SAN ANTONIO, Feb. 4, 2016 /PRNewswire/ -- Valero Energy Partners LP (NYSE: VLP, the "Partnership") today reported fourth quarter 2015 net income attributable to partners of $45 million, or $0.69 per common limited partner unit. The Partnership generated earnings before interest, income taxes, depreciation, and amortization ("EBITDA") of $57 million and distributable cash flow of $53 million. VLP's coverage ratio for the fourth quarter was 2.33x.

For the year ended December 31, 2015, net income attributable to partners was $132 million, or $2.12 per common limited partner unit. EBITDA was $171 million and distributable cash flow was $162 million.

"With solid operations, a strong balance sheet, and a healthy coverage ratio, VLP is well positioned to achieve our distribution growth target," said Joe Gorder, Chairman and Chief Executive Officer of VLP's general partner.

The Partnership expects to grow distributions at an annual rate of 25 percent through 2017.

On January 25, the board of directors of VLP's general partner declared a fourth quarter 2015 cash distribution of $0.32 per unit. This distribution represents a 4 percent increase from the third quarter of 2015 and results in a 27 percent annual increase.

Financial Results

Revenues were $79 million for the fourth quarter of 2015 and $244 million for 2015. Operating expenses in the fourth quarter of 2015 were $19 million, general and administrative expenses were $3 million, and depreciation expense was $9 million. For 2015, operating expenses were $84 million, general and administrative expenses were $14 million, and depreciation expense was $38 million. Revenues for the Partnership were higher in 2015 compared to 2014 primarily due to the acquisition of the Houston, St. Charles, and Corpus Christi terminals in 2015.

Liquidity and Financial Position

In November, VLP expanded its revolving credit facility from $300 million to $750 million and completed its first equity offering subsequent to its initial public offering, issuing 4.25 million common units. The offering generated gross proceeds of $197 million, of which $185 million was used to pay down a subordinated loan with Valero Energy Corporation (NYSE: VLO). As of December 31, 2015, the Partnership had $656 million of total liquidity consisting of $81 million in cash and cash equivalents and $575 million available on its revolving credit facility. Capital expenditures attributable to the Partnership in the fourth quarter of 2015 were $5 million, including $3 million for expansion and $2 million for maintenance. For 2015, capital expenditures attributable to the Partnership were $8 million, including $4 million for expansion and $4 million for maintenance.

The Partnership expects 2016 capital expenditures to be approximately $16 million, which includes $11 million for maintenance and $5 million for expansion.

Conference Call

The Partnership's senior management will host a conference call at 3 p.m. ET today to discuss this earnings release. A live broadcast of the conference call will be available on the Partnership's website at www.valeroenergypartners.com.

About Valero Energy Partners LP

Valero Energy Partners LP is a fee-based master limited partnership formed by Valero Energy Corporation to own, operate, develop and acquire crude oil and refined products pipelines, terminals, and other transportation and logistics assets. With headquarters in San Antonio, the Partnership's assets include crude oil and refined petroleum products pipeline and terminal systems in the Gulf Coast and Mid-Continent regions of the United States that are integral to the operations of nine of Valero's refineries. Please visit www.valeroenergypartners.com for more information.

Contacts
Investors:
John Locke, Vice President - Investor Relations, 210-345-3077
Karen Ngo, Manager - Investor Relations, 210-345-4574

Media:
Lillian Riojas, Director - Media Relations and Communications, 210-345-5002

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Safe-Harbor Statement

This release contains forward-looking statements within the meaning of federal securities laws. These statements discuss future expectations, contain projections of results of operations or of financial condition or state other forward-looking information. You can identify forward-looking statements by words such as "anticipate," "believe," "estimate," "expect," "forecast," "project," "could," "may," "should," "would," "will" or other similar expressions that convey the uncertainty of future events or outcomes. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond the Partnership's control and are difficult to predict. These statements are often based upon various assumptions, many of which are based, in turn, upon further assumptions, including examination of historical operating trends made by the management of the Partnership. Although the Partnership believes that these assumptions were reasonable when made, because assumptions are inherently subject to significant uncertainties and contingencies, which are difficult or impossible to predict and are beyond its control, the Partnership cannot give assurance that it will achieve or accomplish these expectations, beliefs or intentions. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements contained in the Partnership's filings with the SEC, including the Partnership's annual reports on Form 10-K and quarterly reports on Form 10-Q available on the Partnership's website at www.valeroenergypartners.com. These risks could cause the Partnership's actual results to differ materially from those contained in any forward-looking statement.

