Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): February 14, 2024

MARTIN MIDSTREAM PARTNERS L.P.

(Exact name of Registrant as specified in its charter)

Delaware

000-50056

05-0527861

(State of incorporation

or organization)

(Commission file number)

(I.R.S. employer identification number)

4200 Stone Road

Kilgore, Texas 75662

(Address of principal executive offices) (Zip code)

Registrant's telephone number, including area code: (903) 983-6200

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


☐						Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


☐						Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


☐						Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


☐						Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Units representing limited partnership interests	MMLP	The NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the

Exchange Act. o


Item 2.02						Results of Operations and Financial Condition.

On February 14, 2024, Martin Midstream Partners L.P. (the "Partnership") issued a press release reporting its financial results for the quarter and year ended December 31, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and will be published on the Partnership's website at www.MMLP.com. In accordance with General Instruction B.2 of Form 8-K, the information set forth herein and in the press release is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).


Item 9.01						Financial Statements and Exhibits.

(d) Exhibits

In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 and Exhibit 99.2 are deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act.


Exhibit Number						Description
99.1						Press release dated February 14, 2024
99.2						Supplemental information - Martin Midstream Partners L.P. Fourth Quarter and Full Year Earnings Summary and 2024 Financial Guidance
104						Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document (contained in Exhibit 101).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

MARTIN MIDSTREAM PARTNERS L.P.

By: Martin Midstream GP LLC,

Its General Partner

Date: February 14, 2024

By: /s/ Sharon L. Taylor

Sharon L. Taylor

Executive Vice President and Chief Financial Officer

EXHIBIT 99.1

MARTIN MIDSTREAM PARTNERS REPORTS FOURTH QUARTER AND FULL YEAR 2023 FINANCIAL RESULTS AND RELEASES 2024 GUIDANCE

•Total adjusted leverage of 3.75 times as of December 31, 2023

•Reported net income of $0.5 million for the fourth quarter and net loss of $4.5 million, which includes a $5.1 million impact from the loss on extinguishment of debt, for the year ended December 31, 2023

•Reported adjusted EBITDA of $29.2 million and $117.7 million, after giving effect to the May 2023 exit of the butane optimization business, which incurred adjusted EBITDA of zero and negative adjusted EBITDA of $15.1 million, for the fourth quarter and year ended December 31, 2023, respectively

•Releases 2024 adjusted EBITDA Guidance of $116.1 million, growth capital expenditures of $17.4 million, and maintenance capital expenditures of $32.0 million

KILGORE, Texas, February 14, 2024 (BUSINESS WIRE) -- Martin Midstream Partners L.P. (Nasdaq:MMLP) (“MMLP” or the “Partnership”) today announced its financial results for the three months and year ended December 31, 2023.

“Fiscal year 2023 was significant for the Partnership as we focused on debt reduction and stability in our earnings by concentrating on our diversified refinery services assets and exiting the butane optimization business,” said Bob Bondurant, President and Chief Executive Officer of Martin Midstream GP LLC, the general partner of the Partnership. “We exceeded our full year adjusted EBITDA guidance by $2.5 million, excluding losses related to the exit of our butane optimization business, and met our long-term goal of adjusted leverage at or below 3.75 times. The Partnership had a strong fourth quarter, as each of our four operating segments either met or exceeded guidance, even as we experienced headwinds in the lubricants business and downtime in our marine transportation business due to accelerated regulatory inspections, demonstrating the value of our diversified business model.”

“In the fourth quarter, we reduced debt by $20.0 million, bringing 2023 full year debt reduction to $73.5 million, resulting in leverage of 3.75 times at December 31, 2023 compared to 4.53 times at December 31, 2022. While we have reached our stated adjusted leverage goal of 3.75 times, timing of our future cash flows and capital expenditures may result in a nominal short-term increase in the ratio. As such the Partnership intends to continue to concentrate on debt reduction to maintain our adjusted leverage at or below 3.75 times on a sustainable basis.”

“During 2023, we started construction on an oleum tower located within our Plainview, Texas sulfuric acid plant. The expansion will provide feedstock to our joint venture, DSM Semichem LLC, to produce electronic level sulfuric acid used for applications in the semiconductor industry. We anticipate the project to be complete in the first half of 2024 with a capital spend of $10.4 million this year, which along with our $6.5 million of cash contribution to the joint venture, makes up the majority of our anticipated growth capital expenditures for the year. We anticipate this project will begin returning cash flows to the Partnership by the fourth quarter of 2024.”

FOURTH QUARTER 2023 OPERATING RESULTS BY BUSINESS SEGMENT

TERMINALLING AND STORAGE ("T&S")

T&S operating income was $3.9 million and $1.4 million for the three months ended December 31, 2023 and 2022, respectively.

Adjusted segment EBITDA for T&S was $9.0 million and $7.3 million for the three months ended December 31, 2023 and 2022, respectively, reflecting contractual index-based fee increases combined with reduced operating expenses across our divisions.

TRANSPORTATION

Transportation operating income was $8.6 million and $11.1 million for the three months ended December 31, 2023 and 2022, respectively.

Adjusted segment EBITDA for Transportation was $12.0 million and $14.7 million for the three months ended December 31, 2023 and 2022, respectively, primarily reflecting slightly higher mileage in our land transportation division, offset by downtime associated with regulatory maintenance in our marine transportation division, and increased expenses across both divisions.

SULFUR SERVICES

Sulfur Services operating income was $4.8 million and $9.1 million for the three months ended December 31, 2023 and 2022, respectively.

Adjusted segment EBITDA for Sulfur Services was $7.4 million and $5.7 million for the three months ended December 31, 2023 and 2022, respectively, primarily reflecting increased fertilizer sales volume and increased operating fees associated with higher prilled sulfur volume.

SPECIALTY PRODUCTS

Specialty Products operating income (loss) was $4.0 million and $(0.9) million for the three months ended December 31, 2023 and 2022, respectively. Butane optimization operating income (loss) was $0.0 million and $(4.7) million for the three months ended December 31, 2023 and 2022, respectively.

