be a transaction under common control under ASC 805, “Business Combinations.” Therefore, we accounted for this transaction at the carrying amount of the net assets acquired and the results of operations have been combined for the Partnership and Spartan Treating from the date of common control, which was January 29, 2021. Assets acquired and liabilities assumed are reported at their historical carrying amounts. The balance sheet of Spartan Treating on November 10, 2021, the date of acquisition, consisted of (in thousands): Current assets $ 6,616 Property, plant, and equipment 112,972 Less accumulated depreciation (53,039) Net property, plant, and equipment 59,933 Other assets 1,245 Total assets 67,794 Current liabilities 7,597 Long-term debt, net 32,590 Other liabilities 239 Total liabilities 40,426 Net assets $ 27,368 The Partnership’s consolidated financial statements as of December 31, 2021 include the assets and liabilities of Spartan Treating, including intercompany eliminations. As the results of operations for Spartan Treating were consolidated as of January 29, 2021, the date common control began, the Partnership’s balances for Partners’ capital as of January 29, 2021 were adjusted to include Spartan Treating’s equity balances as of that date. On November 10, 2021, Partners capital associated with Spartan Treating was $27.4 million. In consolidation, Partners capital associated with Spartan Treating is eliminated. The consideration for the Spartan Treating acquisition was the issuance to Spartan of 48.4 million common units. The value of the common units was approximately $65.3 million. As the acquisition is accounted for as a transaction under common control and the transfer of assets and liabilities occurs at historical cost, the value of the common units has no impact on Partners’ capital. The difference between the consideration and the net assets acquired of $37.9 million is recognized as a deemed distribution as the book value of net assets as of November 10, 2021 was less than the consideration. As the Spartan Treating acquisition was accounted for retrospectively to the date of common control, the Partnership’s Consolidated Statement of Operations includes Spartan Treating’s net income of $8.2 million corresponding to the period from January 29, 2021 to November 10, 2021. The following tables include unaudited pro-forma financial information and the effect of the Spartan Acquisition after elimination of intercompany transactions. Year Ended December 31, 2021 CSI Spartan Treating Total (In Thousands, Unaudited) Revenue $ 281,146 $ 25,181 $ 306,327 Income (loss) from continuing operations $ (60,537) $ 11,666 $ (48,871) Net income (loss) $ (61,149) $ 11,666 $ (49,483) |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES Components of inventories, net of reserve as of December 31, 2022 and December 31, 2021 are as follows: December 31, 2022 December 31, 2021 (In Thousands) Parts and supplies $ 44,042 $ 31,441 Work in progress 1,860 1,830 Total inventories $ 45,902 $ 33,271 Inventories consist primarily of compressor package parts and supplies. Work in progress inventories consisted primarily of work in progress for our aftermarket business that has not been invoiced. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | LEASES Lessee Accounting We have operating leases for some of our office space, warehouse space, operating locations, and machinery and equipment. Our leases have remaining lease terms up to 10 years. Some of our leases have options to extend for various periods, while some have termination options with prior notice of generally 30 days or six months. Our leases generally require us to pay all maintenance and insurance costs. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. Lease costs are included in either cost of revenues or selling, general, and administrative expense depending on the use of the underlying asset. Total lease expense (inclusive of lease expense for leases not included on our consolidated balance sheet based on our accounting policy election to exclude leases with a term of 12 months or less), was $14.0 million for the year ended December 31, 2022, of which $2.8 million related to short-term leases. Total lease expense was $13.7 million for the year ended December 31, 2021 , of which $3.1 million related to short-term l eases. Variable rent expense was not material. Operating lease supplemental cash flow information: Year Ended December 31, 2022 2021 (In Thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows - operating leases $ 10,930 $ 10,675 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 8,777 $ 1,382 Supplemental balance sheet information: December 31, 2022 December 31, 2021 (In Thousands) Operating leases: Operating right-of-use asset $ 27,205 $ 25,898 Accrued liabilities and other $ 7,620 $ 7,716 Operating lease liabilities 19,419 17,648 Total operating lease liabilities $ 27,039 $ 25,364 Additional operating lease information: December 31, 2022 December 31, 2021 Weighted average remaining lease term: Operating leases 4.39 years 4.10 years Weighted average discount rate: Operating leases 10.05 % 10.09 % Future minimum lease payments by year and in the aggregate, under non-cancelable operating leases with terms in excess of one year consist of the following at December 31, 2022: Operating Leases (In Thousands) 2023 $ 10,244 2024 6,788 2025 5,792 2026 5,149 2027 2,346 Thereafter 2,772 Total lease payments 33,091 Less imputed interest (6,052) Total lease liabilities $ 27,039 Lessor Accounting Our leased equipment primarily consists of amine plants, cooling units and other production equipment. Certain of our agreements with our customers for rental equipment contain an operating lease component under ASC 842 because (i) there are identified assets, (ii) the customer has the right to obtain substantially all of the economic benefits from the use of the identified asset throughout the period of use and (iii) the customer directs the use of the identified assets throughout the period of use. We have elected to apply the practical expedient provided to lessors to combine the lease and non-lease component of a contract where the revenue recognition pattern is the same and where the lease component, when accounted for separately, would be considered an operating lease. The practical expedient also allows a lessor to account for the combined lease and non-lease components under ASC 606, Revenue from Contracts with Customers, when the non-lease component is the predominant element of the combined component. Our lease agreements generally have contract terms based on monthly rates. Lease revenue is recognized straight-line based on these monthly rates. We do not provide an option for the lessee to purchase the rented assets at the end of the lease and the lessees do not provide residual value guarantees on the rented assets. We recognized operating lease revenue, which is included in “Equipment rentals” on the consolidated statements of operations as follows: December 31, 2022 December 31, 2021 (In Thousands) Equipment rentals $ 14,865 $ 12,903 The following table presents the maturity of lease payments for operating lease agreements in effect as of December 31, 2022 . This presentation includes minimum fixed lease payments and does not include an estimate of variable lease consideration. These agreements have remaining lease terms ranging from 1 month to 6 years. The following table presents the undiscounted cash flows expected to be received related to these agreements: 2023 2024 2025 2026 2027 Thereafter (In Thousands) Future minimum lease revenue $ 8,196 $ 1,744 $ 1,599 $ 1,576 $ 1,576 $ 1,845 |
Long-Term Debt and Other Borrow
Long-Term Debt and Other Borrowings | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Other Borrowings | LONG-TERM DEBT AND OTHER BORROWINGS Long-term debt consists of the following: December 31, 2022 December 31, 2021 Scheduled Maturity (In Thousands) Credit Agreement (1) June 29, 2025 $ 6,312 $ 330 Spartan Credit Agreement (2) October 17, 2025 54,912 58,045 7.5% First Lien Notes due 2025 (3) April 1, 2025 400,293 399,767 10.000%/10.750% Second Lien Notes due 2026 (4) April 1, 2026 172,499 172,999 Total long-term debt 634,016 631,141 Other borrowings (5) Various 14,129 — Total long-term debt and other borrowings $ 648,145 $ 631,141 (1) Net of unamortized deferred financing costs of $0.4 million as of December 31, 2022 and of $0.5 million as of December 31, 2021. (2) Net of unamortized deferred financing costs of $0.6 million as of December 31, 2022 and $1.0 million as of December 31, 2021. (3) Net of unamortized deferred financing costs of $2.3 million and $3.9 million as of December 31, 2022 and 2021, respectively, unamortized discount of $0.1 million and $0.2 million as of December 31, 2022 and 2021, respectively, and deferred restructuring gain of $2.7 million and $3.9 million as of December 31, 2022 and 2021, respectively. (4) Net of unamortized deferred financing costs of $1.9 million and $2.0 million, unamortized discount of $0.7 million and $0.9 million, and deferred restructuring gain of $2.4 million and $3.1 million as of December 31, 2022 and 2021, respectively. (5) Includes $5.4 million of current liability classified as Accrued liabilities and other and $8.7 million classified as Other long-term liabilities on the accompanying consolidated balance sheet. Scheduled maturities for the next five years and thereafter are as follows: December 31, 2022 (In Thousands) 2023 $ 5,415 2024 61,325 2025 409,718 2026 172,717 2027 — Thereafter — Total maturities $ 649,175 Our Credit Agreement and indentures contain certain affirmative and negative covenants, including covenants that restrict the ability to pay dividends or other restricted payments. We are in compliance with all covenants of our credit agreement and indentures as of December 31, 2022. Refer to Note 8 - “Related Party Transactions,” for a discussion of our amounts payable to affiliates. Credit Agreement On June 11, 2020, the Partnership amended the Loan and Security Agreement dated June 29, 2018 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). The Credit Agreement provides for maximum revolving credit commitments of $35.0 million and includes a $5.0 million reserve, which results in reduced borrowing availability. The Credit Agreement includes a $25.0 million sublimit for letters of credit. On January 29, 2021, the Partnership further amended the Credit Agreement to temporarily increase the size of the reserve to $10.0 million and also required that Spartan backstop all of the Partnership’s outstanding letters of credit. These temporary restrictions expired on April 30, 2021. On April 30, 2021, the required reserve on our Credit Agreement was reduced to $5.0 million and Spartan’s backstop for the Partnership’s outstanding letters of credits was released. On November 10, 2021, the Partnership and CSI Compressco Sub Inc., as borrowers, entered into the Fourth Amendment to Loan and Security Agreement (the “Amendment”) amending the Loan and Security Agreement dated June 29, 2018 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) with Bank of America, N.A., in its capacity as administrative agent, issuing bank and swing line issuer (“Administrative Agent”), and the other lenders and loan parties party thereto. The Amendment provided for changes and modifications to the Credit Agreement as set forth therein, which include, among other things, changes to certain terms of the Credit Agreement to permit: (i) the consummation of the Spartan Acquisition pursuant to the Contribution Agreement, and after giving effect to such Spartan Acquisition, for Spartan Terminals and Spartan Operating to become Immaterial Subsidiaries (as defined in the Credit Agreement) and Treating Holdco and its subsidiaries to become Unrestricted Subsidiaries (as defined in the Credit Agreement), in each case under the Credit Agreement and related loan documents; (ii) the sale by CSI Compressco Leasing LLC, a Delaware limited liability company and a subsidiary of the Partnership, and subsequent leaseback by CSI Compressco Operating LLC, a Delaware limited liability company and subsidiary of the Partnership, of certain compressor units with Treating Holdco and/or its subsidiaries occurring on or about the date of the Amendment (the “Spartan Sale/Leaseback”); and (iii) the consummation of the Redemption (as defined below) within 45 days following the date of the Amendment utilizing proceeds from the Spartan Sale/Leaseback, the Private Placement ( as defined in Note 11 - “Equity Compensation”) and the issuance of the New Second Lien Notes (as defined below). Refer to Note 8 - “Related Party Transactions,” for a discussion of the Spartan Acquisition and the Spartan Sale/Leaseback. On June 30, 2022, the Partnership, CSI Compressco Sub Inc. and CSI Compressco Operating LLC (collectively with the Partnership and CSI Compressco Sub Inc., the “Borrowers”), and certain subsidiaries of the Partnership named therein as guarantors (the “Guarantors”), entered into that certain Fifth Amendment to Loan and Security Agreement (the “Fifth Amendment”) with the Lenders (as defined below) party thereto, and Bank of America, N.A., in its capacity as administrative agent (in such capacity, “Administrative Agent”), collateral agent, letter of credit issuer and swing line lender. The Fifth Amendment amends and modifies that certain Loan and Security Agreement among the Borrowers, the Guarantors, the financial institutions from time to time party thereto as lenders (the “Lenders”) and the Administrative Agent dated as of June 29, 2018 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). The Fifth Amendment provided for changes and modifications to the Credit Agreement as set forth therein, which include, among other things, the reduction of the reserve to $3.5 million and the extension of the Termination Date (as defined in the Credit Agreement) from June 29, 2023 to June 29, 2025. As of December 31, 2022, and subject to compliance with the covenants, borrowing base, and other provisions of the agreements that may limit borrowings under the Credit Agreement, we had availability of $23.4 million. The maturity date of the Credit Agreement is June 29, 2023. As of December 31, 2022, we had $6.7 million outstanding balance and had $1.4 million in letters of credit against our Credit Agreement. Spartan Credit Agreement On November 10, 2021, certain unrestricted subsidiaries of the Partnership, Spartan Energy Services LLC, as borrower, and Treating Holdco, as new guarantor, entered into the First Amendment to Loan, Security and Guaranty Agreement (the “Spartan Amendment”) amending the Loan, Security and Guaranty Agreement dated January 29, 2021 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Spartan Credit Agreement”) with Bank of America, N.A., in its capacity as agent, and the other lenders and loan parties party thereto. The Spartan Amendment provided for changes and modifications to the Spartan Credit Agreement as set forth therein, which include, among other things, changes to certain terms of the Spartan Credit Agreement as follows: (i) increase in Commitments (as defined in the Spartan Credit Agreement) from $55,000,000 to $70,000,000; (ii) permit the consummation of the Spartan Acquisition pursuant to the Contribution Agreement, and after giving effect to such Spartan Acquisition, the release of each of Spartan, Spartan Terminals and Spartan Operating as Obligors (as defined in the Spartan Credit Agreement) and the joinder of Spartan Treating as a Guarantor (as defined in the Spartan Credit Agreement), in each case under the Spartan Credit Agreement and related loan documents; (iii) revise Change of Control (as defined in the Spartan Credit Agreement) to allow for Control (as defined in the Spartan Credit Agreement) by the Partnership and the general partner; and (iv) permit the Spartan Sale/Leaseback. Refer to Note 8 - “Related Party Transactions,” for a discussion of the Spartan Acquisition and the Spartan Sale/Leaseback. On October 19, 2022, Spartan Energy Services LLC entered into the Second Amendment to Loan, Security and Guaranty Agreement (the “Second Amendment”). The Second Amendment provided for changes and modification to the Loan Agreement as set forth therein, which include, among other things, the extension of the Termination Date from January 29, 2024 to October 17, 2025. As of December 31, 2022, and subject to compliance with the covenants, borrowing base, and other provisions of the agreements that may limit borrowings under the Spartan Credit Agreement, we had availability of $14.5 million. As of December 31, 2022, we had $55.5 million outstanding and no letters of credit against the Spartan Credit Agreement. 