Use of Non-GAAP Financial Information

This earnings release includes the terms "EBITDA," "distributable cash flow," and "coverage ratio." These terms are supplemental financial measures that are not defined under United States generally accepted accounting principles (GAAP). We reconcile these non-GAAP measures to the most directly comparable GAAP measures in the tables that accompany this release. In note (k) to the tables that accompany this release, we disclose the reasons why we believe our use of the non-GAAP financial measures in this release provides useful information.



                            
    VALERO ENERGY PARTNERS LP
    EARNINGS RELEASE
    (In Thousands, Except per Unit Amounts, per Barrel Amounts, and Ratios)
                                                                                (Unaudited)



                                                                                                                                     Three Months Ended           Year Ended
                                                                                                                                        December 31,             December 31,
                                                                                                                                        ------------             ------------

                                                                                                                                        2015           2014       2015           2014
                                                                                                                                        ----           ----       ----           ----

    Statement of income data (a):

    Operating revenues - related party (b)                                                                                           $79,456        $34,182   $243,624       $129,180

    Costs and expenses:

    Operating expenses (c)                                                                                                            19,312         25,285     83,681         88,200

    General and administrative expenses (d)                                                                                            3,322          3,089     13,758         12,921

    Depreciation expense (e)                                                                                                           9,151          8,583     38,203         30,098

    Total costs and expenses                                                                                                          31,785         36,957    135,642        131,219
                                                                                                                                      ------         ------    -------        -------

    Operating income (loss)                                                                                                           47,671        (2,775)   107,982        (2,039)

    Other income, net (f)                                                                                                                 57            189        223          1,504

    Interest and debt expense, net of capitalized interest (g)                                                                       (2,748)         (209)   (6,113)         (872)

    Income (loss) before income taxes                                                                                                 44,980        (2,795)   102,092        (1,407)

    Income tax expense (h)                                                                                                               313            112        251            548

    Net income (loss)                                                                                                                 44,667        (2,907)   101,841        (1,955)

    Less: Net loss attributable to Predecessor                                                                                             -      (21,963)  (30,037)      (61,236)

    Net income attributable to partners                                                                                               44,667         19,056    131,878         59,281

    Less: General partner's interest in net income                                                                                     2,248            574      6,069          1,379

    Limited partners' interest in net income                                                                                         $42,419        $18,482   $125,809        $57,902
                                                                                                                                     -------        -------   --------        -------

    Net income per limited partner unit

    (basic and diluted):

    Common units                                                                                                                       $0.69          $0.32      $2.12          $1.01

    Subordinated units                                                                                                                 $0.66          $0.32      $2.07          $1.01

    Weighted-average limited partner units outstanding:

    Common units - public (basic)                                                                                                     19,005         17,250     17,692         17,250

    Common units - public (diluted)                                                                                                   19,005         17,251     17,692         17,251

    Common units - Valero (basic and diluted)                                                                                         15,019         11,540     13,530         11,540

    Subordinated units - Valero (basic and diluted)                                                                                   28,790         28,790     28,790         28,790



                                                     VALERO ENERGY PARTNERS LP
                                                         EARNINGS RELEASE
                              (In Thousands, Except per Unit Amounts, per Barrel Amounts, and Ratios)
                                                            (Unaudited)



                                                                               Three Months Ended                         Year Ended
                                                                                  December 31,                           December 31,
                                                                                  ------------                           ------------

                                                                                  2015             2014                   2015            2014
                                                                                  ----             ----                   ----            ----

    Operating highlights (a):

    Pipeline transportation:

    Pipeline transportation revenues (b)                                       $20,271          $20,895                $81,435         $72,737
                                                                               -------          -------                -------         -------

    Pipeline transportation throughput (BPD) (i)                               906,870          993,861                949,884         908,095

    Average pipeline transportation revenue per barrel (j)