Adjusted segment EBITDA for Specialty Products was $4.9 million and $(5.8) million for the three months ended December 31, 2023 and 2022, respectively. Included in the Specialty Products results is adjusted EBITDA of $0.0 million and $(10.7) million for the three months ended December 31, 2023 and 2022, respectively, attributable to the butane optimization business. Adjusted Segment EBITDA for Specialty Products after giving effect to the May 2023 exit of the butane optimization business was $4.9 million and $4.9 million for the three months ended December 31, 2023 and 2022, respectively, reflecting improved volumes and margins in our grease business offset by higher product costs in our lubricants business.

UNALLOCATED SELLING, GENERAL AND ADMINISTRATIVE EXPENSE ("USGA")

USGA expenses included in operating income were $4.1 million for each of the three months ended December 31, 2023 and 2022, respectively.

USGA expenses included in adjusted EBITDA were $4.1 million for each of the three months ended December 31, 2023 and 2022, respectively.

CAPITALIZATION

At December 31, 2023, the Partnership had $442.5 million of total debt outstanding, including $42.5 million drawn on its $175.0 million revolving credit facility maturing in 2027 and $400.0 million of senior secured second lien notes due 2028. At December 31, 2023, the Partnership had liquidity of approximately $109.0 million from available capacity under its revolving credit facility. The Partnership’s leverage ratio, as calculated under the revolving credit facility, was 3.75 times at December 31, 2023, compared to 3.95 times at September 30, 2023, a reduction of 0.20 times. The Partnership was in compliance with all debt covenants as of December 31, 2023.

RESULTS OF OPERATIONS

The Partnership had net income of $0.5 million, or $0.01 per limited partner unit, for the three months ended December 31, 2023. The Partnership had a net loss of $0.4 million, a loss of $0.01 per limited partner unit, for the three months ended December 31, 2022. Adjusted EBITDA was $29.2 million for the three months ended December 31, 2023 compared to $17.8 million for the three months ended December 31, 2022. Adjusted EBITDA after giving effect to the May 2023 exit of the butane optimization business for the three months ended December 31, 2023 was $29.2 million compared to $17.8 million for the three months ended December 31, 2022. Net cash

provided by operating activities was $31.4 million for the three months ended December 31, 2023 compared to $32.9 million for the three months ended December 31, 2022. Distributable cash flow was $8.5 million for the three months ended December 31, 2023 compared to $9.0 million for the three months ended December 31, 2022.

The Partnership had a net loss of $4.5 million, a loss of $0.11 per limited partner unit, for the year ended December 31, 2023. The Partnership had a net loss of $10.3 million, a loss of $0.26 per limited partner unit, for the year ended December 31, 2022. Adjusted EBITDA for the year ended December 31, 2023 was $102.6 million compared to $114.9 million for the year ended December 31, 2022. Adjusted EBITDA after giving effect to the May 2023 exit of the butane optimization business for the year ended December 31, 2023 was $117.7 million compared to $122.0 million for the year ended December 31, 2022. Net cash provided by operating activities was $137.5 million for the year ended December 31, 2023 compared to $16.1 million for the year ended December 31, 2022. Distributable cash flow was $32.8 million for the year ended December 31, 2023 compared to $45.1 million for the year ended December 31, 2022.

Revenues were $181.1 million for the three months ended December 31, 2023 compared to $243.4 million for the three months ended December 31, 2022. Revenues associated with our butane optimization business were $0.0 million for the three months ended December 31, 2023 and $55.9 million for the three months ended December 31, 2022.

Revenues were $798.0 million for the year ended December 31, 2023 compared to $1.019 billion for the year ended December 31, 2022. Revenues associated with our butane optimization business were $70.5 million for the year ended December 31, 2023 and $172.8 million for the year ended December 31, 2022.

EBITDA, adjusted EBITDA, distributable cash flow and adjusted free cash flow are non-GAAP financial measures which are explained in greater detail below under the heading "Use of Non-GAAP Financial Information." The Partnership has also included below a table entitled "Reconciliation of EBITDA, Adjusted EBITDA, Distributable Cash Flow and Adjusted Free Cash Flow" in order to show the components of these non-GAAP financial measures and their reconciliation to the most comparable GAAP measurement.

An attachment included in the Current Report on Form 8-K to which this announcement is included, contains a comparison of the Partnership’s adjusted EBITDA for the fourth quarter 2023 to the Partnership's adjusted EBITDA guidance for the fourth quarter 2023.

2024 FINANCIAL GUIDANCE

The Partnership expects full year 2024 Adjusted EBITDA of approximately $116.1 million, growth capital expenditures of approximately $17.4 million, with $16.9 million dedicated to the DSM Semichem joint venture, and maintenance capital expenditures of $32.0 million. More detailed 2024 Financial Guidance is provided as an attachment included in the Current Report on Form 8-K to which this press release is included.

MMLP does not intend at this time to provide financial guidance beyond 2024.

The Partnership has not provided comparable GAAP financial information on a forward-looking basis because it would require the Partnership to create estimated ranges on a GAAP basis, which would entail unreasonable effort as the adjustments required to reconcile forward-looking non-GAAP measures cannot be predicted with a reasonable degree of certainty but may include, among others, costs related to debt amendments and unusual charges, expenses and gains. Some or all of those adjustments could be significant.

2023 K-1 TAX PACKAGES

The timing of the availability of MMLP’s K-1 tax packages for 2023 is dependent upon whether and/or when recently proposed legislation (H.R. 7024), which includes proposed changes in tax law which would be applied retroactively to the 2023 tax year, is enacted. As currently written, certain provisions in H.R. 7024 would lower MMLP’s taxable income for 2023 compared to existing tax law. Barring any changes in tax law, MMLP’s K-1 tax

packages, including all information to fiduciaries for common units owned in tax exempt accounts, could be made available online through our website at www.MMLP.com on or before February 29, 2024 and the mailing of the tax packages would be completed by March 8, 2024. Should deliberations over the passage of H.R. 7024 impact this timeline, we will issue a press release to update our investors on the timing of the availability of the K-1 tax packages.