7.50% First Lien Notes due 2025 As of December 31, 2022, our First Lien Notes had $400.3 million outstanding net of unamortized discounts, unamortized deferred financing costs and deferred restructuring gains. Interest on these notes is payable on April 1 and October 1 of each year. The First Lien Notes are secured by a first-priority security interest in substantially all of the Partnership’s and its subsidiaries assets, subject to certain permitted encumbrances and exceptions, and are guaranteed on a senior secured basis by each of the Partnership’s U.S. restricted subsidiaries (other than Finance Corp, certain immaterial subsidiaries and certain other excluded U.S. subsidiaries). 10.000%/10.750% Second Lien Notes due 2026 On June 12, 2018, the Issuers issued $155,529,000 in aggregate principal amount of 10.000%/10.750% Senior Secured Second Lien Notes due 2026 (the “Existing Second Lien Notes” and, together with the New Second Lien Notes, the “Second Lien Notes”) pursuant to the Second Lien Base Indenture. On November 10, 2021, the Partnership and the Partnership’s wholly owned subsidiary, CSI Compressco Finance Inc. (“Finance Corp” and, together with the Partnership, the “Issuers”) entered into a Securities Purchase Agreement, pursuant to which the Issuers, on November 16, 2021, issued $10 million in aggregate principal amount of the Issuers’ 10.000%/10.750% Senior Secured Second Lien Notes due 2026 (the “New Second Lien Notes”) to the purchasers party thereto. In connection therewith, the Issuers entered into a First Supplemental Indenture (the “Second Lien Supplemental Indenture”), by and among the Issuers, the subsidiary guarantors named therein, U.S. Bank National Association, as trustee, and U.S. Bank National Association, as collateral trustee, to the Indenture, dated June 12, 2020, by and among the Issuers, the subsidiary guarantors named therein, U.S. Bank National Association, as trustee, and U.S. Bank National Association, as collateral trustee (the “Second Lien Base Indenture” and, together with the Second Lien Supplemental Indenture, the “Second Lien Indenture”). The New Second Lien Notes were issued as “additional notes” under the Second Lien Indenture and are treated as a single class with the Existing Second Lien Notes. As of December 31, 2022, our Second Lien Notes had $172.5 million outstanding, net of unamortized discounts, unamortized deferred financing costs and deferred restructuring gains. Interest on the Second Lien Notes is payable on April 1 and October 1 of each year. The Second Lien Notes are secured by a second-priority security interest in substantially all of the Partnership’s and its subsidiaries assets, subject to certain permitted encumbrances and exceptions, and are guaranteed on a senior secured basis by each of the Partnership’s U.S. restricted subsidiaries (other than Finance Corp and certain other excluded U.S. subsidiaries). In connection with the payment of PIK Interest (as defined below), if any, in respect of the Second Lien Notes, the issuers will be entitled, to increase the outstanding aggregate principal amount of the Second Lien Notes or issue additional notes (“PIK notes”) under the Second Lien Notes indenture on the same terms and conditions as the already outstanding Second Lien Notes. Interest will accrue at (1) the annual rate of 7.250% payable in cash, plus (2) at the election of the Issuers (made by delivering a notice to the Second Lien Trustee not less than five business days prior to the record date), the annual rate of (i) 2.750% payable in cash (together with the annual rate set forth in clause (1), the “Cash Interest Rate”) or (ii) 3.500% payable by increasing the principal amount of the outstanding Second Lien Notes or by issuing additional PIK notes, in each case rounding up to the nearest $1.00 (such increased principal amount or additional PIK notes, the “PIK Interest”). During the fourth quarter of 2021, the second quarter of 2021 and the second quarter of 2020, the Partnership elected to increase the principal amount outstanding through the issuance of PIK notes. As of December 31, 2022, our principal amount outstanding included $7.2 million of PIK notes. Finance Agreements During the first quarter of 2022, CSI Compressco Leasing LLC and CSI Compressco Operating LLC (individually and collectively as Debtor), with CSI Compressco LP (as Guarantor), entered into a Master Equipment Finance Agreement with a third party in the amount of $7.8 million to finance certain compression equipment. The note is payable in monthly installments of $0.2 million for 36 months. The current portion of this amount is classified in accrued liabilities and other and the long-term portion is classified in other long-term liabilities on the accompanying consolidated balance sheet. During the third quarter of 2022, CSI Compressco Leasing LLC and CSI Compressco Operating LLC (individually and collectively as Debtor), with CSI Compressco LP (as Guarantor), entered into a Master Equipment Finance Agreements with a third party totaling $6.3 million to finance certain compression equipment. The notes are payable in monthly installments totaling $0.2 million for 36 months. The current portion of these amounts are classified in accrued liabilities and other and the long-term portion is classified in other long-term liabilities on the accompanying consolidated balance sheet. During the fourth quarter of 2022, CSI Compressco Leasing LLC and CSI Compressco Operating LLC (individually and collectively as Debtor), with CSI Compressco LP (as Guarantor), entered into a Master Equipment Finance Agreements with a third party totaling $2.5 million to finance certain compression equipment. The notes are payable in monthly installments totaling $0.1 million for 36 months. The current portion of these amounts are classified in accrued liabilities and other and the long-term portion is classified in other long-term liabilities on the accompanying consolidated balance sheet. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS GP Sale On January 29, 2021, Spartan acquired from TETRA Technologies, Inc. (“TETRA”) the Partnership’s general partner, its IDRs and 10.95 million common units in the Partnership (the “GP Sale”). The Partnership did not issue any common units or incur any debt as a result of the transaction. TETRA retained 5.2 million common units of the Partnership. Acquisition of Spartan entities On November 10, 2021, the Partnership entered into the Contribution Agreement by and among the Partnership, the general partner, Spartan, and Compressco Sub. Pursuant to the terms of the Contribution Agreement, Spartan contributed to the Partnership 100% of the limited liability company interest in Treating Holdco, 100% of the common stock in Spartan Terminals, and 99% of the limited liability company interests in Spartan Operating and the general partner agreed to cancel its IDRs in the Partnership in exchange for 48.4 million common units representing the limited partner interests in the Partnership. We refer to the acquisition of the Contributed Interests as the Spartan Acquisition. The general partner agreed to cancel its IDRs in the Partnership within 60 days of the Spartan Acquisition, and amended and restated its limited partnership agreement on January 6, 2022 to effect such cancellation. Omnibus Agreement On June 20, 2014, the Partnership, CSI Compressco GP and TETRA entered into a First Amendment to Omnibus Agreement (the “First Amendment”). The First Amendment amended the Omnibus Agreement previously entered into on June 20, 2011 (as amended, the “Omnibus Agreement”) to extend the term thereof. The Omnibus Agreement terminated upon the closing of the GP Sale (as defined below). Under the terms of the Omnibus Agreement, our general partner provided all personnel and services reasonably necessary to manage our operations and conduct our business (other than in Mexico, Canada, and Argentina), and certain of TETRA’s Latin American-based subsidiaries provide personnel and services necessary for the conduct of certain of our Latin American-based businesses. In addition, under the Omnibus Agreement, TETRA provided certain corporate and general and administrative services as requested by our general partner, including, without limitation, legal, accounting and financial reporting, treasury, insurance administration, claims processing and risk management, health, safety and environmental, information technology, human resources, credit, payroll, internal audit, and tax services. Pursuant to the Omnibus Agreement, we reimbursed our general partner and TETRA for services they provided to us. For the years ended December 31, 2021, we were charged by TETRA $0.8 million for expenses incurred on our behalf as described below. Upon the closing of the GP Sale, the Omnibus Agreement terminated in accordance with its terms. Beginning in February 2021, we reimburse our general partner under the terms of our partnership agreement for any expenses and expenditures incurred or payments made on our behalf, including operating expenses related to our operations and for the provision of various general and administrative services for our benefit. From February 2021 through November 10, 2021 we were charged $2.3 million. Transition Services Agreement TETRA provided back-office support to the Partnership under a Transition Services Agreement for a period of time until the Partnership completed a full separation from TETRA’s back-office support functions. The Transition Services Agreement with TETRA expired on January 31, 2022. For the year ended December 31, 2022 and December 31, 2021, we were charged $0.2 million and $6.1 million, respectively, for support functions. Management Services Agreement In connection with the Contribution Agreement, the Partnership entered into a Management Services Agreement, dated November 10, 2021, by and among the Partnership, the general partner, Spartan, Spartan Energy Partners GP LLC, the general partner of Spartan (“Spartan GP”), and Spartan Operating (the “Management Services Agreement”). Under the terms of the Management Services Agreement, the general partner, Spartan Operating and Spartan GP will provide certain services reasonably necessary for the operation of the businesses of the Partnership and its subsidiaries, Spartan, Spartan GP and Spartan Treating, including certain corporate and general and administrative services. Pursuant to the Management Services Agreement, the general partner and Spartan GP will allocate any costs and expenses incurred on a reasonable basis, and the parties will reimburse such other parties for costs and expenses allocated to them. From November 10, 2021 through December 31, 2021, we were charged $0.5 million. Spartan and General Partner Ownership As of December 31, 2022, Spartan’s ownership interest in us was approximately 45.5%, with the common units held by the public representing an approximate 55% interest in us. As of December 31, 2022, Spartan’s ownership was through various wholly owned subsidiaries and consisted of approximately 45.0% of the limited partner interests plus the approximate 0.5% general partner interest. As a result of its ownership of common units and its general partner interest in us, Spartan received distributions of $2.6 million during the year ended December 31, 2022. Prior to the GP sale, as a result of its ownership of common units and its general partner interest in us, TETRA received distributions of $0.1 million during the year ended December 31, 2021. Indemnification Agreement We have entered into indemnification agreements with each of our current directors and officers with regard to their services as a director or officer, in order to enhance the indemnification rights provided under Delaware law and our Partnership Agreement. The individual indemnification agreements provide each such director or officer with the right to receive his or her costs of defense if he or she is made a party or witness to any proceeding other than a proceeding brought by or in the right of us, provided that such director or officer has not acted in bad faith or engaged in fraud with respect to the action that gave rise to his or her participation in the proceeding. Other Sources of Financing In February 2019, we entered into a transaction with TETRA whereby TETRA agreed to fund the construction of and purchase from us up to $15.0 million of new compression services equipment and to subsequently lease the equipment back to us in exchange for a monthly rental fee. In December 2020, TETRA sold these compressors and assigned the corresponding leases to Spartan Energy Partners LP (“Spartan”). In January 2021, TETRA sold the general partner, IDRs and a majority of its common units in the Partnership to Spartan who assumed the financing obligation. On November 10, 2021, the Partnership completed the Spartan Acquisition. See ‘ Acquisition of Spartan entities’ for further description above. This resulted in the reassessment of the lease as an operating lease, thus the Partnership derecognized the assets and the related liabilities as of November 10, 2021. Additionally, all revenue and expenses were eliminated in consolidation. Common Unit Purchase Agreement On November 10, 2021, the Partnership closed a private placement of 39,050,210 common units to certain investors for gross proceeds of $52.7 million, pursuant to a Common Unit Purchase Agreement (the “Unit Purchase Agreement”) (the “Private Placement”). Of the amount raised, $7.0 million was contributed by management and other related parties. The Partnership also issued and sold approximately 3.0 million common units at $1.35 per unit to Spartan, raising an additional $4.0 million. Purchase of Compressor units from the Partnership by SES (“Spartan Sale-Leaseback”) On November 10, 2021, the Partnership sold 25 compressor units to Spartan Energy Service LLC (“SES”) and concurrently signed a lease agreement with SES for those units. This generated approximately $24 million in cash proceeds. As SES is an unrestricted subsidiary of the Partnership, the Spartan Sale-Leaseback has been eliminated in the consolidated income statements. Mexico Payroll Affiliate In January 2021, the Partnership entered into an agreement to purchase a TETRA-owned entity, which administers payroll in Mexico, for consideration of approximately $0.4 million. The difference between the fair value of the affiliate and TETRA’s historic carrying value of the affiliates’ net assets was recorded as a capital distribution. The associated liability was paid in April 2021. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | DISCONTINUED OPERATIONS We completed the sale of our Midland manufacturing facility on July 2, 2020. The Midland facility was used to design, fabricate and assemble new standard and customized compressor packages for our new unit sales business. In connection with the Midland manufacturing facility sale, we entered into an agreement with the buyer to continue to operate a portion of the facility, which allowed us to close out the remaining backlog for the new unit sales business and to continue to operate our aftermarket services business at that location for an interim period. Following completion of the last unit in October 2020, we ceased fabricating new compressor packages for sales to third parties or for our own service fleet. The operations associated with the new unit sales business were previously reported in equipment sales revenues and are now reflected as discontinued operations in our financial statements for all periods presented. Used equipment sales revenue continues to be included in equipment sales revenue. A summary of financial information related to our discontinued operations for the new unit sales business is as follows: Reconciliation of the Line Items Constituting Pretax Income (Loss) from Discontinued Operations to the After-Tax Income (Loss) from Discontinued Operations (in thousands) Year Ended December 31, 2022 2021 Revenue $ — $ 204 Cost of revenues — 461 Depreciation, amortization, and accretion — — Impairments of long-lived assets — — General and administrative expense — 355 Other (income) expense, net (173) — Total pretax income (loss) from discontinued operations 173 (612) Income tax provision — — Total income (loss) from discontinued operations $ 173 $ (612) Reconciliation of Major Classes of Assets and Liabilities of the Discontinued Operations to Amounts Presented Separately in the Statement of Financial Position (in thousands) December 31, 2022 December 31, 2021 Carrying amounts of major classes of assets included as part of discontinued operations Trade receivables $ — $ — Inventories — — Other Current Assets — — Current assets of discontinued operations $ — $ — Property, plant, and equipment — — Other assets — — Long-term assets of discontinued operations — — Total assets of discontinued operations $ — $ — Carrying amounts of major classes of liabilities included as part of discontinued operations Trade payables $ — $ — Accrued liabilities — 262 Current liabilities of discontinued operations $ — $ 262 Long-term liabilities of discontinued operations — — Total liabilities of discontinued operations $ — $ 262 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES From time to time, we are involved in litigation relating to claims arising out of our operations in the normal course of business. While the outcome of any lawsuits or other proceedings against us cannot be predicted with certainty, management does not consider it reasonably possible that a loss resulting from such lawsuits or proceedings in excess of any amounts accrued has been incurred that is expected to have a material adverse effect on our financial condition, results of operations, or cash flows. |
Equity-Based Compensation
Equity-Based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Equity-Based Compensation | EQUITY-BASED COMPENSATION 2011 Long Term Incentive Plan We have granted phantom unit and performance phantom unit awards to certain employees, officers, and directors of our general partner pursuant to the CSI Compressco LP Second Amended and Restated 2011 Long Term Incentive Plan. Awards of phantom units generally vest over a three-year period. Awards of performance phantom units cliff vest at the end of a performance period and are settled based on achievement of related performance measures over the performance period. Each of the phantom unit and performance phantom unit awards includes distribution equivalent rights that enable the recipient to receive additional units equal in value to the accumulated cash distributions made on the units subject to the award from the date of grant. Accumulated distributions associated with each underlying unit are payable upon settlement of the related phantom unit award (and are forfeited if the related award is forfeited). Phantom units are notional units that entitle the grantee to receive a common unit upon the vesting of the award. During the year ended December 31, 2022, we granted to certain officers and employees an aggregate of 676,335 phantom unit and performance phantom unit awards, having an average market value (equal to the closing price of the common units on the dates of grant) of $1.39 per unit, or an aggregate market value of $0.9 million. During the year ended December 31, 2021, we granted to certain officers and employees 1,786,978 phantom unit and performance phantom unit awards, having an average market value (equal to the closing price of the common units on the dates of grant) of $1.95 per unit, or an aggregate market value of $3.5 million. The fair value of awards vesting during 2022 and 2021 was approximately $2.0 million and $1.9 million, respectively. The fair value of awards is amortized straight-line over the vesting period. Adjustments to the amortized expense related to performance phantom units may be recognized prior to vesting depending on the expected achievement of the performance target. The following is a summary of unit activity for the year ended December 31, 2022: Units Weighted Average (In Thousands) Nonvested units outstanding at December 31, 2021 2,282 $ 2.01 Units granted (1) 676 1.39 Cancelled/forfeited (172) 1.88 Exercised/released (973) 2.03 Nonvested units outstanding at December 31, 2022 (2) 1,813 $ 1.78 (1) This number excludes 77,522 performance-based phantom units, which represents the maximum number of common units that would be issued if the maximum level of performance under the awards is achieved. (2) This number excludes an additional 0 performance-based phantom units, which, when combined with the 77,522 granted, (net of 2022 forfeitures), represents the maximum number of common units that would be issued if the maximum level of performance under the awards is achieved. The number of units actually issued under the awards may range from zero to 155,044 . Total estimated unrecognized equity-based compensation expense from unvested units as of December 31, 2022 , was approximately $1.8 million and is expected to be recognized over a weighted average period of approximately 1.35 years. The amount recognized in 2022 and 2021 was approximately $1.6 million and $2.0 million, respectively, and is included in selling, general, and administrative expense in our consolidated statements of operations. Common Unit Purchase Agreement On November 10, 2021, the Partnership closed the Private Placement of 39,050,210 common units to certain investors for gross proceeds of $52.7 million, pursuant to the Unit Purchase Agreement. The proceeds of the Private Placement were used for general partnership purposes, including the repayment or redemption of indebtedness. Of the amount raised, $7.0 million was contributed by management and other related parties. The Partnership also issued and sold approximately 3.0 million common units at $1.35 per unit to Spartan, raising an additional $4.0 million. All funds were collected as of November 10, 2021. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTSFair value is defined by ASC Topic 820 as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date” within an entity’s principal market, if any. The principal market is the market in which the reporting entity would sell the asset or transfer the liability with the greatest volume and level of activity, regardless of whether it is the market in which the entity will ultimately transact for a particular asset or liability or if a different market is potentially more advantageous. Accordingly, this exit price concept may result in a fair value that may differ from the transaction price or market price of the asset or liability. Under U.S. GAAP, the fair value hierarchy prioritizes inputs to valuation techniques used to measure fair value. Fair value measurements should maximize the use of observable inputs and minimize the use of unobservable inputs, where possible. Observable inputs are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs may be needed to measure fair value in situations where there is little or no market activity for the asset or liability at the measurement date and are developed based on the best information available in the circumstances, which could include the reporting entity’s own judgments about the assumptions market participants would utilize in pricing the asset or liability. Financial Instruments Derivative Contracts We have currency exchange rate risk exposure related to transactions denominated in a foreign currency as well as to investments in certain of our international operations. We enter into 30-day foreign currency forward derivative contracts as part of a program designed to mitigate the currency exchange rate risk exposure on selected transactions of certain foreign subsidiaries. As of December 31, 2022 and 2021, we had the following foreign currency derivative contracts outstanding relating to a portion of our foreign operations: December 31, 2022 US Dollar Notional Amount Traded Exchange Rate Settlement Date (In Thousands) Forward sale Mexican peso $ 2,071 $ 19.31 1/3/2023 December 31, 2021 US Dollar Notional Amount Traded Exchange Rate Settlement Date (In Thousands) Forward sale Mexican peso $ 5,572 $ 21.45 1/3/2022 Under a program designed to mitigate the currency exchange rate risk exposure on selected transactions of certain foreign subsidiaries, we may enter into similar derivative contracts from time to time. Although contracts pursuant to this program will serve as economic hedges of the cash flow of our currency exchange risk exposure, they will not be formally designated as hedge contracts or qualify for hedge accounting treatment. Accordingly, any change in the fair value of these derivative instruments during a period will be included in the determination of earnings for that period. The fair values of our foreign currency derivative contracts are based on quoted market values (a Level 2 fair value measurement). None of our foreign currency derivative instruments contains credit risk related contingent features that would require us to post assets or collateral for contracts that are classified as liabilities. During the years ended December 31, 2022 and 2021, we recognized approximately $1.6 million and $0.3 million of net losses, respectively, associated with our foreign currency derivatives programs. These amounts are included in other (income) expense, net, in the accompanying consolidated statement of operations. Fair Value of Debt The fair value of our debt has been estimated in accordance with the accounting standard regarding fair value. The fair value of our fixed rate long-term debt is estimated based on recent trades for these notes. The carrying and fair value of our debt, excluding unamortized debt issuance costs, are as follows (in thousands): December 31, 2022 December 31, 2021 Carrying Value Fair Value Carrying Value Fair Value (In Thousands) 7.50% First Lien Notes $ 400,000 $ 373,000 $ 400,000 $ 405,000 10.000%/10.750% Second Lien Notes 172,717 136,446 172,717 168,399 $ 572,717 $ 509,446 $ 572,717 $ 573,399 Other |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES As a partnership, we are generally not subject to income taxes at the entity level because our income is included in the tax returns of our partners. Our operations are treated as a partnership for federal tax purposes with each partner being separately taxed on its share of our taxable income. However, a portion of our business is conducted through taxable U.S. corporate subsidiaries. Accordingly, a U.S. federal and state income tax provision has been reflected in the accompanying statements of operations. State tax expense relating to the Texas franchise tax liability is included in the provision for income taxes. Certain of our operations are located outside of the U.S., and the Partnership, through its foreign subsidiaries, is responsible for income taxes in these countries. The Inflation Reduction Act of 2022 (the “IRA 2022”), which included significant changes to U.S. tax law including, but not limited to, a 15% corporate book minimum tax on corporations with average adjusted financial statement income exceeding $1.0 billion over a three-year period. We are not subject to the corporate book minimum tax due to the applicable threshold. Further regulations and interpretive guidance implementing the legislation contained in IRA 2022 is forthcoming, but subject to uncertainty at this time. The provisions of the Act are generally applicable beginning January 1, 2023 and therefore any tax impacts are immaterial in 2022. The income tax provision (benefit) attributable to our operations for the years ended December 31, 2022 and 2021, consists of the following: Year Ended December 31, 2022 2021 (In Thousands) Current Federal $ — $ — State 827 530 Foreign 3,583 5,005 4,410 5,535 Deferred Federal (5) 4 State 2 4 Foreign 379 (591) 376 (583) Total tax provision $ 4,786 $ 4,952 A reconciliation of the provision for income taxes computed by applying the federal statutory rate to income (loss) before income taxes and the reported income taxes is as follows: Year Ended December 31, 2022 2021 (In Thousands) Income (loss) tax provision computed at statutory federal income tax rates $ (3,671) $ (9,389) Partnership (earnings) losses 3,671 9,389 Corporate subsidiary earnings (loss) subject to federal tax (1,141) (485) Valuation allowances 896 1,865 Income tax expense attributable to foreign earnings 3,277 3,362 State income taxes (net of federal benefit) 1,681 57 Other 73 153 Total tax provision $ 4,786 $ 4,952 Income (loss) before income tax provision includes the following components: Year Ended December 31, 2022 2021 (In Thousands) United States $ (26,788) $ (57,987) International 9,306 13,279 Total $ (17,482) $ (44,708) We file U.S. federal, state, and foreign income tax returns on behalf of all of our consolidated subsidiaries. With few exceptions, we are not subject to U.S. federal, state, local, or non-U.S. income tax examinations by tax authorities for years prior to 2015. We file tax returns in the U.S. and in various state, local and non-U.S. jurisdictions. The following table summarizes the earliest tax years that remain subject to examination by taxing authorities in any major jurisdiction in which we operate: Jurisdiction Earliest Open Tax Period United States – Federal 2016 United States – State and Local 2016 Non-U.S. jurisdictions 2015 We use the liability method for reporting income taxes, under which current and deferred tax assets and liabilities are recorded in accordance with enacted tax laws and