                                                                                 $0.24            $0.23                  $0.23           $0.22

    Terminaling:

    Terminaling revenues (b)                                                   $59,050          $13,152               $161,649         $55,495
                                                                               -------          -------               --------         -------

    Terminaling throughput (BPD)                                             1,827,623          500,612              1,340,407         545,135

    Average terminaling revenue per barrel (j)                                   $0.35            $0.29                  $0.33           $0.28

    Storage revenues                                                              $135             $135                   $540            $948
                                                                                  ----             ----                   ----            ----

    Total operating revenues - related party                                   $79,456          $34,182               $243,624        $129,180
                                                                               -------          -------               --------        --------

    Capital expenditures (a):

    Maintenance                                                                 $1,621           $9,981                 $9,490         $28,315

    Expansion                                                                    3,303           17,906                 21,479          75,637

    Total capital expenditures                                                   4,924           27,887                 30,969         103,952

    Less: Capital expenditures attributable to
     Predecessor                                                                     -          23,942                 22,492          93,758

    Capital expenditures attributable to Partnership                            $4,924           $3,945                 $8,477         $10,194
                                                                                ------           ------                 ------         -------

    Other financial information:

    Distribution declared per unit                                             $0.3200          $0.2660                $1.1975         $0.9410

    EBITDA attributable to Partnership (k)                                     $56,879          $23,741               $171,006         $75,368

    Distributable cash flow (k)                                                $52,861          $22,606               $162,244         $72,952

    Distribution declared:

    Limited partner units - public                                              $6,883           $4,591                $22,028         $16,238

    Limited partner units - Valero                                              14,019           10,727                 51,566          37,950

    General partner units - Valero                                               1,809              511                  5,003           1,304
                                                                                 -----              ---                  -----           -----

    Total distribution declared                                                $22,711          $15,829                $78,597         $55,492
                                                                               -------          -------                -------         -------

    Coverage ratio (k)                                                           2.33x           1.43x                 2.06x          1.31x


                                                                                                        December 31,
                                                                                                        ------------

                                                                                                                2015     2014
                                                                                                                ----     ----

    Balance sheet data (a):

    Total assets                                                                                             850,107  975,953

    Current portion of debt and capital lease obligations                                                        913    1,200

    Debt and capital lease obligations, less current portion                                                 545,246    1,519

    Total debt and capital lease obligations                                                                 546,159    2,719

    Partners' capital                                                                                        290,153  965,099

    Working capital                                                                                           86,231  238,365


                                          See Notes to Earnings Release on Table Page 6.




                                                          VALERO ENERGY PARTNERS LP
                                                               EARNINGS RELEASE
                                   (In Thousands, Except per Unit Amounts, per Barrel Amounts, and Ratios)
                                                                 (Unaudited)


                                                                                                          Three Months Ended            Year Ended
                                                                                                             December 31,               December 31
                                                                                                             ------------               -----------

                                                                                                            2015             2014       2015             2014
                                                                                                            ----             ----       ----             ----

    Reconciliation of net income (loss) to EBITDA and distributable cash flow (a)(k):

    Net income (loss)                                                                                    $44,667         $(2,907)  $101,841         $(1,955)

    Plus:

    Depreciation expense                                                                                   9,151            8,583     38,203           30,098

    Interest and debt expense, net of capitalized interest                                                 2,748              209      6,113              872

    Income tax expense                                                                                       313              112        251              548
                                                                                                             ---              ---        ---              ---

    EBITDA                                                                                                56,879            5,997    146,408           29,563

    Less: EBITDA attributable to Predecessor                                                                   -        (17,744)  (24,598)        (45,805)
                                                                                                             ---         -------    -------          -------

    EBITDA attributable to Partnership                                                                    56,879           23,741    171,006           75,368

    Plus:

    Adjustments related to minimum throughput commitments                                                     18            (164)        22              108

    Projects prefunded by Valero                                                                               -             865        589            2,911

    Other                                                                                                      -               -       384                -

    Less:

    Cash interest paid                                                                                     2,415              213      5,367              899

    Income taxes paid                                                                                          -               -       441                9

    Maintenance capital expenditures                                                                       1,621            1,623      3,949            4,527
                                                                                                           -----            -----      -----            -----