INVESTORS CONFERENCE CALL

Date: Thursday, February 15, 2024

Time: 8:00 a.m. CT (please dial in by 7:55 a.m.)

Dial In #: (888) 330-2384

Conference ID: 8536096

Replay Dial In # (800) 770-2030 – Conference ID: 8536096

A webcast of the conference call will also be available by visiting the Events and Presentations section under Investor Relations on our website at www.MMLP.com.

About Martin Midstream Partners

Martin Midstream Partners LP, headquartered in Kilgore, Texas, is a publicly traded limited partnership with a diverse set of operations focused primarily in the Gulf Coast region of the United States. MMLP’s primary business lines include: (1) terminalling, processing, and storage services for petroleum products and by-products; (2) land and marine transportation services for petroleum products and by-products, chemicals, and specialty products; (3) sulfur and sulfur-based products processing, manufacturing, marketing and distribution; and (4) marketing, distribution, and transportation services for natural gas liquids and blending and packaging services for specialty lubricants and grease. To learn more, visit www.MMLP.com. Follow Martin Midstream Partners L.P. on LinkedIn, Facebook, and X (formerly known as Twitter).

Forward-Looking Statements

Statements about the Partnership’s outlook and all other statements in this release other than historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements and all references to financial estimates rely on a number of assumptions concerning future events and are subject to a number of uncertainties, including (i) the effects of the continued volatility of commodity prices and the related macroeconomic and political environment and (ii) other factors, many of which are outside its control, which could cause actual results to differ materially from such statements. While the Partnership believes that the assumptions concerning future events are reasonable, it cautions that there are inherent difficulties in anticipating or predicting certain important factors. A discussion of these factors, including risks and uncertainties, is set forth in the Partnership’s annual and quarterly reports filed from time to time with the Securities and Exchange Commission (the “SEC”). The Partnership disclaims any intention or obligation to revise any forward-looking statements, including financial estimates, whether as a result of new information, future events, or otherwise except where required to do so by law.

Use of Non-GAAP Financial Information

To assist management in assessing our business, we use the following non-GAAP financial measures: earnings before interest, taxes, and depreciation and amortization ("EBITDA"), adjusted EBITDA (as defined below), distributable cash flow available to common unitholders (“distributable cash flow”), and free cash flow after growth capital expenditures and principal payments under finance lease obligations ("adjusted free cash flow"). Our management uses a variety of financial and operational measurements other than our financial statements prepared in accordance with U.S. GAAP to analyze our performance.

Certain items excluded from EBITDA and adjusted EBITDA are significant components in understanding and assessing an entity's financial performance, such as cost of capital and historical costs of depreciable assets.

EBITDA and adjusted EBITDA. We define adjusted EBITDA as EBITDA before unit-based compensation expenses, gains and losses on the disposition of property, plant and equipment, impairment and other similar non-cash adjustments. Adjusted EBITDA is used as a supplemental performance and liquidity measure by our management and by external users of our financial statements, such as investors, commercial banks, research analysts, and others, to assess:

•the financial performance of our assets without regard to financing methods, capital structure, or historical cost basis;

•the ability of our assets to generate cash sufficient to pay interest costs, support our indebtedness, and make cash distributions to our unitholders; and

•our operating performance and return on capital as compared to those of other companies in the midstream energy sector, without regard to financing methods or capital structure.

The GAAP measures most directly comparable to adjusted EBITDA are net income (loss) and net cash provided by (used in) operating activities. Adjusted EBITDA should not be considered an alternative to, or more meaningful than, net income (loss), operating income (loss), net cash provided by (used in) operating activities, or any other measure of financial performance presented in accordance with GAAP. Adjusted EBITDA may not be comparable to similarly titled measures of other companies because other companies may not calculate adjusted EBITDA in the same manner.

Adjusted EBITDA does not include interest expense, income tax expense, and depreciation and amortization. Because we have borrowed money to finance our operations, interest expense is a necessary element of our costs and our ability to generate cash available for distribution. Because we have capital assets, depreciation and amortization are also necessary elements of our costs. Therefore, any measures that exclude these elements have material limitations. To compensate for these limitations, we believe that it is important to consider net income (loss) and net cash provided by (used in) operating activities as determined under GAAP, as well as adjusted EBITDA, to evaluate our overall performance.

Distributable cash flow and adjusted free cash flow. We define distributable cash flow as net cash provided by (used in) operating activities less cash received (plus cash paid) for closed commodity derivative positions included in Accumulated Other Comprehensive Income (Loss), plus changes in operating assets and liabilities which (provided) used cash, less maintenance capital expenditures and plant turnaround costs. Distributable cash flow is a significant performance measure used by our management and by external users of our financial statements, such as investors, commercial banks and research analysts, to compare basic cash flows generated by us to the cash distributions we expect to pay unitholders. Distributable cash flow is also an important financial measure for our unitholders since it serves as an indicator of our success in providing a cash return on investment. Specifically, this financial measure indicates to investors whether or not we are generating cash flow at a level that can sustain or support an increase in our quarterly distribution rates. Distributable cash flow is also a quantitative standard used throughout the investment community with respect to publicly-traded partnerships because the value of a unit of such an entity is generally determined by the unit's yield, which in turn is based on the amount of cash distributions the entity pays to a unitholder.

We define adjusted free cash flow as distributable cash flow less growth capital expenditures and principal payments under finance lease obligations. Adjusted free cash flow is a significant performance measure used by our management and by external users of our financial statements and represents how much cash flow a business generates during a specified time period after accounting for all capital expenditures, including expenditures for growth and maintenance capital projects. We believe that adjusted free cash flow is important to investors, lenders, commercial banks and research analysts since it reflects the amount of cash available for reducing debt, investing in additional capital projects, paying distributions, and similar matters. Our calculation of adjusted free cash flow may or may not be comparable to similarly titled measures used by other entities.