rates. Under this method, at the end of each period, the amounts of deferred tax assets and liabilities are determined using the tax rate expected to be in effect when the taxes are actually paid or recovered. We establish a valuation allowance to reduce the deferred tax assets when it is more likely than not that some portion or all of the deferred tax assets will not be realized. While we consider taxable income in prior carryback years, future reversals of existing taxable temporary differences, future taxable income, and tax planning strategies in assessing the need for the valuation allowance, there can be no guarantee that we will be able to realize all of our deferred tax assets. Significant components of our deferred tax assets and liabilities are as follows: December 31, 2022 December 31, 2021 Deferred Tax Assets (In Thousands) Other - Reserves $ 54 $ — Amortization for book in excess of tax expense 15,802 36,385 Accruals 1,197 5,065 Net operating losses 29,867 25,228 Accruals - Right of use liability 3,264 — Other - Plant, property, and equipment 1,251 — Other 3,515 4,504 Total deferred tax assets 54,950 71,182 Valuation allowance (30,273) (27,784) Net deferred tax assets $ 24,677 $ 43,398 December 31, 2022 December 31, 2021 Deferred Tax Liabilities (In Thousands) Accruals $ 1,476 $ 1,251 Depreciation for tax in excess of book expense 20,604 38,015 Right-of-use Asset 3,213 4,493 Other - Intangibles 87 — Other - Reserves 217 — Other 329 453 Total deferred tax liability 25,926 44,212 Net deferred tax liability $ 1,249 $ 814 At December 31, 2022, we have federal, state, and foreign net operating loss carryforwards/carrybacks equal to approximately $25.0 million, $2.5 million, and $2.4 million, respectively. In those foreign jurisdictions and states in which net operating losses are subject to an expiration period, our loss carryforwards, if not utilized, will expire from 2022 to 2040. Utilization of the net operating loss and credit carryforwards may be subject to a significant annual limitation due to ownership changes that have occurred previously or could occur in the future provided by Section 382 of the Internal Revenue Code of 1986, as amended. The valuation allowance increased $2.5 million during the year ended December 31, 2022 primarily due to the increase in deferred tax assets as a result of losses generated by our U.S. corporate subsidiaries. The valuation allowance decreased $14.0 million during the year ended December 31, 2021 primarily due to the acquisition of Spartan Treating and the associated deferred tax attributes. We believe that it is more likely than not we will not realize all the tax benefits of the deferred tax assets within the allowable carryforward period. Therefore, an appropriate valuation allowance has been provided. ASC 740, “Income Taxes” provides guidance on measurement and recognition in accounting for income tax uncertainties and provides related guidance on derecognition, classification, disclosure, interest, and penalties. As of December 31, 2022 and 2021, the Partnership had no material unrecognized tax benefits (as defined in ASC 740-10). We do not expect to incur interest charges or penalties related to our tax positions, but if such charges or penalties are incurred, our policy is to account for interest charges as interest expense and penalties as tax expense in the consolidated statements of operations. |
Earnings Per Common Unit
Earnings Per Common Unit | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Unit | EARNINGS PER COMMON UNIT The computations of earnings per common unit are based on the weighted average number of common units outstanding during the applicable full-year period. Basic earnings per common unit is determined by dividing net income (loss) allocated to the common units after deducting the amount allocated to our general partner by the weighted average number of outstanding common units during the period. When computing earnings per common unit under the two-class method in periods when distributions are greater than earnings, the amount of the distributions is deducted from net income (loss) and the excess of distributions over earnings is allocated between the general partner and common units based on how our partnership agreement allocates net losses. When earnings are greater than distributions, we determine cash distributions based on available cash. The amount of net income is allocated between the general partner and common units based on how our partnership agreement allocates net earnings. The following is the number of the weighted average basic and diluted common units outstanding: Year Ended December 31, 2022 2021 Weighted average basic and diluted common units outstanding 141,109,230 61,054,134 Diluted earnings per unit are computed using the treasury stock method which considers the potential future issuance of limited partner common units. Unvested phantom units are not included in basic earnings per common unit, as they are not considered to be participating securities, but are included in the calculation of diluted earnings per common unit. As of December 31, 2022 and 2021 there were no units excluded from the dilution calculation. |
Segments
Segments | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Segments | SEGMENTS ASC 280, “Segment Reporting”, defines the characteristics of an operating segment as (i) being engaged in business activity from which it may earn revenues and incur expenses, (ii) being reviewed by the company’s chief operating decision maker (“CODM”) to make decisions about resources to be allocated and to assess its performance, and (iii) having discrete financial information. Due to the contribution of entities by our general partner, we have identified our operating segments as legacy Partnership (excluding Spartan Treating) and Spartan Treating. See Note 4 - “Common Control Acquisition,” for a description of the contribution of Spartan Treating to the Partnership. In 2021, these two operating segments had discrete financial information and were managed separately. The Partnership (excluding Spartan Treating) and Spartan Treating operating segments are both individually material, however, because they have similar economic characteristics and are similar in the nature of products and services, the type or class of customers, methods used to distribute their products or provides services, and production process and regulatory environment, management has determined that they should be aggregated. Based on this, our general partner has concluded that we operate in one reportable segment. |
Geographic Information
Geographic Information | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Geographic Information | GEOGRAPHIC INFORMATION Our headquarters are in the United States of America and we also have operations in Latin America, Canada, and to a lesser extent, in other countries located in Europe, North Africa, and the Asia-Pacific region. We attribute revenue to the countries based on the location of customers. Long-lived assets consist primarily of compressor packages and are attributed to the countries based on the physical location of the compressor packages at a given year-end. Information by geographic area is as follows: Year Ended December 31, 2022 2021 (In Thousands) Revenues from external customers: U.S. $ 310,312 $ 261,751 Latin America 32,040 33,089 Canada 4,755 4,027 Egypt 4,045 3,430 Other 2,246 1,874 Total $ 353,398 $ 304,171 Identifiable assets: U.S. $ 654,515 $ 651,452 Latin America 57,683 59,396 Egypt 6,341 7,432 Canada 3,864 4,081 Total identifiable assets $ 722,403 $ 722,361 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS The Partnership has evaluated subsequent events through the filing of this Annual Report on Form 10-K and determined that there have been no events that have occurred that would require adjustments to our disclosures in the consolidated financial statements except for the transactions described below. On January 20, 2023, the board of directors of our general partner declared a cash distribution attributable to the quarter ended December 31, 2022, of $0.01 per common unit. This distribution equates to a distribution of $0.04 per outstanding common unit on an annualized basis. This distribution was paid on February 14, 2023 , to the holders of common units of record as of the close of business January 31, 2023. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Our consolidated financial statements include the accounts of our wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. On November 10, 2021, the Partnership entered into a Contribution Agreement by and among the Partnership, CSI Compressco GP LLC, a Delaware limited liability company (our “general partner”), Spartan Energy Partners, LP, a Delaware limited partnership (“Spartan”) and CSI Compressco Sub Inc., a Delaware corporation (“Compressco Sub”). Pursuant to the terms of the Contribution Agreement, Spartan contributed to the Partnership 100% of the limited liability company interest in Treating Holdco, LLC, a Delaware limited liability company (“Treating Holdco”), 100% of the common stock in Spartan Terminals Operating, Inc., a Delaware corporation (“Spartan Terminals”), and 99% of the limited liability company interests in Spartan Operating Company LLC, a Delaware limited liability company (“Spartan Operating” and together with Treating Holdco and Spartan Terminals, “Spartan Treating”) (such interests in Spartan Treating, the “Contributed Interests”) in exchange for 48.4 million common units in the partnership. We refer to the acquisition of the contributed interests as the “Spartan Acquisition.” The Spartan Acquisition was accounted for as a change in reporting entity between entities under common control in accordance with ASC 250-10-45-21. A change in reporting entity requires retrospective application for all periods as if the Spartan Acquisition had been in effect since inception of common control. As a result, the consolidated financial statements and notes thereto for the Partnership in this combined report have been prepared as if the change in reporting entity occurred on January 29, 2021. See Note 4 - “Common Control Acquisition,” for a description of the transaction. |
Segments | Segments Our general partner has concluded that we operate in one reportable segment . |
Business Combinations | Business Combinations When we acquire a business from an entity under common control, whereby the companies are ultimately controlled by the same party or parties both before and after the transaction, it is treated similar to the pooling of interests method of accounting. The assets and liabilities are recorded at the transferring entity’s historical cost instead of reflecting the fair value of assets and liabilities. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues, expenses, and impairments during the reporting period. Actual results could differ from those estimates, and such differences could be material. |
Cash Equivalents | Cash Equivalents We consider all highly liquid cash investments with maturities of three months or less when purchased to be cash equivalents. We have concentrated credit risk for cash by maintaining deposits in a major bank, which may at times exceed amounts covered by insurance provided by the United States Federal Deposit Insurance Corporation (“FDIC”). We monitor the financial health of the bank and have not experienced any losses in such accounts and believe we are not exposed to any significant credit risk. At times such cash balances may be in excess of the Federal Deposit Insurance Corporation coverage limit. Management believes the financial institutions are financially sound and risk of loss is minimal. We have not experienced any such losses. |
Financial Instruments | Financial Instruments Financial instruments that subject us to concentrations of credit risk consist principally of trade accounts receivable, which are primarily due from companies of varying size engaged in oil and gas activities in the United States, Canada, Mexico, Argentina, Chile and Egypt. Our policy is to review the financial condition of customers before extending credit and periodically updating customer credit information. Payment terms are on a short-term basis. The risk of loss from the inability to collect trade receivables is heightened during prolonged periods of low oil and natural gas commodity prices. We have currency exchange rate risk exposure related to transactions denominated in a foreign currency as well as to investments in certain of our international operations. Our risk management activities include the use of foreign currency forward purchase and sale derivative contracts as part of a program designed to mitigate the currency exchange rate risk exposure on selected international operations. We have $62.2 million balance outstanding under our variable rate revolving credit facilities as of December 31, 2022 and face market risk exposure related to changes in applicable interest rates. |
Foreign Currencies | Foreign Currencies |
Leases, Lessee | Leases Lessee As a lessee, unless the lease meets the criteria of short-term and is excluded per our policy election described below, we initially recognize a lease liability and related right-of-use asset on the commencement date. The right-of-use asset represents our right to use an underlying asset and the lease liability represents our obligation to make lease payments to the lessor over the lease term. All of our long-term leases are operating leases and are included in operating lease right-of-use assets, accrued liabilities and other, and operating lease liabilities in our consolidated balance sheet as of December 31, 2022 and 2021. We determine whether a contract is or contains a lease at inception of the contract. Where we are a lessee in a contract that includes an option to extend or terminate the lease, we include the extension period or exclude the period covered by the termination option in our lease term in determining the right-of-use asset and lease liability, if it is reasonably certain that we would exercise the option. As an accounting policy election, we do not include short-term leases on our balance sheet. Short-term leases include leases with a term of 12 months or less, inclusive of renewal options we are reasonably certain to exercise. The lease payments for short-term leases are included as operating lease costs on a straight-line basis over the lease term in cost of revenues or selling, general, and administrative expense based on the use of the underlying asset. We recognize lease costs for variable lease payments not included in the determination of a lease liability in the period in which an obligation is incurred. As allowed by U.S. GAAP, we do not separate non-lease components from the associated lease component for our contract services contracts and instead account for those components as a single component based on the accounting treatment of the predominant component. In our evaluation of whether Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 842 “Leases” or ASC 606 “Revenue from Contracts with Customers” is applicable to the combined component based on the predominant component, we determined the services non-lease component is predominant, resulting in the ongoing recognition of our compression services contracts following ASC 606. Our operating leases are recognized at the present value of lease payments over the lease term. When the implicit discount rate is not readily determinable, we use our incremental borrowing rate to calculate the discount rate used to determine the present value of lease payments. Consistent with other long-lived assets or asset groups that are held and used, we test for impairment of our right-of-use assets when impairment indicators are present. |