    Distributable cash flow                                                                              $52,861          $22,606   $162,244          $72,952
                                                                                                         =======          =======   ========          =======

    Reconciliation of net cash provided by operating activities to EBITDA and distributable cash
     flow (a)(k):

    Net cash provided by operating activities                                                            $47,584           $6,303   $129,108          $26,834

    Plus:

    Changes in current assets and current liabilities                                                      4,330            (617)     8,973            1,318

    Changes in deferred charges and credits and other operating
     activities, net                                                                                       2,076             (10)     1,735               34

    Interest and debt expense, net of capitalized interest                                                 2,748              209      6,113              872

    Current income tax expense                                                                               141              112        479              505
                                                                                                             ---              ---        ---              ---

    EBITDA                                                                                                56,879            5,997    146,408           29,563

    Less: EBITDA attributable to Predecessor                                                                   -        (17,744)  (24,598)        (45,805)
                                                                                                             ---         -------    -------          -------

    EBITDA attributable to Partnership                                                                    56,879           23,741    171,006           75,368

    Plus:

    Adjustments related to minimum throughput commitments
                                                                                                              18            (164)        22              108

    Projects prefunded by Valero                                                                               -             865        589            2,911

    Other                                                                                                      -               -       384                -

    Less:

    Cash interest paid                                                                                     2,415              213      5,367              899

    Income taxes paid                                                                                          -               -       441                9

    Maintenance capital expenditures                                                                       1,621            1,623      3,949            4,527

    Distributable cash flow                                                                              $52,861          $22,606   $162,244          $72,952
                                                                                                         -------          -------   --------          -------




                                                See Notes to Earnings Release on Table Page 6.



                                    VALERO ENERGY PARTNERS LP

                                         EARNINGS RELEASE

             (In Thousands, Except per Unit Amounts, per Barrel Amounts, and Ratios)
                                           (Unaudited)


                                                              Three Months Ended           Year Ended
                                                                 December 31,              December 31
                                                               ------------           -----------

                                                                 2015            2014      2015            2014
                                                                 ----            ----      ----            ----

    Comparison of ratio of net income attributable to
     partners divided by total distribution declared
     to coverage ratio (k):

    Net income
     attributable to
     partners                                                 $44,667         $19,056  $131,878         $59,281

    Total distribution
     declared                                                 $22,711         $15,829   $78,597         $55,492
     Ratio of net income attributable to partners
      divided by total distribution declared
                                                                1.97x          1.20x    1.68x          1.07x

    Coverage ratio:
     Distributable cash
     flow divided by
     total distribution
     declared                                                   2.33x          1.43x    2.06x          1.31x

The following tables present our consolidated statements of income for the three months and year ended December 31, 2014. To the extent necessary, financial results have been adjusted for the acquisitions of the Houston and St. Charles Terminal Services Business and the Corpus Christi Terminal Services Business for the periods prior to March 1, 2015 and October 1, 2015, respectively. See Note (a) of Notes to Earnings Release for a discussion of the basis of this presentation.




                                                Three Months Ended December 31, 2014
                                                ------------------------------------

                                                 Valero Energy Partners LP (Previously                  Houston and                     Corpus Christi Terminal Services Business        Valero Energy Partners LP (Currently
                                                               Reported)                                                                                                                               Reported)

                                                                                                   St. Charles Terminal                  (September 1, 2014 to December 31, 2014)

                                                                                                     Services Business

                                                                                       (September 1, 2014 to December 31, 2014)
                                                                                                                                                                                                                             ---

    Operating revenues -
     related party (b)                                                         $34,182                $                               -               $                               -                                $34,182
                                                                               -------                ---------------------------------               ---------------------------------                                -------

    Costs and expenses:

    Operating expenses                                                           7,692                                           12,753                                            4,840                                  25,285

    General and
     administrative expenses                                                     2,938                                               68                                               83                                   3,089

    Depreciation expense                                                         4,364                                            3,363                                              856                                   8,583
                                                                                 -----                                            -----                                              ---                                   -----

    Total costs and expenses                                                    14,994                                           16,184                                            5,779                                  36,957
                                                                                ------                                           ------                                            -----                                  ------