The GAAP measure most directly comparable to distributable cash flow and adjusted free cash flow is net cash provided by (used in) operating activities. Distributable cash flow and adjusted free cash flow should not be considered alternatives to, or more meaningful than, net income (loss), operating income (loss), Net cash provided by (used in) operating activities, or any other measure of liquidity presented in accordance with GAAP. Distributable cash flow and adjusted free cash flow have important limitations because they exclude some items that affect net income (loss), operating income (loss), and net cash provided by (used in) operating activities. Distributable cash flow and adjusted free cash flow may not be comparable to similarly titled measures of other companies because other companies may not calculate these non-GAAP metrics in the same manner. To compensate for these limitations, we believe that it is important to consider net cash provided by (used in) operating activities determined under GAAP, as well as distributable cash flow and adjusted free cash flow, to evaluate our overall liquidity.

Contact:

Sharon Taylor - Executive Vice President & Chief Financial Officer

(877) 256-6644

ir@martinmlp.com

MMLP-F

MARTIN MIDSTREAM PARTNERS L.P.

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands)


	December 31,
	2023		2022
Assets
Cash	$	54	$	45
Trade and accrued accounts receivable, less allowance for doubtful accounts of $530 and $496, respectively	53,293		79,641

Inventories	43,822		109,798
Due from affiliates	7,924		8,010

Other current assets	9,220		13,633

Total current assets	114,313		211,127

Property, plant and equipment, at cost	918,786		903,535
Accumulated depreciation	(612,993)		(584,245)
Property, plant and equipment, net	305,793		319,290

Goodwill	16,671		16,671
Right-of-use assets	60,359		34,963
Deferred income taxes, net	10,200		14,386
Intangibles and other assets, net	2,039		2,414

	$	509,375	$	598,851
Liabilities and Partners’ Capital (Deficit)
Current portion of long term debt and finance lease obligations	$	—	$	9
Trade and other accounts payable	51,653		68,198
Product exchange payables	426		32
Due to affiliates	6,334		8,947
Income taxes payable	652		665

Other accrued liabilities	41,499		33,074

Total current liabilities	100,564		110,925

Long-term debt, net	421,173		512,871

Operating lease liabilities	45,684		26,268

Other long-term obligations	6,578		8,232
Total liabilities	573,999		658,296
Commitments and contingencies
Partners’ capital (deficit)	(64,624)		(59,445)

Total partners’ capital (deficit)	(64,624)		(59,445)
	$	509,375	$	598,851

MARTIN MIDSTREAM PARTNERS L.P.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except per unit amounts)


	Year Ended December 31,
	2023		2022		2021
Revenues:
Terminalling and storage *	$	86,514	$	80,193	$	75,223
Transportation *	223,677		219,008		144,314

Sulfur services	13,430		12,337		11,799
Product sales: *
Specialty products	346,777		540,513		517,852
Sulfur services	127,565		166,827		133,243

	474,342		707,340		651,095
Total revenues	797,963		1,018,878		882,431

Costs and expenses:
Cost of products sold: (excluding depreciation and amortization)
Specialty products *	305,903		503,225		443,896
Sulfur services *	83,702		120,062		89,134
Terminalling and storage *	75		19		68
	389,680		623,306		533,098
Expenses:
Operating expenses *	252,211		251,886		193,952
Selling, general and administrative *	40,826		41,812		41,012


Depreciation and amortization	49,895		56,280		56,751
Total costs and expenses	732,612		973,284		824,813
Other operating income (loss), net	1,373		5,669		(534)
Gain on involuntary conversion of property, plant and equipment	—		—		196
Operating income	66,724		51,263		57,280

Other income (expense):

Interest expense, net	(60,290)		(53,665)		(54,107)

Loss on extinguishment of debt	(5,121)		—		—
Other, net	56		(5)		(4)
Total other income (expense)	(65,355)		(53,670)		(54,111)
Net income (loss) before taxes	1,369		(2,407)		3,169
Income tax expense	(5,918)		(7,927)		(3,380)


Net loss	(4,549)		(10,334)		(211)
Less general partner's interest in net loss	91		207		4

Less loss allocable to unvested restricted units	14		40		—
Limited partners' interest in net loss	$	(4,444)	$	(10,087)	$	(207)

Net loss per unit attributable to limited partners - basic and diluted	$	(0.11)	$	(0.26)	$	(0.01)
Weighted average limited partner units - basic and diluted	38,771,657		38,726,048		38,689,041

*Related Party Transactions Shown Below

MARTIN MIDSTREAM PARTNERS L.P.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except per unit amounts)

*Related Party Transactions Included Above


	Year Ended December 31,
	2023		2022		2021
Revenues:
Terminalling and storage	$	72,138	$	66,867	$	62,677
Transportation	29,276		28,393		20,046

Product sales	8,767		554		479
Costs and expenses:
Cost of products sold: (excluding depreciation and amortization)
Specialty products	35,930		39,356		27,856
Sulfur services	11,182		10,717		9,980
Terminalling and storage	75		19		10
Expenses:
Operating expenses	100,851		93,630		78,607
Selling, general and administrative	32,021		31,758		32,924

MARTIN MIDSTREAM PARTNERS L.P.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Dollars in thousands


	Year Ended December 31,
	2023		2022		2021

Net loss	$	(4,549)	$	(10,334)	$	(211)
Changes in fair values of commodity cash flow hedges	—		(816)		816
Comprehensive income (loss)	$	(4,549)	$	(11,150)	$	605

MARTIN MIDSTREAM PARTNERS L.P.