Leases, Lessor | Lessor Our agreements for rental equipment contain an operating lease component under ASC 842 because we, as the lessor, retain substantial exposure to changes in the underlying asset’s value, unlike a sale or secured lending arrangement. Therefore, we do not unrecognize the underlying asset, and recognize income associated with providing the lessee the right to control the use of the asset ratably over the lease term. As a lessor, we recognize operating lease revenue on our statements of operations as equipment rentals. This revenue is recognized on a straight-line basis over the term of the lease based on the monthly rate in the agreement. The leased asset remains on the balance sheets consistent with other property, plant and equipment. Cash receipts associated with all leases are classified as cash flows from operating activities in the statements of cash flows. one |
Allowances for Doubtful Accounts | Allowance for Doubtful Accounts |
Inventories | Inventories Inventories consist primarily of compressor package parts and supplies and work in process and are stated at the lower of cost or net realizable value. For parts and supplies, cost is determined using the weighted average cost |
Property, Plant, and Equipment | Property, Plant, and Equipment Property, plant, and equipment are stated at cost. Expenditures that increase the useful lives of assets are capitalized. The cost of repairs and maintenance is charged to cost of revenues as incurred. Compressors include compressor packages currently placed in service and available for service. Depreciation is computed using the straight-line method based on the following estimated useful lives: Buildings 15 – 30 years Compressors, Amine plants, and Production equipment 12 – 25 years Other equipment 2 – 8 years Vehicles 3 – 5 years Information systems 7 years Depreciation expense for the years ended December 31, 2022 and 2021 was $75.1 million and $74.9 million, respectively. Leasehold improvements are depreciated over the shorter of the remaining term of the associated building lease or their useful lives. Construction in progress as of December 31, 2022 and 2021 is primarily associated with the expansion of our contract services fleet and capital expenditures that sustain the capacity of our existing fleet. |
Intangible Assets | Intangible Assets Trademarks/trade names, customer relationships, and other intangible assets are amortized on a straight-line basis over their estimated useful lives, ranging from 2 to 15 years. Amortization expense related to intangible assets was $2.9 million and $2.9 million for the years ended December 31, 2022 and 2021, respectively, and is included in depreciation and amortization. The estimated future annual amortization expense of trademarks/trade names, customer relationships, and other intangible assets is $2.9 million each year for 2023 to 2027. |
Impairment and Other Charges | Impairments and Other Charges Impairments of long-lived assets, including identified intangible assets, are determined periodically when indicators of impairment are present. If such indicators are present, the determination of the amount of impairment is based on our judgments as to the future undiscounted operating cash flows to be generated from the relevant assets throughout their remaining estimated useful lives. If these undiscounted cash flows are less than the carrying amount of the related asset, an impairment is recognized for the excess of the carrying value over its fair value. Fair value of intangible assets is generally determined using the discounted present value of future cash flows using discount rates commensurate with the risks inherent with the specific assets. Assets held for disposal are recorded at the lower of carrying value or estimated fair value less estimated selling costs. During 2022 a certain engine in inventory was written off due to an engine being sold at a loss, resulting in a charge of $0.1 million. During 2021, we did not record any impairments of long-lived assets. |
Revenue Recognition | Revenue Recognition Performance Obligations. Revenue is recognized when performance obligations under the terms of a contract with our customer are satisfied. Revenue is generally recognized when we transfer control of our products or services to our customers. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring products or providing services to our customers. We receive cash equal to the invoice price for most product sales and services and payment terms typically range from 30 to 60 days from the date we invoice our customer. With the exception of the initial terms of our compression services contracts of our medium- and high-horsepower compressor packages, our customer contracts are generally for terms of one year or less. Since the period between when we deliver products or services and when the customer pays for products or services is not to exceed one year, we have elected not to calculate or disclose a financing component for our customer contracts. Depending on the terms of the arrangement, we may also defer the recognition of revenue for a portion of the consideration received because we have to satisfy a future performance obligation. For revenue associated with mobilization of service equipment as part of a service contract arrangement, such revenue, if significant, is deferred and amortized over the estimated service period. Contract services. For compression services revenues recognized over time, our customer contracts typically provide agreed upon monthly service rates and we recognize service revenue based upon the number of days that services have been performed. The majority of our compression services are provided pursuant to contract terms ranging from one month to twenty-four months. Monthly agreements are generally cancellable with 30 days written notice by the customer. Sales taxes, value added taxes, and other taxes we collect concurrent with revenue-producing activities are excluded from revenue. We recognize the cost for freight and shipping costs when control over our products (i.e., delivery) has transferred to the customer as part of cost of product sales. Use of Estimates. Our revenues do not include material amounts of variable consideration, as our revenues typically do not require significant estimates or judgments. The transaction prices on a majority of our arrangements are fixed and product returns are immaterial. Additionally, our arrangements typically do not include multiple performance obligations that require estimates of the stand-alone purchase price for each performance obligation. Revenue on certain aftermarket service arrangements that include time as a component of the transaction price is not recognized until the performance obligation is complete. Contract Assets and Liabilities. We consider contract assets to be trade accounts receivable when we have an unconditional right to consideration and only the passage of time is required before payment is due. In certain instances, particularly those requiring customer specific documentation prior to invoicing, our invoicing of the customer is delayed until certain documentation requirements are met. In those cases, we recognize a contract asset rather than a billed trade accounts receivable until we are able to invoice the customer. Contract assets, along with billed trade accounts receivable, are included in trade accounts receivable in our consolidated balance sheets. We classify contract liabilities as unearned income in our consolidated balance sheets. |
Equity-Based Compensation | Equity-Based Compensation We have an equity incentive compensation plan which provides for the granting of phantom units and performance phantom units to the executive officers, key employees, non-executive officers, and directors of our general partner. Total equity-based compensation expense for the years ended December 31, 2022 and 2021, was $1.6 million and $2.0 million, respectively. For further discussion of equity-based compensation, see Note 11 - “Equity-Based Compensation.” |
Income Taxes | Income Taxes Our operations are not subject to U.S. federal income tax other than the operations that are conducted through taxable subsidiaries. We incur state and local income taxes in certain areas of the U.S. in which we conduct business. We incur income taxes and are subject to withholding requirements related to certain of our operations in Latin America, Canada, and other foreign countries in which we operate. Furthermore, we also incur Texas Margin Tax, which, in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 740, is classified as an income tax for reporting purposes. A portion of the carrying value of certain deferred tax assets is subject to a valuation allowance. See Note 13 - “Income Taxes” for further discussion. |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) Certain of our international operations maintain their accounting records in the local currencies that are their functional currencies. For these operations, the functional currency financial statements are converted to U.S. dollar equivalents, with the effect of the foreign currency translation adjustment reflected as a component of accumulated other comprehensive income (loss). Accumulated other comprehensive income (loss) is included in partners’ capital in the accompanying audited consolidated balance sheets and consists of the cumulative currency translation adjustments associated with such international operations. Activity within our accumulated other comprehensive income (loss) is not subject to reclassifications to net income. |
Allocation of Net Income (Loss) | Allocation of Net Income (Loss) Our net income (loss) is allocated to partners’ capital accounts in accordance with the provisions of the Partnership Agreement. |
Earnings (Loss) Per Common Unit | Earnings (Loss) Per Common Unit Our computations of earnings per common unit are based on the weighted average number of common units outstanding during the applicable period. Basic earnings per common unit are determined by dividing net income (loss) allocated to the common units after deducting the amount allocated to our general partner by the weighted average number of outstanding common units during the period. When computing earnings per common unit under the two-class method in periods when distributions are greater than earnings, the amount of the distribution is deducted from net income (loss) and the excess of distributions over earnings is allocated between the general partner and common units based on how our Partnership Agreement allocates net losses. Diluted earnings per common unit are computed using the treasury stock method, which considers the potential future issuance of limited partner common units. Unvested phantom units are not included in basic earnings per common unit, as they are not considered to be participating securities, but are included in the calculation of diluted earnings per common unit. For the years ended December 31, 2022 and 2021, all unvested phantom units were excluded from the calculation of diluted common units because the impact was anti-dilutive. |
Fair Value Measurements | Fair Value Measurements We utilize fair value measurements to account for certain items and account balances within our consolidated financial statements. We utilize fair value measurements on a recurring basis in the accounting for our foreign currency forward purchase and sale derivative contracts. For these fair value measurements, we utilize the quoted value (a Level 2 fair value measurement). Refer to Note 12 - “Fair Value Measurements” for further discussion. |
New Accounting Pronouncements | New Accounting Pronouncements Standards adopted We did not adopt any new standards in 2022. Standards not yet adopted |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Financing Receivable, Allowance for Credit Loss | Changes in the allowance are as follows: Year Ended December 31, 2022 2021 (In Thousands) At beginning of period $ 1,223 $ 1,333 Activity in the period: Provision (recovery) for doubtful accounts (407) 412 Account charge-offs, net (80) (522) At end of period $ 736 $ 1,223 |
Summary of Estimated Useful Lives of Property, Plant and Equipment | Depreciation is computed using the straight-line method based on the following estimated useful lives: Buildings 15 – 30 years Compressors, Amine plants, and Production equipment 12 – 25 years Other equipment 2 – 8 years Vehicles 3 – 5 years Information systems 7 years |
Schedule of Accrued Liabilities | Accrued liabilities are detailed as follows: December 31, 2022 2021 (In Thousands) Accrued interest $ 12,093 $ 12,132 Operating lease liabilities, current portion 7,620 7,716 Compensation and employee benefits 7,867 6,529 Accrued taxes 6,069 7,808 Accrued capital expenditures 6,360 2,135 Equipment finance agreements, current portion 5,394 — Other accrued liabilities 1,673 3,568 Total accrued liabilities and other $ 47,076 $ 39,888 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | Expected revenue to be recognized in the future as of December 31, 2022 for completion of performance obligations of contract services are as follows: 2023 2024 2025 2026 2027 Total (In Thousands) Contract services contracts remaining performance obligations $ 76,042 $ 54,280 $ 13,993 $ 860 $ 219 $ 145,394 |
Contract with Customer, Contract Asset, Contract Liability, and Receivable | The following table reflects the changes in unearned income in our consolidated balance sheets for the periods indicated: December 31, 2022 December 31, 2021 (In Thousands) Unearned income, beginning of period $ 2,187 $ 269 Additional unearned income 10,725 5,044 Revenue recognized (10,322) (3,126) Unearned income, end of period $ 2,590 $ 2,187 |
Disaggregation of Revenue | Disaggregated revenue from contracts with customers by geography is as follows: Year Ended December 31, 2022 2021 (In Thousands) Contract services U.S. $ 227,542 $ 200,136 International 35,699 34,862 263,241 234,998 Aftermarket services U.S. 71,445 51,680 International 1,483 1,854 72,928 53,534 Equipment Rentals U.S. 9,380 7,663 International 5,485 5,240 14,865 12,903 Equipment sales U.S. 1,945 2,272 International 419 464 2,364 2,736 Total Revenue U.S. 310,312 261,751 International 43,086 42,420 $ 353,398 $ 304,171 |
Common Control Acquisition (Tab
Common Control Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The balance sheet of Spartan Treating on November 10, 2021, the date of acquisition, consisted of (in thousands): Current assets $ 6,616 Property, plant, and equipment 112,972 Less accumulated depreciation (53,039) Net property, plant, and equipment 59,933 Other assets 1,245 Total assets 67,794 Current liabilities 7,597 Long-term debt, net 32,590 Other liabilities 239 Total liabilities 40,426 Net assets $ 27,368 |