    Operating income (loss)                                                     19,188                                         (16,184)                                         (5,779)                                (2,775)

    Other income, net                                                              189                                                -                                               -                                    189

    Interest and debt
     expense, net of
     capitalized interest                                                        (209)                                               -                                               -                                  (209)
                                                                                  ----                                              ---                                             ---                                   ----

    Income (loss) before
     income taxes                                                               19,168                                         (16,184)                                         (5,779)                                (2,795)

    Income tax expense                                                             112                                                -                                               -                                    112
                                                                                   ---                                              ---                                             ---                                    ---

    Net income (loss)                                                           19,056                                         (16,184)                                         (5,779)                                (2,907)

    Less: Net loss attributable to Predecessor
                                                                                     -                                        (16,184)                                         (5,779)                               (21,963)
                                                                                   ---                                         -------                                           ------                                 -------

    Net income attributable
     to partners                                                               $19,056                $                               -               $                               -                                $19,056
                                                                               =======                =================================               =================================                                =======


                                                                                       See Notes to Earnings Release on Table Page 6.



                                                          VALERO ENERGY PARTNERS LP
                                                               EARNINGS RELEASE
                                   (In Thousands, Except per Unit Amounts, per Barrel Amounts, and Ratios)
                                                                 (Unaudited)


                                               Year Ended December 31, 2014
                                               ----------------------------

                                                 Valero Energy Partners LP           Corpus Christi Terminal      Valero Energy Partners LP
                                                   (Previously Reported)                Services Business            (Currently Reported)



                                                                                    (January 1, 2014 to

                                                                                     December 31, 2014)
                                                                                                                                               ---

    Operating revenues -
     related party (b)                                              $129,180    $                               -                    $129,180
                                                                    --------        -----------------------------                    --------

    Costs and expenses:

    Operating expenses                                                70,507                               17,693                       88,200

    General and
     administrative
     expenses                                                         12,597                                  324                       12,921

    Depreciation expense                                              26,953                                3,145                       30,098
                                                                      ------                                -----                       ------

    Total costs and
     expenses                                                        110,057                               21,162                      131,219

    Operating income
     (loss)                                                           19,123                             (21,162)                     (2,039)

    Other income, net                                                  1,504                                    -                       1,504

    Interest and debt expense, net of capitalized interest

                                                                       (872)                                   -                       (872)
                                                                        ----                                  ---                        ----

    Income (loss) before
     income taxes                                                     19,755                             (21,162)                     (1,407)

    Income tax expense                                                   548                                    -                         548
                                                                         ---                                  ---                         ---

    Net income (loss)                                                 19,207                             (21,162)                     (1,955)

    Less: Net loss
     attributable to
     Predecessor                                                    (40,074)                            (21,162)                    (61,236)
                                                                     -------                              -------                      -------

    Net income
     attributable to
     partners                                                        $59,281    $                               -                     $59,281
                                                                     -------        -----------------------------                     -------

The following table presents our balance sheet data as of December 31, 2014, giving effect to the acquisition of the Corpus Christi Terminal Services Business. See Note (a) of Notes to Earnings Release for a discussion of the basis of this presentation.




                                                December 31, 2014
                                                -----------------

                                Valero Energy Partners LP (Previously Reported)       Corpus Christi Terminal Services Business     Valero Energy Partners LP (Currently Reported)
                                 ----------------------------------------------       -----------------------------------------      ---------------------------------------------

    Cash and cash
     equivalents                                                        $236,579                    $                             -                                         $236,579

    Total assets                                                         891,764                                             84,189                                           975,953

    Current
     portion of
     debt and
     capital
     lease
     obligations                                                           1,200                                                  -                                            1,200
     Debt and capital lease
      obligations, less current
      portion
                                                                           1,519                                                  -                                            1,519

    Total debt
     and capital
     lease
     obligations                                                           2,719                                                  -                                            2,719

    Partners'
     capital                                                             880,910                                             84,189                                           965,099

    Working
     capital                                                             238,365                                                  -                                          238,365


                                                                 See Notes to Earnings Release on Table Page 6.