CONSOLIDATED STATEMENTS OF CAPITAL

(Dollars in thousands)


		Partners’ Capital (Deficit)
		Common				General Partner Amount	Accumulated Other Comprehensive Income
	Units		Amount								Total
Balances – December 31, 2020		38,851,174		$	(48,776)		$	1,905	$	—		(46,871)

Net loss		—		(207)			(4)		—			(211)

Issuance of time-based restricted units		42,168		—			—		—			—

General partner contribution		—		—			3		—			3
Cash distributions		—		(775)			(16)		—			(791)
Changes in fair values of commodity cash flow hedges		—		—			—		816			816

Excess carrying value of the assets over the purchase price paid by Martin Resource Management		—		(1,350)			—		—			(1,350)

Unit-based compensation		—		384			—		—			384
Purchase of treasury units		(7,156)		(17)			—		—			(17)

Balances – December 31, 2021		38,802,750		(50,741)			1,888		816			(48,037)

Net loss		—		(10,127)			(207)		—			(10,334)

Issuance of time-based restricted units		48,000		—			—		—			—



Cash distributions		—		(777)			(16)		—			(793)
Changes in fair values of commodity cash flow hedges		—		—			—		(816)			(816)
Excess purchase price over carrying value of acquired assets		—		374			—		—			374

Unit-based compensation		—		161			—		—			161

Balances – December 31, 2022		38,850,750		(61,110)			1,665		—			(59,445)

Net loss		—		(4,458)			(91)		—			(4,549)

Issuance of time-based restricted units		64,056		—			—		—			—



Cash distributions		—		(777)			(16)		—			(793)


Unit-based compensation		—		163			—		—			163

Balances – December 31, 2023		38,914,806		$	(66,182)		$	1,558	$	—		$	(64,624)

MARTIN MIDSTREAM PARTNERS L.P.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)


	Year Ended December 31,
	2023		2022		2021
Cash flows from operating activities:
Net loss	$	(4,549)	$	(10,334)	$	(211)


Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	49,895		56,280		56,751
Amortization and write-off of deferred debt issue costs	3,978		3,152		3,367
Amortization of discount on notes payable	2,200		—		—

Deferred income tax expense	4,186		5,744		2,432
(Gain) loss on disposition or sale of property, plant, and equipment	(1,373)		(5,669)		534
Gain on involuntary conversion of property, plant and equipment	—		—		(196)

Loss on extinguishment of debt	5,121		—		—



Derivative (income) loss	—		(901)		5,593
Net cash received (paid) for commodity derivatives	—		85		(4,984)

Unit-based compensation	163		161		384
Change in current assets and liabilities, excluding effects of acquisitions and dispositions:
Accounts and other receivables	26,348		4,579		(31,448)

Inventories	65,976		(47,678)		(8,334)
Due from affiliates	86		6,399		398
Other current assets	4,739		(1,479)		(3,552)
Trade and other accounts payable	(17,539)		486		14,331
Product exchange payables	394		(1,374)		1,033
Due to affiliates	(2,613)		7,123		1,389
Income taxes payable	(13)		280		(171)
Other accrued liabilities	2,880		(2,087)		(2,236)
Change in other non-current assets and liabilities	(2,411)		1,381		649


Net cash provided by operating activities	137,468		16,148		35,729
Cash flows from investing activities:
Payments for property, plant, and equipment	(34,317)		(27,237)		(16,059)

Payments for plant turnaround costs	(4,825)		(5,176)		(4,109)
Proceeds from sale of property, plant, and equipment	5,482		7,769		643
Proceeds from involuntary conversion of property, plant and equipment	—		—		284



Net cash used in investing activities	(33,660)		(24,644)		(19,241)
Cash flows from financing activities:
Payments of long-term debt	(632,197)		(393,740)		(333,790)

Payments under finance lease obligations	(9)		(279)		(2,707)
Proceeds from long-term debt	543,489		404,650		316,500

General partner contributions	—		—		3

Excess purchase price over carrying value of acquired assets	—		(1,285)		—

Purchase of treasury units	—		—		(17)
Payments of debt issuance costs	(14,289)		(64)		(592)
Cash distributions paid	(793)		(793)		(791)
Net cash provided by (used in) financing activities	(103,799)		8,489		(21,394)

Net increase (decrease) in cash	9		(7)		(4,906)
Cash at beginning of year	45		52		4,958
Cash at end of year	$	54	$	45	$	52

MARTIN MIDSTREAM PARTNERS L.P.

SEGMENT OPERATING INCOME

(Dollars and volumes in thousands, except BBL per day)

Terminalling and Storage Segment

Comparative Results of Operations for the Years Ended December 31, 2023 and 2022


	Year Ended December 31,				Variance		Percent Change
	2023		2022
	(In thousands)

Revenues	$	95,459	$	92,612	$	2,847	3%


Cost of products sold	75		19		56		295%
Operating expenses	57,393		63,177		(5,784)		(9)%
Selling, general and administrative expenses	2,070		1,967		103		5%

Depreciation and amortization	21,030		26,094		(5,064)		(19)%
	14,891		1,355		13,536		999%
Other operating loss, net	(359)		(166)		(193)		(116)%

Operating income	$	14,532	$	1,189	$	13,343	1,122%

Shore-based throughput volumes (gallons)	162,363		85,017		77,346		91%
Smackover refinery throughput volumes (guaranteed minimum BBL per day)	6,500		6,500		—		—%

Transportation Segment

Comparative Results of Operations for the Years Ended December 31, 2023 and 2022


	Year Ended December 31,				Variance		Percent Change
	2023		2022
	(In thousands)
Revenues	$	240,926	$	239,275	$	1,651	1%
Operating expenses	184,334		176,198		8,136		5%
Selling, general and administrative expenses	9,787		8,215		1,572		19%


Depreciation and amortization	14,879		14,567		312		2%
	31,926		40,295		(8,369)		(21)%
Other operating income, net	1,775		1,062		713		67%
Operating income	$	33,701	$	41,357	$	(7,656)	(19)%

MARTIN MIDSTREAM PARTNERS L.P.