Schedule of Business Acquisitions, by Acquisition | The following tables include unaudited pro-forma financial information and the effect of the Spartan Acquisition after elimination of intercompany transactions. Year Ended December 31, 2021 CSI Spartan Treating Total (In Thousands, Unaudited) Revenue $ 281,146 $ 25,181 $ 306,327 Income (loss) from continuing operations $ (60,537) $ 11,666 $ (48,871) Net income (loss) $ (61,149) $ 11,666 $ (49,483) |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | Components of inventories, net of reserve as of December 31, 2022 and December 31, 2021 are as follows: December 31, 2022 December 31, 2021 (In Thousands) Parts and supplies $ 44,042 $ 31,441 Work in progress 1,860 1,830 Total inventories $ 45,902 $ 33,271 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Lease, Cost | Operating lease supplemental cash flow information: Year Ended December 31, 2022 2021 (In Thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows - operating leases $ 10,930 $ 10,675 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 8,777 $ 1,382 Supplemental balance sheet information: December 31, 2022 December 31, 2021 (In Thousands) Operating leases: Operating right-of-use asset $ 27,205 $ 25,898 Accrued liabilities and other $ 7,620 $ 7,716 Operating lease liabilities 19,419 17,648 Total operating lease liabilities $ 27,039 $ 25,364 Additional operating lease information: December 31, 2022 December 31, 2021 Weighted average remaining lease term: Operating leases 4.39 years 4.10 years Weighted average discount rate: Operating leases 10.05 % 10.09 % |
Lease Maturity | Future minimum lease payments by year and in the aggregate, under non-cancelable operating leases with terms in excess of one year consist of the following at December 31, 2022: Operating Leases (In Thousands) 2023 $ 10,244 2024 6,788 2025 5,792 2026 5,149 2027 2,346 Thereafter 2,772 Total lease payments 33,091 Less imputed interest (6,052) Total lease liabilities $ 27,039 |
Operating Lease, Lease Income | We recognized operating lease revenue, which is included in “Equipment rentals” on the consolidated statements of operations as follows: December 31, 2022 December 31, 2021 (In Thousands) Equipment rentals $ 14,865 $ 12,903 |
Lessor, Operating Lease, Payment to be Received, Fiscal Year Maturity | The following table presents the maturity of lease payments for operating lease agreements in effect as of December 31, 2022 . This presentation includes minimum fixed lease payments and does not include an estimate of variable lease consideration. These agreements have remaining lease terms ranging from 1 month to 6 years. The following table presents the undiscounted cash flows expected to be received related to these agreements: 2023 2024 2025 2026 2027 Thereafter (In Thousands) Future minimum lease revenue $ 8,196 $ 1,744 $ 1,599 $ 1,576 $ 1,576 $ 1,845 |
Long-Term Debt and Other Borr_2
Long-Term Debt and Other Borrowings (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt Table | Long-term debt consists of the following: December 31, 2022 December 31, 2021 Scheduled Maturity (In Thousands) Credit Agreement (1) June 29, 2025 $ 6,312 $ 330 Spartan Credit Agreement (2) October 17, 2025 54,912 58,045 7.5% First Lien Notes due 2025 (3) April 1, 2025 400,293 399,767 10.000%/10.750% Second Lien Notes due 2026 (4) April 1, 2026 172,499 172,999 Total long-term debt 634,016 631,141 Other borrowings (5) Various 14,129 — Total long-term debt and other borrowings $ 648,145 $ 631,141 (1) Net of unamortized deferred financing costs of $0.4 million as of December 31, 2022 and of $0.5 million as of December 31, 2021. (2) Net of unamortized deferred financing costs of $0.6 million as of December 31, 2022 and $1.0 million as of December 31, 2021. (3) Net of unamortized deferred financing costs of $2.3 million and $3.9 million as of December 31, 2022 and 2021, respectively, unamortized discount of $0.1 million and $0.2 million as of December 31, 2022 and 2021, respectively, and deferred restructuring gain of $2.7 million and $3.9 million as of December 31, 2022 and 2021, respectively. (4) Net of unamortized deferred financing costs of $1.9 million and $2.0 million, unamortized discount of $0.7 million and $0.9 million, and deferred restructuring gain of $2.4 million and $3.1 million as of December 31, 2022 and 2021, respectively. (5) Includes $5.4 million of current liability classified as Accrued liabilities and other and $8.7 million classified as Other long-term liabilities on the accompanying consolidated balance sheet. |
Schedule of Maturities of Long-term Debt | Scheduled maturities for the next five years and thereafter are as follows: December 31, 2022 (In Thousands) 2023 $ 5,415 2024 61,325 2025 409,718 2026 172,717 2027 — Thereafter — Total maturities $ 649,175 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | Reconciliation of the Line Items Constituting Pretax Income (Loss) from Discontinued Operations to the After-Tax Income (Loss) from Discontinued Operations (in thousands) Year Ended December 31, 2022 2021 Revenue $ — $ 204 Cost of revenues — 461 Depreciation, amortization, and accretion — — Impairments of long-lived assets — — General and administrative expense — 355 Other (income) expense, net (173) — Total pretax income (loss) from discontinued operations 173 (612) Income tax provision — — Total income (loss) from discontinued operations $ 173 $ (612) Reconciliation of Major Classes of Assets and Liabilities of the Discontinued Operations to Amounts Presented Separately in the Statement of Financial Position (in thousands) December 31, 2022 December 31, 2021 Carrying amounts of major classes of assets included as part of discontinued operations Trade receivables $ — $ — Inventories — — Other Current Assets — — Current assets of discontinued operations $ — $ — Property, plant, and equipment — — Other assets — — Long-term assets of discontinued operations — — Total assets of discontinued operations $ — $ — Carrying amounts of major classes of liabilities included as part of discontinued operations Trade payables $ — $ — Accrued liabilities — 262 Current liabilities of discontinued operations $ — $ 262 Long-term liabilities of discontinued operations — — Total liabilities of discontinued operations $ — $ 262 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Nonvested Units Outstanding Table | The following is a summary of unit activity for the year ended December 31, 2022: Units Weighted Average (In Thousands) Nonvested units outstanding at December 31, 2021 2,282 $ 2.01 Units granted (1) 676 1.39 Cancelled/forfeited (172) 1.88 Exercised/released (973) 2.03 Nonvested units outstanding at December 31, 2022 (2) 1,813 $ 1.78 (1) This number excludes 77,522 performance-based phantom units, which represents the maximum number of common units that would be issued if the maximum level of performance under the awards is achieved. (2) This number excludes an additional 0 performance-based phantom units, which, when combined with the 77,522 granted, (net of 2022 forfeitures), represents the maximum number of common units that would be issued if the maximum level of performance under the awards is achieved. The number of units actually issued under the awards may range from zero to 155,044 . |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Notional Amounts of Outstanding Derivative Positions Table | As of December 31, 2022 and 2021, we had the following foreign currency derivative contracts outstanding relating to a portion of our foreign operations: December 31, 2022 US Dollar Notional Amount Traded Exchange Rate Settlement Date (In Thousands) Forward sale Mexican peso $ 2,071 $ 19.31 1/3/2023 December 31, 2021 US Dollar Notional Amount Traded Exchange Rate Settlement Date (In Thousands) Forward sale Mexican peso $ 5,572 $ 21.45 1/3/2022 |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The fair value of our debt has been estimated in accordance with the accounting standard regarding fair value. The fair value of our fixed rate long-term debt is estimated based on recent trades for these notes. The carrying and fair value of our debt, excluding unamortized debt issuance costs, are as follows (in thousands): December 31, 2022 December 31, 2021 Carrying Value Fair Value Carrying Value Fair Value (In Thousands) 7.50% First Lien Notes $ 400,000 $ 373,000 $ 400,000 $ 405,000 10.000%/10.750% Second Lien Notes 172,717 136,446 172,717 168,399 $ 572,717 $ 509,446 $ 572,717 $ 573,399 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Tax Provision Table | The income tax provision (benefit) attributable to our operations for the years ended December 31, 2022 and 2021, consists of the following: Year Ended December 31, 2022 2021 (In Thousands) Current Federal $ — $ — State 827 530 Foreign 3,583 5,005 4,410 5,535 Deferred Federal (5) 4 State 2 4 Foreign 379 (591) 376 (583) Total tax provision $ 4,786 $ 4,952 |
Effective Income Tax Rate Reconciliation Table | A reconciliation of the provision for income taxes computed by applying the federal statutory rate to income (loss) before income taxes and the reported income taxes is as follows: Year Ended December 31, 2022 2021 (In Thousands) Income (loss) tax provision computed at statutory federal income tax rates $ (3,671) $ (9,389) Partnership (earnings) losses 3,671 9,389 Corporate subsidiary earnings (loss) subject to federal tax (1,141) (485) Valuation allowances 896 1,865 Income tax expense attributable to foreign earnings 3,277 3,362 State income taxes (net of federal benefit) 1,681 57 Other 73 153 Total tax provision $ 4,786 $ 4,952 |
Domestic and Foreign Income Before Income Tax Table | Income (loss) before income tax provision includes the following components: Year Ended December 31, 2022 2021 (In Thousands) United States $ (26,788) $ (57,987) International 9,306 13,279 Total $ (17,482) $ (44,708) |
Summary of Tax Years Subject to Examination by Taxing Authority | The following table summarizes the earliest tax years that remain subject to examination by taxing authorities in any major jurisdiction in which we operate: Jurisdiction Earliest Open Tax Period United States – Federal 2016 United States – State and Local 2016 Non-U.S. jurisdictions 2015 |
Deferred Tax Assets and Liabilities Table | Significant components of our deferred tax assets and liabilities are as follows: December 31, 2022 December 31, 2021 Deferred Tax Assets (In Thousands) Other - Reserves $ 54 $ — Amortization for book in excess of tax expense 15,802 36,385 Accruals 1,197 5,065 Net operating losses 29,867 25,228 Accruals - Right of use liability 3,264 — Other - Plant, property, and equipment 1,251 — Other 3,515 4,504 Total deferred tax assets 54,950 71,182 Valuation allowance (30,273) (27,784) Net deferred tax assets $ 24,677 $ 43,398 December 31, 2022 December 31, 2021 Deferred Tax Liabilities (In Thousands) Accruals $ 1,476 $ 1,251 Depreciation for tax in excess of book expense 20,604 38,015 Right-of-use Asset 3,213 4,493 Other - Intangibles 87 — Other - Reserves 217 — Other 329 453 Total deferred tax liability 25,926 44,212 Net deferred tax liability $ 1,249 $ 814 |
Earnings Per Common Unit (Table
Earnings Per Common Unit (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Reconciliation of Weighted Average Units Table | The following is the number of the weighted average basic and diluted common units outstanding: Year Ended December 31, 2022 2021 Weighted average basic and diluted common units outstanding 141,109,230 61,054,134 |
Geographic Information (Tables)
Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Revenues and Long-Lived Assets by Geographic Area Table | Long-lived assets consist primarily of compressor packages and are attributed to the countries based on the physical location of the compressor packages at a given year-end. Information by geographic area is as follows: Year Ended December 31, 2022 2021 (In Thousands) Revenues from external customers: U.S. $ 310,312 $ 261,751 Latin America 32,040 33,089 Canada 4,755 4,027 Egypt 4,045 3,430 Other 2,246 1,874 Total $ 353,398 $ 304,171 Identifiable assets: U.S. $ 654,515 $ 651,452 Latin America 57,683 59,396 Egypt 6,341 7,432 Canada 3,864 4,081 Total identifiable assets $ 722,403 $ 722,361 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||||||||
Nov. 14, 2022 $ / shares | Oct. 19, 2022 $ / shares | Aug. 12, 2022 $ / shares | Jul. 19, 2022 $ / shares | May 13, 2022 $ / shares | Apr. 19, 2022 $ / shares | Feb. 14, 2022 $ / shares | Jan. 20, 2022 $ / shares | Nov. 10, 2021 shares | Dec. 31, 2022 USD ($) segment | Dec. 31, 2021 USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |||||||||||
Number of reportable segments | segment | 1 | ||||||||||
Foreign currency exchange (gains) losses | $ 1,900 | $ 200 | |||||||||
Depreciation | 75,100 | 74,900 | |||||||||
Amortization expense of intangible assets | 2,900 | 2,900 | |||||||||
Future amortization expense, 2023 | 2,900 | ||||||||||
Future amortization expense, 2024 | 2,900 | ||||||||||
Future amortization expense, 2025 | 2,900 | ||||||||||
Future amortization expense, 2026 | 2,900 | ||||||||||
Future amortization expense, 2027 | 2,900 | ||||||||||
Impairments and other charges | $ 135 | 0 | |||||||||
Revenue, performance obligation, description of timing | We receive cash equal to the invoice price for most product sales and services and payment terms typically range from 30 to 60 days from the date we invoice our customer. | ||||||||||
Equity-based compensation expense, net | $ 1,600 | $ 2,000 | |||||||||
Amount of declared distribution (in USD per unit) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||
Amount of declared distribution on an annualized basis (in USD per unit) | $ / shares | $ 0.04 | $ 0.04 | $ 0.04 | $ 0.04 | |||||||
Line of Credit | |||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||
Outstanding balance | $ 62,200 | ||||||||||
Minimum | |||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||
Intangible assets other than goodwill, useful lives | 2 years | ||||||||||
Minimum | Amine Plants | |||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||
Lessor, operating lease, term of contract | 1 year | ||||||||||
Minimum | Cooling Units | |||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||
Lessor, operating lease, term of contract | 1 month | ||||||||||
Maximum | |||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||
Intangible assets other than goodwill, useful lives | 15 years | ||||||||||
Maximum | Amine Plants | |||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||
Lessor, operating lease, term of contract | 6 years | ||||||||||
Maximum | Cooling Units | |||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||
Lessor, operating lease, term of contract | 2 years | ||||||||||
Spartan Treating | |||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||
Business combination, consideration transferred, equity interests issued and issuable (in units) | shares | 48,400,000 | ||||||||||
Spartan Energy Partners LP | Treating Holdco LLC | |||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||
Percentage of ownership before transaction | 100% | ||||||||||
Spartan Energy Partners LP | Spartan Terminals Operating, Inc. | |||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||
Percentage of ownership before transaction | 100% | ||||||||||
Spartan Energy Partners LP | Spartan Operating Company, LLC | |||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||
Percentage of ownership before transaction | 99% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
At beginning of period | $ 1,223 | $ 1,333 |
Provision (recovery) for doubtful accounts | (407) | 412 |