                                 VALERO ENERGY PARTNERS LP
                                 NOTES TO EARNINGS RELEASE


    (a)              References to "Partnership," "we," "us," or "our"
                     refer to Valero Energy Partners LP, one or more
                     of its subsidiaries, or all of them taken as a
                     whole. For businesses that we acquired from
                     Valero, those terms refer to Valero Energy
                     Partners LP Predecessor, our Predecessor for
                     accounting purposes. References in these notes to
                     "Valero" may refer to Valero Energy Corporation,
                     one or more of its subsidiaries, or all of them
                     taken as a whole, other than Valero Energy
                     Partners LP, any of its subsidiaries, or its
                     general partner.


                    Effective October 1, 2015, we acquired the Corpus
                     Christi Terminal Services Business from Valero
                     for total consideration of $465.0 million
                     consisting of (i) cash of $395.0 million and (ii)
                     the issuance of 1,570,513 common units
                     representing limited partner interests in us and
                     32,051 general partner units representing general
                     partner interests in us having an aggregate
                     value, collectively, of $70.0 million. We funded
                     the cash distribution to Valero with proceeds
                     from a subordinated credit agreement with Valero,
                     and began receiving fees for services provided by
                     this business commencing on October 1, 2015.


                    Effective March 1, 2015, we acquired the Houston
                     and St. Charles Terminal Services Business from
                     Valero for total consideration of $671.2 million
                     consisting of (i) cash of $571.2 million and (ii)
                     the issuance of 1,908,100 common units
                     representing limited partner interests in us and
                     38,941 general partner units representing general
                     partner interests in us having an aggregate
                     value, collectively, of $100.0 million. We funded
                     the cash distribution to Valero with $211.2
                     million of our cash on hand, $200.0 million of
                     borrowings under our revolving credit facility,
                     and $160.0 million of proceeds from a
                     subordinated credit agreement with Valero, and
                     began receiving fees for services provided by
                     this business commencing on March 1, 2015.


                    Effective July 1, 2014, we acquired the Texas
                     Crude Systems Business from Valero for total cash
                     consideration of $154.0 million, and began
                     receiving fees for services provided by this
                     business commencing on July 1, 2014.


                    The above-mentioned acquisitions were each
                     accounted for as transfers of a business between
                     entities under the common control of Valero.
                     Accordingly, the statement of income data and
                     operating highlights and capital expenditures
                     data have been retrospectively adjusted to
                     include the historical results of operations of
                     the acquired businesses for periods prior to
                     their dates of acquisition.


    (b)              Operating revenues include amounts attributable to
                     our Predecessor. Prior to being acquired by us,
                     the Texas Crude Systems Business generated
                     revenues by providing fee-based transportation
                     and terminaling services to Valero, but the
                     Houston and St. Charles Terminal Services
                     Business and the Corpus Christi Terminal Services
                     Business did not charge Valero for services
                     provided and did not generate revenues. Effective
                     with the date of each acquisition, we entered
                     into additional schedules to our commercial
                     agreements with Valero with respect to the
                     services we provide to Valero using the assets of
                     the acquired businesses. This resulted in changes
                     to pipeline and terminaling throughput fees
                     previously charged to Valero for services
                     provided by certain assets and new charges for
                     terminaling services provided by other assets.


    (c)              The decrease in operating expenses for the three
                     months ended December 31, 2015 compared to the
                     three months ended December 31, 2014 was due
                     primarily to lower maintenance expense of $5.1
                     million at the St. Charles and Corpus Christi
                     terminals. Additionally, waste handling costs at
                     the St. Charles terminal decreased $1.6 million
                     during the three months ended December 31, 2015.
                     The decrease in these expenses was partially
                     offset by an increase in insurance expense of
                     $1.0 million as a result of the acquired assets
                     being covered under our own insurance policies.
                     Prior to the acquisitions, our Predecessor was
                     allocated a portion of Valero's insurance costs.


                    The decrease in operating expenses for the year
                     ended December 31, 2015 compared to the year
                     ended December 31, 2014 was due primarily to
                     lower maintenance expense of $8.8 million at the
                     St. Charles and Houston terminals and the Lucas
                     crude system. The decrease in maintenance expense
                     was partially offset by an increase in insurance
                     expense of $2.7 million as a result of the
                     acquired assets being covered under our own
                     insurance policies. Prior to the acquisitions,
                     our Predecessor was allocated a portion of
                     Valero's insurance costs. Additionally, salaries,
                     wages, benefits, and incentive compensation for
                     seconded employees increased $941,000 during the
                     year ended December 31, 2015 due to the annual
                     merit increase.