SEGMENT OPERATING INCOME

(Dollars and volumes in thousands, except BBL per day)

Sulfur Services Segment

Comparative Results of Operations for the Years Ended December 31, 2023 and 2022


	Year Ended December 31,				Variance		Percent Change
	2023		2022
	(In thousands)
Revenues:
Services	$	13,430	$	12,337	$	1,093	9%
Products	127,565		166,827		(39,262)		(24)%
Total revenues	140,995		179,164		(38,169)		(21)%

Cost of products sold	93,842		127,018		(33,176)		(26)%
Operating expenses	13,143		15,335		(2,192)		(14)%
Selling, general and administrative expenses	5,925		6,081		(156)		(3)%
Depreciation and amortization	10,690		11,099		(409)		(4)%
	17,395		19,631		(2,236)		(11)%
Other operating income, net	17		4,555		(4,538)		(100)%

Operating income	$	17,412	$	24,186	$	(6,774)	(28)%

Sulfur (long tons)	478.0		452.0		26.0		6%
Fertilizer (long tons)	254.0		211.0		43.0		20%
Sulfur services volumes (long tons)	732.0		663.0		69.0		10%

Specialty Products Segment

Comparative Results of Operations for the Years Ended December 31, 2023 and 2022


	Year Ended December 31,				Variance		Percent Change
	2023		2022
	(In thousands)
Products revenues	$	346,863	$	540,636	(193,773)		(36)%
Cost of products sold	319,200		526,043		(206,843)		(39)%
Operating expenses	78		118		(40)		(34)%
Selling, general and administrative expenses	7,120		8,728		(1,608)		(18)%
Depreciation and amortization	3,296		4,520		(1,224)		(27)%
	17,169		1,227		15,942		1,299%
Other operating income (loss), net	(60)		218		(278)		(128)%
Operating income	$	17,109	$	1,445	$	15,664	1,084%

NGL sales volumes (Bbls)	3,681		5,791		(2,110)		(36)	%
Other specialty products volumes (Bbls)	367		391		(24)		(6)	%
Total specialty products volumes (Bbls)	4,048		6,182		(2,134)		(35)	%

Non-GAAP Financial Measures

The following table reconciles the non-GAAP financial measurements used by management to our most directly comparable GAAP measures for the quarter and years ended December 31, 2023 and 2022, which represents EBITDA, adjusted EBITDA, adjusted EBITDA after giving effect to the exit of the butane optimization business, distributable cash flow, and adjusted free cash flow:

Reconciliation of Net Loss to EBITDA, Adjusted EBITDA, and Adjusted EBITDA After Giving Effect to the Exit of the Butane Optimization Business


	Three Months Ended December 31,				Year Ended December 31,
	2023		2022		2023		2022
	(in thousands)
Net income (loss)	$	517	$	(375)	$	(4,549)	$	(10,334)
Adjustments:
Interest expense	14,376		14,484		60,290		53,665
Income tax expense	2,299		2,458		5,918		7,927
Depreciation and amortization	12,224		13,273		49,895		56,280
EBITDA	29,416		29,840		111,554		107,538
Adjustments:
Gain on disposition of property, plant and equipment	(277)		(4,619)		(1,373)		(5,669)
Loss on extinguishment of debt	—		—		5,121		—
Lower of cost or net realizable value and other non-cash adjustments	—		(7,476)		(12,850)		12,850
Unit-based compensation	36		36		163		161
Adjusted EBITDA	29,175		17,781		102,615		114,880
Adjustments:
Plus: net loss associated with butane optimization business	—		4,736		2,256		20,015
Plus: lower of cost or net realizable value and other non-cash adjustments	—		5,976		12,850		(12,850)
Adjusted EBITDA after giving effect to the exit of the butane optimization business	$	29,175	$	28,493	$	117,721	122,045

Reconciliation of Net Cash Provided by Operating Activities to Adjusted EBITDA, Adjusted EBITDA After Giving Effect to the Exit of the Butane Optimization Business, Distributable Cash Flow, and Adjusted Free Cash Flow


	Three Months Ended December 31,				Year Ended December 31,
	2023		2022		2023		2022
	(in thousands)				(in thousands)
Net cash provided by operating activities	$	31,403	$	32,904	$	137,468	$	16,148
Interest expense 1	13,004		13,688		54,112		50,513
Current income tax expense	435		325		1,732		2,183
Lower of cost or net realizable value and other non-cash adjustments	—		(7,476)		(12,850)		12,850
Commodity cash flow hedging gains reclassified to earnings	—		—		—		901
Net cash received for closed commodity derivative positions included in AOCI	—		—		—		(85)
Changes in operating assets and liabilities which (provided) used cash:
Accounts and other receivables, inventories, and other current assets	1,336		(21,071)		(97,149)		38,179
Trade, accounts and other payables, and other current liabilities	(18,394)		(324)		16,891		(4,428)
Other	1,391		(265)		2,411		(1,381)
Adjusted EBITDA	29,175		17,781		102,615		114,880
Plus: net loss associated with butane optimization business	—		4,735		2,256		20,015
Plus: lower of cost or net realizable value and other non-cash adjustments	—		5,976		12,850		(12,850)
Adjusted EBITDA after giving effect to the exit of the butane optimization business	29,175		28,492		117,721		122,045
Adjustments:
Interest expense	(14,376)		(14,484)		(60,290)		(53,665)
Income tax expense	(2,299)		(2,458)		(5,918)		(7,927)
Deferred income taxes	1,864		2,133		4,186		5,744
Amortization of deferred debt issuance costs	772		796		3,978		3,152
Amortization of discount on notes payable	600		—		2,200		—
Payments for plant turnaround costs	(2,458)		(914)		(4,825)		(5,176)
Maintenance capital expenditures	(4,689)		(4,526)		(24,277)		(19,074)
Distributable Cash Flow	8,589		9,039		32,775		45,099
Principal payments under finance lease obligations	—		(99)		(9)		(279)
Expansion capital expenditures	(4,908)		(1,401)		(11,034)		(6,883)
Adjusted Free Cash Flow	$	3,681	$	7,539	$	21,732	37,937

(1) Net of amortization of debt issuance costs and discount and premium, which are included in interest expense but not included in net cash provided by operating activities.