Account charge-offs, net | (80) | (522) |
At end of period | $ 736 | $ 1,223 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Estimated Useful Lives of Property, Plant and Equipment (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Information systems | |
Property, plant and equipment [Line Items] | |
Property, plant and equipment, useful life | 7 years |
Minimum | Buildings | |
Property, plant and equipment [Line Items] | |
Property, plant and equipment, useful life | 15 years |
Minimum | Compressors, Amine plants, and Production equipment | |
Property, plant and equipment [Line Items] | |
Property, plant and equipment, useful life | 12 years |
Minimum | Other equipment | |
Property, plant and equipment [Line Items] | |
Property, plant and equipment, useful life | 2 years |
Minimum | Vehicles | |
Property, plant and equipment [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Maximum | Buildings | |
Property, plant and equipment [Line Items] | |
Property, plant and equipment, useful life | 30 years |
Maximum | Compressors, Amine plants, and Production equipment | |
Property, plant and equipment [Line Items] | |
Property, plant and equipment, useful life | 25 years |
Maximum | Other equipment | |
Property, plant and equipment [Line Items] | |
Property, plant and equipment, useful life | 8 years |
Maximum | Vehicles | |
Property, plant and equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | ||
Accrued interest | $ 12,093 | $ 12,132 |
Operating lease liabilities, current portion | 7,620 | 7,716 |
Compensation and employee benefits | 7,867 | 6,529 |
Accrued taxes | 6,069 | 7,808 |
Accrued capital expenditures | 6,360 | 2,135 |
Equipment finance agreements, current portion | 5,394 | 0 |
Other accrued liabilities | 1,673 | 3,568 |
Total accrued liabilities and other | $ 47,076 | $ 39,888 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Narrative (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Revenue from Contract with Customer [Abstract] | ||
Revenue, remaining performance obligation, amount | $ 145,394 | |
Contract with customer, asset, before allowance for credit loss | $ 4,200 | $ 4,100 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Revenue Performance Obligations (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 145,394 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 76,042 |
Revenue, remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 54,280 |
Revenue, remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 13,993 |
Revenue, remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 860 |
Revenue, remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 219 |
Revenue, remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Contract With Customer, Change In Contract Liability [Roll Forward] | ||
Unearned income, beginning of period | $ 2,187 | $ 269 |
Additional unearned income | 10,725 | 5,044 |
Revenue recognized | (10,322) | (3,126) |
Unearned income, end of period | $ 2,590 | $ 2,187 |
Revenue from Contracts with C_6
Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Compression and related services | $ 353,398 | $ 304,171 |
U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Compression and related services | 310,312 | 261,751 |
International | ||
Disaggregation of Revenue [Line Items] | ||
Compression and related services | 43,086 | 42,420 |
Contract services | ||
Disaggregation of Revenue [Line Items] | ||
Compression and related services | 263,241 | 234,998 |
Contract services | U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Compression and related services | 227,542 | 200,136 |
Contract services | International | ||
Disaggregation of Revenue [Line Items] | ||
Compression and related services | 35,699 | 34,862 |
Aftermarket services | ||
Disaggregation of Revenue [Line Items] | ||
Compression and related services | 72,928 | 53,534 |
Aftermarket services | U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Compression and related services | 71,445 | 51,680 |
Aftermarket services | International | ||
Disaggregation of Revenue [Line Items] | ||
Compression and related services | 1,483 | 1,854 |
Equipment rentals | ||
Disaggregation of Revenue [Line Items] | ||
Compression and related services | 14,865 | 12,903 |
Equipment rentals | U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Compression and related services | 9,380 | 7,663 |
Equipment rentals | International | ||
Disaggregation of Revenue [Line Items] | ||
Compression and related services | 5,485 | 5,240 |
Equipment sales | ||
Disaggregation of Revenue [Line Items] | ||
Compression and related services | 2,364 | 2,736 |
Equipment sales | U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Compression and related services | 1,945 | 2,272 |
Equipment sales | International | ||
Disaggregation of Revenue [Line Items] | ||
Compression and related services | $ 419 | $ 464 |
Common Control Acquisition - Na
Common Control Acquisition - Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Nov. 10, 2021 | Nov. 10, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||
Distributions | $ 5,669 | $ 1,945 | ||
Net income | $ (22,095) | $ (50,272) | ||
Spartan Treating | ||||
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||
Partners' capital | $ 27,400 | $ 27,400 | ||
Net income | 8,200 | |||
Spartan Treating | ||||
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||
Business combination, consideration transferred, equity interests issued and issuable (in units) | 48,400,000 | |||
Business combination, consideration transferred, equity interests issued or issuable, value | $ 65,300 | $ 65,300 | ||
Distributions | $ 37,900 |
Common Control Acquisition- Sch
Common Control Acquisition- Schedule of Assets Acquired and Liabilities Assumed (Details) - Spartan Treating $ in Thousands | Nov. 10, 2021 USD ($) |
Business Acquisition [Line Items] | |
Current assets | $ 6,616 |
Property, plant, and equipment | 112,972 |
Less accumulated depreciation | (53,039) |
Net property, plant, and equipment | 59,933 |
Other assets | 1,245 |
Total assets | 67,794 |
Current liabilities | 7,597 |
Long-term debt, net | 32,590 |
Other liabilities | 239 |
Total liabilities | 40,426 |
Net assets | $ 27,368 |
Common Control Acquisition - Pr
Common Control Acquisition - Pro-Forma Financial Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | |
Revenue | $ 306,327 |
Income (loss) from continuing operations | (48,871) |
Net income (loss) | (49,483) |
Subsidiaries | CSI Compressco [Member] | |
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | |
Revenue | 281,146 |
Income (loss) from continuing operations | (60,537) |
Net income (loss) | (61,149) |
Subsidiaries | Spartan Treating | |
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | |
Revenue | 25,181 |
Income (loss) from continuing operations | 11,666 |
Net income (loss) | $ 11,666 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Parts and supplies | $ 44,042 | $ 31,441 |
Work in progress | 1,860 | 1,830 |
Total inventories | $ 45,902 | $ 33,271 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Lessee, Lease, Description [Line Items] | |||
Remaining lease term | 10 years | ||
Lease cost | $ 14 | $ 13.7 | |
Short-term lease cost | 2.8 | 3.1 | |
Variable lease cost | $ 0 | $ 0 | $ 0 |
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Notice to terminate | 30 days | ||
Lessor, operating lease, remaining lease term | 1 month | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Notice to terminate | 6 months | ||
Lessor, operating lease, remaining lease term | 6 years |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Cash Flow, Operating Activities, Lessee [Abstract] | ||
Cash paid for amounts included in the measurement of lease liabilities, Operating cash flows - operating leases | $ 10,930 | $ 10,675 |
Right-of-use asset obtained in exchange for lease obligations, Operating leases | $ 8,777 | $ 1,382 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Operating leases: | ||
Operating lease right-of-use assets | $ 27,205 | $ 25,898 |
Accrued liabilities and other | 7,620 | 7,716 |
Operating lease liabilities | 19,419 | 17,648 |
Total operating lease liabilities | $ 27,039 | $ 25,364 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued liabilities and other | Accrued liabilities and other |
Leases - Additional Operating L
Leases - Additional Operating Lease Information (Details) | Dec. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Weighted average remaining lease term, Operating lease, | 4 years 4 months 20 days | 4 years 1 month 6 days |
Weighted average discount rate, Operating lease | 10.05% | 10.09% |
Leases - Future Minimum Maturit
Leases - Future Minimum Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
2023 | $ 10,244 | |
2024 | 6,788 | |
2025 | 5,792 | |
2026 | 5,149 | |
2027 | 2,346 | |
Thereafter | 2,772 | |
Total lease payments | 33,091 | |
Less imputed interest | (6,052) | |
Total lease liabilities | $ 27,039 | $ 25,364 |
Leases - Lessor Operating Lease
Leases - Lessor Operating Lease Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Lessee, Lease, Description [Line Items] | ||
Compression and related services | $ 353,398 | $ 304,171 |
Equipment rentals | ||
Lessee, Lease, Description [Line Items] | ||
Compression and related services | $ 14,865 | $ 12,903 |
Leases - Lessor Future Minimum
Leases - Lessor Future Minimum Lease Revenue (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Lessor, Operating Lease, Payments, Fiscal Year Maturity [Abstract] | |
2023 | $ 8,196 |
2024 | 1,744 |
2025 | 1,599 |
2026 | 1,576 |
2027 | 1,576 |
Thereafter | $ 1,845 |
Long-Term Debt and Other Borr_3
Long-Term Debt and Other Borrowings - Long Term Debt Table (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Jun. 12, 2018 | |
Debt Instrument [Line Items] | |||
Total long-term debt | $ 634,016,000 | $ 631,141,000 | |
Other borrowings | 14,129,000 | 0 | |
Total long-term debt and other borrowings | 648,145,000 | 631,141,000 | |
Current liabilities | 5,400,000 | ||
Other long-term liabilities | 8,742,000 | 299,000 | |
Line of Credit | Credit Agreement | |||
Debt Instrument [Line Items] | |||
Total long-term debt | 6,312,000 | 330,000 | |
Unamortized debt issuance expense | 400,000 | 500,000 | |
Line of Credit | Spartan Credit Agreement | |||
Debt Instrument [Line Items] | |||
Total long-term debt | 54,912,000 | 58,045,000 | |
Unamortized debt issuance expense | $ 600,000 | 1,000,000 | |
Secured Debt | 7.50% First Lien Notes | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 7.50% | ||
Total long-term debt | $ 400,293,000 | 399,767,000 | |
Unamortized debt issuance expense | 2,300,000 | 3,900,000 | |
Debt instrument, unamortized discount | 100,000 | 200,000 | |
Gains (losses) on restructuring of debt | 2,700,000 | 3,900,000 | |
Secured Debt | 10.000%/10.750% Second Lien Notes | |||
Debt Instrument [Line Items] | |||
Total long-term debt | 172,499,000 | 172,999,000 | |
Unamortized debt issuance expense | 1,900,000 | 2,000,000 | |
Debt instrument, unamortized discount | 700,000 | 900,000 | |
Gains (losses) on restructuring of debt | $ 2,400,000 | $ 3,100,000 | |
Secured Debt | 10.000%/10.750% Second Lien Notes | Minimum | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 10% | 10% | |
Secured Debt | 10.000%/10.750% Second Lien Notes | Maximum | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 10.75% | 10.75% |
Long-Term Debt and Other Borr_4
Long-Term Debt and Other Borrowings - Schedule of Maturities of Long-term Debt (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Debt Disclosure [Abstract] | |
2023 | $ 5,415 |
2024 | 61,325 |
2025 | 409,718 |
2026 | 172,717 |
2027 | 0 |
Thereafter | 0 |
Total maturities | $ 649,175 |
Long-Term Debt and Other Borr_5
Long-Term Debt and Other Borrowings - Narrative (Details) - USD ($) | 3 Months Ended | |||||||||||
Dec. 31, 2022 | Sep. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Nov. 16, 2021 | Nov. 10, 2021 | Nov. 09, 2021 | Apr. 30, 2021 | Jan. 29, 2021 | Jun. 11, 2020 | Jun. 29, 2018 | Jun. 12, 2018 | |
Debt Instrument [Line Items] | ||||||||||||
Total long-term debt | $ 634,016,000 | $ 631,141,000 | ||||||||||
Long-term debt, gross | $ 649,175,000 | |||||||||||
7.50% First Lien Notes | Secured Debt | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Stated interest rate | 7.50% | |||||||||||
Total long-term debt | $ 400,293,000 | 399,767,000 | ||||||||||
10.000%/10.750% Second Lien Notes | Secured Debt | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Total long-term debt | $ 172,499,000 | $ 172,999,000 | ||||||||||
Debt instrument, face amount | $ 155,529,000 | |||||||||||
10.000%/10.750% Second Lien Notes | Secured Debt | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Stated interest rate | 10% | 10% | ||||||||||
10.000%/10.750% Second Lien Notes | Secured Debt | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Stated interest rate | 10.75% | 10.75% | ||||||||||
10.000%/10.750% Second Lien Notes | Payment in Kind (PIK) Note | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Total long-term debt | $ 7,200,000 | |||||||||||
New Second Lien Notes | Secured Debt | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, face amount | $ 10,000,000 | |||||||||||
New Second Lien Notes | Secured Debt | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Stated interest rate | 10% | |||||||||||
New Second Lien Notes | Secured Debt | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Stated interest rate | 10.75% | |||||||||||
Second Lien Notes Indenture | Payment in Kind (PIK) Note | Rate 1 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Stated interest rate | 7.25% | |||||||||||
Second Lien Notes Indenture | Payment in Kind (PIK) Note | Rate 2 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Stated interest rate | 2.75% | |||||||||||
Second Lien Notes Indenture | Payment in Kind (PIK) Note | Rate 3 | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Stated interest rate | 3.50% | |||||||||||
Master Equipment Finance Agreement | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term debt, gross | $ 2,500,000 | $ 6,300,000 | $ 7,800,000 | |||||||||
Debt instrument, periodic payment | $ 100,000 | $ 200,000 | $ 200,000 | |||||||||
Debt instrument, term | 36 months | 36 months | 36 months | |||||||||
Revolving Credit Facility | Credit Agreement | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line of credit facility, maximum borrowing capacity | $ 35,000,000 | |||||||||||
Line of credit facility, reserve amount | $ 3,500,000 | $ 5,000,000 | $ 10,000,000 | $ 5,000,000 | ||||||||
Remaining borrowing capacity | 23,400,000 | |||||||||||
Outstanding balance | 6,700,000 | |||||||||||
Revolving Credit Facility | Credit Agreement Sublimit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line of credit facility, accordion feature, increase limit | $ 25,000,000 | |||||||||||
Letters of credit outstanding, amount | 1,400,000 | |||||||||||
Line of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Outstanding balance | 62,200,000 | |||||||||||
Line of Credit | Spartan Credit Agreement | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line of credit facility, maximum borrowing capacity | $ 70,000,000 | $ 55,000,000 | ||||||||||
Remaining borrowing capacity | 14,500,000 | |||||||||||
Outstanding balance | 55,500,000 | |||||||||||
Letters of credit outstanding, amount | $ 0 |
Related Party Transactions (Det
Related Party Transactions (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended | 14 Months Ended | ||||