    (d)              The increase in general and administrative
                     expenses for the three months ended December 31,
                     2015 compared to the three months ended December
                     31, 2014 was due primarily to incremental costs
                     of $333,000 related to the management fee charged
                     to us by Valero as a result of additional
                     administrative services provided to us in
                     connection with our acquisitions of the Houston
                     and St. Charles Terminal Services Business and
                     the Corpus Christi Terminal Services Business,
                     partially offset by a decrease of $116,000 in
                     costs related to being a separate publicly traded
                     limited partnership.


                    The increase in general and administrative
                     expenses for the year ended December 31, 2015
                     compared to the year ended December 31, 2014 was
                     due primarily to incremental costs of $620,000
                     related to the management fee charged to us by
                     Valero as a result of additional administrative
                     services provided to us in connection with our
                     acquisitions of the Houston and St. Charles
                     Terminal Services Business and the Corpus Christi
                     Terminal Services Business, and higher
                     transaction costs of $527,000 associated with the
                     acquisition of businesses from Valero. In 2015,
                     we incurred transaction costs of $546,000 in
                     connection with the March 1, 2015 acquisition of
                     the Houston and St. Charles Terminal Services
                     Business and $438,000 in connection with the
                     October 1, 2015 acquisition of the Corpus Christi
                     Terminal Services Business. In 2014, we incurred
                     $457,000 in connection with the July 1, 2014
                     acquisition of the Texas Crude Systems Business.
                     These increases were offset by a decrease of
                     $313,000 in costs related to being a separate
                     publicly traded limited partnership.


    (e)              The increase in depreciation expense for the three
                     months ended December 31, 2015 compared to the
                     three months ended December 31, 2014 was due
                     primarily to additional depreciation expense
                     associated with assets placed into service in
                     2015, including the expansion of our Houston and
                     Corpus Christi terminals.


                    The increase in depreciation expense for the year
                     ended December 31, 2015 compared to the year
                     ended December 31, 2014 was due primarily to the
                     $2.8 million in accelerated depreciation related
                     to the retirement of certain assets in the McKee
                     Crude System, as well as additional depreciation
                     expense associated with assets placed into
                     service in the latter part of 2014 and beginning
                     of 2015, including the expansion of our Houston,
                     St. Charles, and Corpus Christi terminals.


    (f)              The decrease in "other income, net" for the three
                     months and year ended December 31, 2015 compared
                     to the three months and year ended December 31,
                     2014 was due primarily to a decrease in interest
                     income (net of bank fees) of $106,000 and
                     $651,000, respectively, attributable to a reduced
                     cash balance during the three months and year
                     ended December 31, 2015. In addition, scrap metal
                     sales decreased $436,000 and right-of-way fees
                     decreased $141,000 during the year ended December
                     31, 2015 compared to the year ended December 31,
                     2014.


    (g)              The increase in "interest and debt expense, net of
                     capitalized interest" for the three months and
                     year ended December 31, 2015 compared to the
                     three months and year ended December 31, 2014 was
                     due primarily to interest expense incurred on
                     borrowings under our revolving credit facility
                     and under the subordinated credit agreements with
                     Valero as discussed in Note (a). Interest expense
                     on this indebtedness was $2.5 million and $5.5
                     million for the three months and year ended
                     December 31, 2015, respectively.


    (h)              Our income tax expense is associated with the
                     Texas margin tax. The decrease in income tax
                     expense for the year ended December 31, 2015
                     compared to the year ended December 31, 2014 was
                     due primarily to a decrease in our deferred
                     income tax liabilities resulting from a reduction
                     in the relative amount of revenue we generate in
                     Texas compared to our total revenue. This
                     reduction was a result of the acquisition of the
                     Houston and St. Charles Terminal Services
                     Business (which includes operations in
                     Louisiana). In addition, in June 2015, the Texas
                     margin tax rate was reduced from 1 percent to
                     0.75 percent.