February 14, 2024 Fourth Quarter and Full Year 2023 Earnings Summary and 2024 Financial Guidance MARTIN MIDSTREAM PARTNERS Exhibit 99.2

Page 2 (in millions) Transportation Terminalling & Storage Sulfur Services Specialty Products SG&A Interest Expense 4Q 2023 Actual Net income (loss) $8.6 $3.9 $4.8 $4.0 $(6.4) $(14.4) $0.5 Interest expense add back -- -- -- -- -- $14.4 $14.4 Income tax expense -- -- -- -- $2.3 -- $2.3 Operating Income (loss) $8.6 $3.9 $4.8 $4.0 $(4.1) -- $17.2 Depreciation and amortization $3.7 $5.1 $2.6 $0.8 -- -- $12.2 Gain on disposition or sale of property, plant, and equipment $(0.3) -- -- -- -- -- $(0.3) Adjusted EBITDA $12.0 $9.0 $7.4 $4.9 $(4.1) -- $29.2 MMLP 4Q 2023 Adjusted EBITDA Comparison & Reconciliation Adjusted EBITDA* $31.1 $33.2 Unallocated SG&A $(4.3) $(4.1) Total Adjusted EBITDA $26.9 $29.2 Butane Optimization - - Adjusted EBITDA, after giving effect to the exit of the butane optimization business $26.9 $29.2 Terminalling & Storage 4Q23E 4Q23A Smackover Refinery $4.5 $4.4 Specialty Terminals $3.0 $3.4 Shore-Based Terminals $1.1 $0.8 Underground Storage $0.4 $0.4 Total Terminalling & Storage $9.0 $9.0 Specialty Products 4Q23E 4Q23A Lubricants $1.9 $1.7 Grease $1.8 $2.1 Propane $0.9 $0.7 Natural Gasoline $0.2 $0.3 Sub-Total Specialty Products $4.9 $4.9 Butane Optimization - - Total Specialty Products $4.9 $4.9 Sulfur Services 4Q23E 4Q23A Fertilizer $3.0 $3.9 Sulfur $3.0 $3.6 Total Sulfur Services $6.0 $7.4 Transportation 4Q23E 4Q23A Land $7.3 $9.6 Marine $4.0 $2.3 Total Transportation $11.3 $12.0 Note: numbers may not add due to rounding *Pre-Unallocated SG&A

Page 3 MMLP Full-Year 2023 Adjusted EBITDA Comparison (in millions) Specialty Products 2023E 1Q23A 2Q23A 3Q23A 4Q23A 2023A Lubricants $10.2 $2.3 $2.4 $3.6 $1.7 $10.0 Grease $9.1 $2.3 $2.2 $2.8 $2.1 $9.4 Propane $2.4 $0.8 $0.3 $0.3 $0.7 $2.1 Natural Gasoline $1.2 $(0.1) $1.0 $0.1 $0.3 $1.3 Sub-Total Specialty Products $22.8 $5.2 $5.9 $6.8 $4.9 $22.8 Butane Optimization $(15.1) $(8.8) $(6.3) - - $(15.1) Total Specialty Products $7.7 $(3.6) $(0.4) $6.8 $4.9 $7.7 Terminalling & Storage 2023E 1Q23A 2Q23A 3Q23A 4Q23A 2023A Smackover Refinery $17.9 $4.3 $4.9 $4.2 $4.4 $17.8 Specialty Terminals $12.8 $3.6 $3.3 $2.9 $3.4 $13.2 Shore-Based Terminals $3.5 $0.7 $1.0 $0.8 $0.8 $3.3 Underground Storage $1.6 $0.5 $0.4 $0.3 $0.4 $1.6 Total Terminalling & Storage $35.9 $9.1 $9.6 $8.2 $9.0 $35.9 Sulfur Services 2023E 1Q23A 2Q23A 3Q23A 4Q23A 2023A Fertilizer $13.9 $3.9 $4.9 $2.2 $3.9 $14.8 Sulfur $12.7 $3.4 $3.2 $3.2 $3.6 $13.3 Total Sulfur Services $26.6 $7.2 $8.0 $5.4 $7.4 $28.1 Transportation 2023E 1Q23A 2Q23A 3Q23A 4Q23A 2023A Land $33.3 $10.7 $8.7 $6.7 $9.6 $35.6 Marine $12.8 $2.6 $3.5 $2.8 $2.3 $11.2 Total Transportation $46.1 $13.2 $12.1 $9.5 $12.0 $46.8 2023E 1Q23A 2Q23A 3Q23A 4Q23A 2023A Adjusted EBITDA* $116.4 $25.9 $29.4 $30.0 $33.2 $118.5 Unallocated SG&A $(16.1) $(4.1) $(3.9) $(3.8) $(4.1) $(15.9) Total Adjusted EBITDA $100.3 $21.7 $25.5 $26.2 $29.2 $102.6 Butane Optimization $15.1 $8.8 $6.3 - - $15.1 Adjusted EBITDA, after giving effect to the exit of the butane optimization business $115.4 $30.6 $31.8 $26.2 $29.2 $117.7 Note: numbers may not add due to rounding *Pre-Unallocated SG&A