Nov. 10, 2021 USD ($) unit $ / shares shares | Jan. 31, 2021 USD ($) | Nov. 10, 2021 USD ($) $ / shares | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2022 USD ($) | Jan. 29, 2021 shares | Feb. 28, 2019 USD ($) | |
Related Party Transaction [Line Items] | ||||||||
Distributions | $ 5,669 | $ 1,945 | ||||||
Private Placement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Sale of common units (in units) | shares | 39,050,210 | |||||||
Sale of stock, consideration received on transaction | $ 52,700 | |||||||
TETRA | ||||||||
Related Party Transaction [Line Items] | ||||||||
Long-term affiliate payable | $ 15,000 | |||||||
Management And Other Related Parties | Private Placement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Sale of stock, consideration received on transaction | $ 7,000 | |||||||
Spartan Treating | ||||||||
Related Party Transaction [Line Items] | ||||||||
Business combination, consideration transferred, equity interests issued and issuable (in units) | shares | 48,400,000 | |||||||
Distributions | $ 37,900 | |||||||
Mexico Payroll Affiliate | TETRA | ||||||||
Related Party Transaction [Line Items] | ||||||||
Consideration transferred | $ 400 | |||||||
Spartan Entities Acquisition | Treating Holdco LLC | Spartan Energy Partners LP | ||||||||
Related Party Transaction [Line Items] | ||||||||
Percentage of ownership before transaction | 100% | |||||||
Spartan Entities Acquisition | Spartan Terminals Operating, Inc. | Spartan Energy Partners LP | ||||||||
Related Party Transaction [Line Items] | ||||||||
Percentage of ownership before transaction | 100% | |||||||
Spartan Entities Acquisition | Spartan Operating Company, LLC | Spartan Energy Partners LP | ||||||||
Related Party Transaction [Line Items] | ||||||||
Percentage of ownership before transaction | 99% | |||||||
Spartan Entities Acquisition | Spartan Treating | ||||||||
Related Party Transaction [Line Items] | ||||||||
Business combination, consideration transferred, equity interests issued and issuable (in units) | shares | 48,400,000 | |||||||
Business combination, incentive distribution rights, cancelation period | 60 days | |||||||
Omnibus Agreement | TETRA | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due to related parties | 800 | |||||||
Omnibus Agreement | CSI Compressco General Partner | ||||||||
Related Party Transaction [Line Items] | ||||||||
Expenses from transactions with related party | $ 2,300 | |||||||
Transition Services Agreement | TETRA | ||||||||
Related Party Transaction [Line Items] | ||||||||
Expenses from transactions with related party | $ 200 | 6,100 | ||||||
Transition Services Agreement | CSI Compressco General Partner and Spartan General Partner | ||||||||
Related Party Transaction [Line Items] | ||||||||
Expenses from transactions with related party | 500 | |||||||
Common Unit Purchase Agreement | Spartan Energy Partners LP | Private Placement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Sale of common units (in units) | shares | 3,000,000 | |||||||
Sale of stock, consideration received on transaction | $ 4,000 | |||||||
Sale of common units (in USD per unit) | $ / shares | $ 1.35 | $ 1.35 | ||||||
Common Unit Purchase Agreement | Management And Other Related Parties | Private Placement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Sale of stock, consideration received on transaction | $ 7,000 | |||||||
SES | 2021 Sale-Leaseback | ||||||||
Related Party Transaction [Line Items] | ||||||||
Cash proceeds from transaction | $ 24,000 | |||||||
SES | 2021 Sale-Leaseback | Compressor Units | ||||||||
Related Party Transaction [Line Items] | ||||||||
Number of units sold | unit | 25 | |||||||
Spartan Energy Partners LP | ||||||||
Related Party Transaction [Line Items] | ||||||||
Limited liability company interest | 45.50% | |||||||
Public ownership interest | 45% | 45% | ||||||
General Partner percentage interest | 0.50% | |||||||
Common Unitholders | ||||||||
Related Party Transaction [Line Items] | ||||||||
Public ownership interest | 55% | 55% | ||||||
Spartan Energy Partners LP | ||||||||
Related Party Transaction [Line Items] | ||||||||
Distributions | $ 2,600 | |||||||
Spartan Energy Partners LP | CSI Compressco [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Investment owned (in shares) | shares | 10,950,000 | |||||||
TETRA | ||||||||
Related Party Transaction [Line Items] | ||||||||
Distributions | $ 100 | |||||||
TETRA | CSI Compressco [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Investment owned (in shares) | shares | 5,200,000 |
Discontinued Operations - Recon
Discontinued Operations - Reconciliation of the Line Items Constituting Pretax Income (Loss) from Discontinued Operations to the After-Tax Income (Loss) from Discontinued Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Total income (loss) from discontinued operations | $ 173 | $ (612) |
Midland Manufacturing Facility | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Revenue | 0 | 204 |
Cost of revenues | 0 | 461 |
Depreciation, amortization, and accretion | 0 | 0 |
Impairments of long-lived assets | 0 | 0 |
General and administrative expense | 0 | 355 |
Other (income) expense, net | (173) | 0 |
Total pretax income (loss) from discontinued operations | 173 | (612) |
Income tax provision | 0 | 0 |
Total income (loss) from discontinued operations | $ 173 | $ (612) |
Discontinued Operations - Rec_2
Discontinued Operations - Reconciliation of Major Classes of Assets and Liabilities of the Discontinued Operations to Amounts Presented Separately in the Statement of Financial Position (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Carrying amounts of major classes of assets included as part of discontinued operations | ||
Trade receivables | $ 0 | $ 0 |
Inventories | 0 | 0 |
Other Current Assets | 0 | 0 |
Current assets of discontinued operations | 0 | 0 |
Property, plant, and equipment | 0 | 0 |
Other assets | 0 | 0 |
Long-term assets of discontinued operations | 0 | 0 |
Total assets of discontinued operations | 0 | 0 |
Carrying amounts of major classes of liabilities included as part of discontinued operations | ||
Trade payables | 0 | 0 |
Accrued liabilities | 0 | 262 |
Current liabilities of discontinued operations | 0 | 262 |
Long-term liabilities of discontinued operations | 0 | 0 |
Total liabilities of discontinued operations | $ 0 | $ 262 |
Equity-Based Compensation - Nar
Equity-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | 14 Months Ended | ||
Nov. 10, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Estimated unrecognized equity-based compensation expense | $ 1.8 | $ 1.8 | ||
Weighted average period of recognition | 1 year 4 months 6 days | |||
Equity-based compensation expense, net | $ 1.6 | $ 2 | ||
Private Placement | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Sale of common units (in units) | 39,050,210 | |||
Sale of stock, consideration received on transaction | $ 52.7 | |||
Private Placement | Spartan Energy Partners LP | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Sale of common units (in units) | 3,000,000 | |||
Sale of stock, consideration received on transaction | $ 4 | |||
Sale of common units (in USD per unit) | $ 1.35 | |||
Private Placement | Management And Other Related Parties | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Sale of stock, consideration received on transaction | $ 7 | |||
Phantom Unit And Performance Phantom Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Units granted (in shares) | 676,335 | 1,786,978 | ||
Weighted average grant date fair value (in USD per unit) | $ 1.39 | $ 1.95 | ||
Units granted, aggregate fair market value | $ 0.9 | $ 3.5 | ||
Units vested, aggregate fair market value | $ 2 | $ 1.9 | ||
Phantom units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 3 years |
Equity-Based Compensation - Sum
Equity-Based Compensation - Summary of Unit Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Weighted Average Grant Date Fair Value Per Unit | ||
Minimum number of performance-based units that may be earned under awards granted (in units) | 0 | |
Maximum number of performance-based units actually issued under awards granted (in units) | 155,044 | |
Phantom Unit And Performance Phantom Units | ||
Units | ||
Nonvested units outstanding at beginning of period (in units) | 2,282,000 | |
Units granted (in shares) | 676,335 | 1,786,978 |
Cancelled/forfeited (in units) | (172,000) | |
Exercised/released (in units) | (973,000) | |
Nonvested units outstanding at end of period (in units) | 1,813,000 | 2,282,000 |
Weighted Average Grant Date Fair Value Per Unit | ||
Nonvested units outstanding at beginning of period (in USD per unit) | $ 2.01 | |
Units granted (in USD per unit) | 1.39 | $ 1.95 |
Cancelled/forfeited (in USD per unit) | 1.88 | |
Exercised/released (in USD per unit) | 2.03 | |
Nonvested units outstanding at end of period (in USD per unit) | $ 1.78 | $ 2.01 |
Performance-Based Phantom Units | ||
Weighted Average Grant Date Fair Value Per Unit | ||
Maximum number of performance-based units that may be earned under awards granted (in units) | 77,522 | |
Performance units granted (in units) | 0 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Foreign Currency Derivative Contract Outstanding (Details) - Forward sale Mexican peso $ in Thousands | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) |
Derivative [Line Items] | ||
US Dollar Notional Amount | $ 2,071 | $ 5,572 |
Traded Exchange Rate | 19.31 | 21.45 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | ||
Net losses associated with foreign currency derivative program | $ 1.6 | $ 0.3 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 12, 2018 |
Debt Instrument [Line Items] | |||
Carrying Value | $ 572,717 | $ 572,717 | |
Fair Value | $ 509,446 | 573,399 | |
7.50% First Lien Notes | Secured Debt | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 7.50% | ||
Carrying Value | $ 400,000 | 400,000 | |
Fair Value | 373,000 | 405,000 | |
10.000%/10.750% Second Lien Notes | Secured Debt | |||
Debt Instrument [Line Items] | |||
Carrying Value | 172,717 | 172,717 | |
Fair Value | $ 136,446 | $ 168,399 | |
10.000%/10.750% Second Lien Notes | Secured Debt | Minimum | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 10% | 10% | |
10.000%/10.750% Second Lien Notes | Secured Debt | Maximum | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 10.75% | 10.75% |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Current | ||
Federal | $ 0 | $ 0 |
State | 827 | 530 |
Foreign | 3,583 | 5,005 |
Current Income Tax Expense (Benefit) | 4,410 | 5,535 |
Deferred | ||
Federal | (5) | 4 |
State | 2 | 4 |
Foreign | 379 | (591) |
Deferred Income Tax Expense (Benefit) | 376 | (583) |
Total tax provision | $ 4,786 | $ 4,952 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | ||
Income (loss) tax provision computed at statutory federal income tax rates | $ (3,671) | $ (9,389) |
Partnership (earnings) losses | 3,671 | 9,389 |
Corporate subsidiary earnings (loss) subject to federal tax | (1,141) | (485) |
Valuation allowances | 896 | 1,865 |
Income tax expense attributable to foreign earnings | 3,277 | 3,362 |
State income taxes (net of federal benefit) | 1,681 | 57 |
Other | 73 | 153 |
Total tax provision | $ 4,786 | $ 4,952 |
Income Taxes - Summary of Compo
Income Taxes - Summary of Components of Income (Loss) Before Income Tax Provision (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income before income tax (table) | ||
United States | $ (26,788) | $ (57,987) |
International | 9,306 | 13,279 |
Loss before taxes and discontinued operations | $ (17,482) | $ (44,708) |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred Tax Assets | ||
Other - Reserves | $ 54 | $ 0 |
Amortization for book in excess of tax expense | 15,802 | 36,385 |
Accruals | 1,197 | 5,065 |
Net operating losses | 29,867 | 25,228 |
Accruals - Right of use liability | 3,264 | 0 |
Other - Plant, property, and equipment | 1,251 | 0 |
Other | 3,515 | 4,504 |
Total deferred tax assets | 54,950 | 71,182 |
Valuation allowance | (30,273) | (27,784) |
Net deferred tax assets | 24,677 | 43,398 |
Deferred Tax Liabilities | ||
Accruals | 1,476 | 1,251 |
Depreciation for tax in excess of book expense | 20,604 | 38,015 |
Right-of-use Asset | 3,213 | 4,493 |
Other - Intangibles | 87 | 0 |
Other - Reserves | 217 | 0 |
Other | 329 | 453 |
Total deferred tax liability | 25,926 | 44,212 |
Net deferred tax liability | $ 1,249 | $ 814 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Operating Loss Carryforwards [Line Items] | ||
Increase (decrease) in valuation allowance | $ 2.5 | $ (14) |
Domestic Tax Authority | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | 25 | |
State and Local Jurisdiction | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | 2.5 | |
Foreign Tax Authority | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforwards | $ 2.4 |
Earnings Per Common Unit - Basi
Earnings Per Common Unit - Basic and Diluted Common Units Outstanding (Details) - shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Reconciliation of Weighted Average Units [Line Items] | ||
Weighted average basic units outstanding (in shares) | 141,109,230 | 61,054,134 |
Weighted average diluted units outstanding (in shares) | 141,109,230 | 61,054,134 |
Common Units | ||
Reconciliation of Weighted Average Units [Line Items] | ||
Weighted average basic units outstanding (in shares) | 141,109,230 | 61,054,134 |
Weighted average diluted units outstanding (in shares) | 141,109,230 | 61,054,134 |
Earnings Per Common Unit - Narr
Earnings Per Common Unit - Narrative (Details) - shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Earnings Per Share [Abstract] | ||
Antidilutive units excluded from calculation of diluted units outstanding (in units) | 0 | 0 |
Segments (Details)
Segments (Details) | 12 Months Ended |
Dec. 31, 2022 segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Number of reportable segments | 1 |
Geographic Information (Details
Geographic Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Geographic information [Line Items] | ||
Total revenues | $ 353,398 | $ 304,171 |
Identifiable assets | 722,403 | 722,361 |
U.S. | ||
Geographic information [Line Items] | ||
Total revenues | 310,312 | 261,751 |
Identifiable assets | 654,515 | 651,452 |
Latin America | ||
Geographic information [Line Items] | ||
Total revenues | 32,040 | 33,089 |
Identifiable assets | 57,683 | 59,396 |
Canada | ||
Geographic information [Line Items] | ||
Total revenues | 4,755 | 4,027 |
Identifiable assets | 3,864 | 4,081 |
Egypt | ||
Geographic information [Line Items] | ||
Total revenues | 4,045 | 3,430 |
Identifiable assets | 6,341 | 7,432 |
Other | ||
Geographic information [Line Items] | ||
Total revenues | $ 2,246 | $ 1,874 |
Subsequent Events (Details)
Subsequent Events (Details) - $ / shares | Jan. 20, 2023 | Nov. 14, 2022 | Oct. 19, 2022 | Aug. 12, 2022 | Jul. 19, 2022 | May 13, 2022 | Apr. 19, 2022 | Feb. 14, 2022 | Jan. 20, 2022 |
Subsequent Event [Line Items] | |||||||||
Amount of declared distribution (in USD per unit) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||
Amount of declared distribution on an annualized basis (in USD per unit) | $ 0.04 | $ 0.04 | $ 0.04 | $ 0.04 | |||||
Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Amount of declared distribution (in USD per unit) | $ 0.01 | ||||||||
Amount of declared distribution on an annualized basis (in USD per unit) | $ 0.04 |