                    The variation in the customary relationship
                     between income tax expense and income before
                     income taxes for the year ended December 31, 2014
                     was due to the impact of retrospectively
                     adjusting our results of operations to include
                     the $61 million net loss attributable to the
                     acquired businesses for periods prior to their
                     dates of acquisition.


    (i)              Represents the sum of volumes transported through
                     each separately tariffed pipeline segment.


    (j)              Management uses average revenue per barrel to
                     evaluate performance and compare profitability to
                     other companies in the industry. There are a
                     variety of ways to calculate average revenue per
                     barrel; different companies may calculate it in
                     different ways. We calculate average revenue per
                     barrel as revenue divided by throughput for the
                     period. Throughput can be derived by multiplying
                     the throughput barrels per day (BPD) by the
                     number of days in the period. Investors and
                     analysts use this financial measure to help
                     analyze and compare companies in the industry on
                     the basis of operating performance. This
                     financial measure should not be considered as an
                     alternative to revenues presented in accordance
                     with U.S. generally accepted accounting
                     principles (GAAP).


    (k)              We define EBITDA as net income before income tax
                     expense, interest expense, and depreciation
                     expense. We define distributable cash flow as
                     EBITDA less cash payments during the period for
                     interest, income taxes, and maintenance capital
                     expenditures, plus adjustments related to minimum
                     throughput commitments, capital projects
                     prefunded by Valero, and certain other items. We
                     define coverage ratio as the ratio of
                     distributable cash flow to the total distribution
                     declared.


                    EBITDA, distributable cash flow, and coverage
                     ratio are supplemental financial measures that
                     are not defined under GAAP. They may be used by
                     management and external users of our financial
                     statements, such as industry analysts, investors,
                     lenders, and rating agencies, to:


                    describe our expectation of forecasted earnings;
                      
    assess our operating performance as compared to
                      other publicly traded limited partnerships in the
                      transportation and logistics industry, without
                      regard to historical cost basis or, in the case
                      of EBITDA, financing methods; 
    assess the ability
                      of our business to generate sufficient cash to
                      support our decision to make distributions to our
                      unitholders; 
    assess our ability to incur and
                      service debt and fund capital expenditures; and
                      
    assess the viability of acquisitions and other
                      capital expenditure projects and the returns on
                      investment of various investment opportunities.





                    We believe that the presentation of EBITDA
                     provides useful information to investors in
                     assessing our financial condition and results of
                     operations. The GAAP measures most directly
                     comparable to EBITDA are net income and net cash
                     provided by operating activities. EBITDA should
                     not be considered an alternative to net income or
                     net cash provided by operating activities
                     presented in accordance with GAAP. EBITDA has
                     important limitations as an analytical tool
                     because it excludes some, but not all, items that
                     affect net income or net cash provided by
                     operating activities. EBITDA should not be
                     considered in isolation or as a substitute for
                     analysis of our results as reported under GAAP.
                     Additionally, because EBITDA may be defined
                     differently by other companies in our industry,
                     our definition of EBITDA may not be comparable to
                     similarly titled measures of other companies,
                     thereby diminishing its utility.


                    We use distributable cash flow to measure whether
                     we have generated from our operations, or
                     "earned," an amount of cash sufficient to support
                     the payment of the minimum quarterly
                     distributions. Our partnership agreement contains
                     the concept of "operating surplus" to determine
                     whether our operations are generating sufficient
                     cash to support the distributions that we are
                     paying, as opposed to returning capital to our
                     partners. Because operating surplus is a
                     cumulative concept (measured from our initial
                     public offering (IPO) date and compared to
                     cumulative distributions from the IPO date), we
                     use the term distributable cash flow to
                     approximate operating surplus on a quarterly or
                     annual, rather than a cumulative, basis. As a
                     result, distributable cash flow is not
                     necessarily indicative of the actual cash we have
                     on hand to distribute or that we are required to
                     distribute.


                    We use the coverage ratio to reflect the
                     relationship between our distributable cash flow
                     and the total distribution declared. We have also
                     provided the ratio of net income attributable to
                     partners, the most directly comparable GAAP
                     measure to distributable cash flow, to the total
                     distribution declared.

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SOURCE Valero Energy Partners LP