Page 4 (in millions) Transportation Terminalling & Storage Sulfur Services Specialty Products SG&A Interest Expense 2023 Actual Net income (loss) $33.7 $14.5 $17.4 $17.1 $(27.0) $(60.3) $(4.5) Interest expense add back -- -- -- -- -- $60.3 $60.3 Income tax expense -- -- -- -- $5.9 -- $5.9 Loss on extinguishment of debit $5.1 $5.1 Operating Income (loss) $33.7 $14.5 $17.4 $17.1 $(16.0) -- $66.7 Depreciation and amortization $14.9 $21.0 $10.7 $3.3 -- -- $49.9 Lower of cost or net realizable value and other non-cash adjustments -- -- -- $(12.9) -- -- $(12.9) (Gain) loss on disposition or sale of property, plant, and equipment $(1.8) $0.4 -- $0.1 -- -- $(1.4) Unit-based compensation -- -- -- -- $0.2 -- $0.2 Adjusted EBITDA $46.8 $35.9 $28.1 $7.7 $(15.9) -- $102.6 Plus: Net loss associated with butane optimization business -- -- -- $2.3 -- -- $2.3 Plus: Lower of cost or net realizable value and other non-cash adjustments -- -- -- $12.9 -- -- $12.9 Adjusted EBITDA, after giving effect to the exit of the butane optimization business $46.8 $35.9 $28.1 $22.8 $(15.9) -- $117.7 MMLP Full-Year 2023 Adjusted EBITDA Reconciliation Note: numbers may not add due to rounding *Pre-Unallocated SG&A

Page 5 MMLP 2024E EBITDA Guidance (in millions) Note: numbers may not add due to rounding *Pre-Unallocated SG&A Terminalling & Storage 1Q24E 2Q24E 3Q24E 4Q24E 2024E Smackover Refinery $4.7 $4.4 $4.5 $4.5 $18.0 Fixed-Fee Specialty Terminals $3.0 $3.1 $3.2 $3.0 $12.3 Fixed-Fee Shore-Based Terminals $1.4 $1.4 $1.4 $1.4 $5.7 Fixed-Fee Underground Storage $0.3 $0.5 $0.5 $0.4 $1.7 Fixed-Fee Total Terminalling & Storage $9.4 $9.4 $9.5 $9.4 $37.7 Specialty Products 1Q24E 2Q24E 3Q24E 4Q24E 2024E Lubricants $2.2 $2.9 $3.6 $1.6 $10.3 Margin Grease $2.5 $2.2 $2.4 $1.9 $9.0 Margin Propane $1.0 $0.2 $0.3 $0.9 $2.5 Margin Natural Gasoline $0.2 $0.2 $0.2 $0.3 $1.0 Fixed-Fee Total Specialty Products $6.0 $5.6 $6.5 $4.6 $22.7 Sulfur Services 1Q24E 2Q24E 3Q24E 4Q24E 2024E Fertilizer $6.6 $6.7 $0.7 $2.4 $16.4 Margin ELSA - - - $0.8 $0.8 Fixed-Fee Sulfur $3.2 $3.2 $3.2 $3.2 $12.5 Fixed-Fee Total Sulfur Services $9.8 $9.8 $3.8 $6.4 $29.7 Transportation 1Q24E 2Q24E 3Q24E 4Q24E 2024E Land $7.1 $6.5 $6.4 $6.2 $26.1 Marine $3.1 $3.7 $4.3 $3.9 $15.1 Total Transportation $10.2 $10.1 $10.7 $10.1 $41.2 Fixed-Fee Adjusted EBITDA* $35.4 $34.9 $30.5 $30.4 $131.3 Unallocated SG&A $(3.8) $(3.8) $(3.8) $(3.8) $(16.1) Total Adjusted EBITDA $31.6 $31.1 $26.7 $26.6 $116.1 Included in maintenance capex is $8.9 million of turnaround costs. Included in growth capex is $16.6 million for ELSA.

Disclaimers Page 6 Use of Non-GAAP Financial Measures Forward Looking Statements This presentation includes certain non-GAAP financial measures such as EBITDA, Adjusted EBITDA, Distributable Cash Flow and Adjusted Free Cash Flow. These non-GAAP financial measures are not meant to be considered in isolation or as a substitute for results prepared in accordance with accounting principles generally accepted in the United States (GAAP). A reconciliation of non-GAAP financial measures included in this presentation to the most directly comparable financial measures calculated and presented in accordance with GAAP is set forth in the Appendix of this presentation or on our web site at www.MMLP.com. MMLP’s management believes that these non-GAAP financial measures may provide useful information to investors regarding MMLP’s financial condition and results of operations as they provide another measure of the profitability and ability to service its debt and are considered important measures by financial analysts covering MMLP and its peers. The Partnership has not provided comparable GAAP financial information on a forward-looking basis because it would require the Partnership to create estimated ranges on a GAAP basis, which would entail unreasonable effort. Adjustments required to reconcile forward-looking non-GAAP measures cannot be predicted with reasonable certainty but may include, among others, costs related to debt amendments and unusual charges, expenses and gains. Some or all of those adjustments could be significant. Statements about the Partnership's outlook and all other statements in this release other than historical facts are forward- looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements and all references to financial or operational estimates rely on a number of assumptions concerning future events and are subject to a number of uncertainties, (i) the effects of the continued volatility of commodity prices and the related macroeconomic and political environment, and (ii) other factors, many of which are outside its control, which could cause actual results to differ materially from such statements. While the Partnership believes that the assumptions concerning future events are reasonable, it cautions that there are inherent difficulties in anticipating or predicting certain important factors. A discussion of these factors, including risks and uncertainties, is set forth in the Partnership's annual and quarterly reports filed from time to time with the Securities and Exchange Commission. The Partnership disclaims any intention or obligation to revise any forward-looking statements, including financial estimates, whether as a result of new information, future events, or otherwise except where required to do so by law.

Martin Midstream Partners 4200 B Stone Road Kilgore, Texas 75662 903.983.6200 www.MMLP.com

Cover	Feb. 14, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Feb. 14, 2024
Entity Registrant Name	MARTIN MIDSTREAM PARTNERS L.P.
Entity Incorporation, State	DE
Entity File Number	000-50056
Entity Tax Identification Number	05-0527861
Entity Address, Address Line One	4200 Stone Road
Entity Address, City or Town	Kilgore
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75662
City Area Code	903
Local Phone Number	983-6200
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of each class	Common Units representing limited partnership interests
Trading Symbol(s)	MMLP
Name of each exchange on which registered	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001176334
Amendment Flag	false