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 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 
FORM 10-Q
☒QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended June 30, 2024
OR
☐TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from ____________ to ____________
 
Commission File Number
000-50056
MARTIN MIDSTREAM PARTNERS L.P.
(Exact name of registrant as specified in its charter)
Delaware 05-0527861
(State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.)
4200 Stone Road
Kilgore, Texas 75662
(Address of principal executive offices, zip code)
Registrant’s telephone number, including area code: (903) 983-6200

Securities registered pursuant to Section 12(b) of the Act
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Units representing limited partnership interestsMMLPThe NASDAQ Global Select Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes☒No☐
Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). 
Yes☒No☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of "large accelerated filer," "accelerated filer", "smaller reporting company", and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer  ☐Accelerated filer☒
Non-accelerated filer ☐Smaller reporting company ☐
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.  ☐

Indicated by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). 
Yes☐No☒
 The number of the registrant’s Common Units outstanding at July 23, 2024, was 39,001,086.


Forward-Looking Statements

This Quarterly Report on Form 10-Q includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Statements included in this quarterly report that are not historical facts (including any statements concerning plans and objectives of management for future operations or economic performance, or assumptions or forecasts related thereto), including, without limitation, the information set forth in Management’s Discussion and Analysis of Financial Condition and Results of Operations, are forward-looking statements. These statements can be identified by the use of forward-looking terminology including "forecast," "may," "believe," "will," "expect," "anticipate," "estimate," "continue," or other similar words. These statements discuss future expectations, contain projections of results of operations or of financial condition or state other "forward-looking" information. We and our representatives may from time to time make other oral or written statements that are also forward-looking statements.

These forward-looking statements are made based upon management’s current plans, expectations, estimates, assumptions and beliefs concerning future events impacting us and therefore involve a number of risks and uncertainties. We caution that forward-looking statements are not guarantees and that actual results could differ materially from those expressed or implied in the forward-looking statements.

Because these forward-looking statements involve risks and uncertainties, actual results could differ materially from those expressed or implied by these forward-looking statements for a number of important reasons, including those discussed under "Item 1A. Risk Factors" of our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission (the "SEC") on February 21, 2024, and as may be updated and supplemented from time to time in our future Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.



Page
 
 
  
 
  
  
  
  
59
  
3

PART I – FINANCIAL INFORMATION
Item 1.Financial Statements
MARTIN MIDSTREAM PARTNERS L.P.
CONSOLIDATED AND CONDENSED BALANCE SHEETS
(Dollars in thousands)
 June 30, 2024December 31, 2023
(Unaudited)(Audited)
Assets  
Cash$55 $54 
Accounts and other receivables, less allowance for doubtful accounts of $506 and $530, respectively
50,910 53,293 
Inventories 41,597 43,822 
Due from affiliates22,151 7,924 
Other current assets10,284 9,220 
Total current assets124,997 114,313 
Property, plant and equipment, at cost939,570 918,786 
Accumulated depreciation(631,219)(612,993)
Property, plant and equipment, net308,351 305,793 
Goodwill16,671 16,671 
Right-of-use assets 63,768 60,359 
Investment in DSM Semichem LLC7,938 — 
Deferred income taxes, net 10,174 10,200 
Other assets, net 3,179 2,039 
Total assets$535,078 $509,375 
Liabilities and Partners’ Capital (Deficit)  
Current installments of long-term debt and finance lease obligations $14 $— 
Trade and other accounts payable51,874 51,653 
Product exchange payables— 426 
Due to affiliates3,269 6,334 
Income taxes payable1,374 652 
Other accrued liabilities42,178 41,499 
Total current liabilities98,709 100,564 
Long-term debt, net 439,397 421,173 
Finance lease obligations62 — 
Operating lease liabilities 47,187 45,684 
Other long-term obligations7,589 6,578 
Total liabilities592,944 573,999 
Commitments and contingencies
Partners’ capital (deficit) (57,866)(64,624)
Total liabilities and partners' capital (deficit)$535,078 $509,375 

See accompanying notes to consolidated and condensed financial statements.
4
MARTIN MIDSTREAM PARTNERS L.P.
CONSOLIDATED AND CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars and units in thousands, except per unit amounts)

Three Months EndedSix Months Ended
June 30,June 30,
2024202320242023
Revenues:  
Terminalling and storage  *$22,375 $21,684 $44,892 $42,542 
Transportation  *57,676 54,750 115,983 110,473 
Sulfur services3,477 3,357 6,954 6,715 
Product sales: *
Specialty products67,288 78,872 133,613 211,141 
Sulfur services33,715 36,973 63,919 69,294 
 101,003 115,845 197,532 280,435 
Total revenues184,531 195,636 365,361 440,165 
Costs and expenses:    
Cost of products sold: (excluding depreciation and amortization)
    
Specialty products *57,553 71,570 114,783 189,565 
Sulfur services *19,234 25,654 39,633 47,471 
Terminalling and storage *24 25 42 31 
 76,811 97,249 154,458 237,067 
Expenses:    
Operating expenses  *65,358 60,737 129,292 123,482 
Selling, general and administrative  *10,701 8,447 19,614 19,619 
Depreciation and amortization12,687 12,547 25,336 25,448 
Total costs and expenses165,557 178,980 328,700 405,616 
Other operating income (loss), net953 673 1,161 285 
Operating income19,927 17,329 37,822 34,834 
Other income (expense):    
Interest expense, net(14,377)(15,263)(28,219)(30,920)
Loss on extinguishment of debt— — — (5,121)
Other, net2 11 18 33 
Total other expense(14,375)(15,252)(28,201)(36,008)
Net income (loss) before taxes5,552 2,077 9,621 (1,174)
Income tax expense(1,772)(996)(2,568)(2,831)
Net income (loss)3,780 1,081 7,053 (4,005)
Less general partner's interest in net income (loss)(76)(22)(141)80 
Less income (loss) allocable to unvested restricted units(16)(4)(28)12 
Limited partners' interest in net income (loss)$3,688 $1,055 $6,884 $(3,913)
Net income (loss) per unit attributable to limited partners - basic and diluted$0.09 $0.03 $0.18 $(0.10)
Weighted average limited partner units - basic38,832,22238,772,26638,833,03938,771,037
Weighted average limited partner units - diluted38,891,37538,777,60038,872,19238,771,037
See accompanying notes to consolidated and condensed financial statements.
*Related Party Transactions Shown Below
5
MARTIN MIDSTREAM PARTNERS L.P.
CONSOLIDATED AND CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars and units in thousands, except per unit amounts)


*Related Party Transactions Included Above
Three Months EndedSix Months Ended
June 30,June 30,
2024202320242023
Revenues:*    
Terminalling and storage$18,078 $18,077 $36,627 $35,579 
Transportation8,318 7,277 16,919 12,788 
Product Sales123 7,497 252 8,422 
Costs and expenses:*
Cost of products sold: (excluding depreciation and amortization)
Specialty products8,368 7,918 14,941 17,428 
Sulfur services2,919 2,644 5,912 5,352 
Terminalling and storage24 25 42 31 
Expenses:
Operating expenses26,501 25,058 52,924 48,885 
Selling, general and administrative8,638 6,556 15,501 15,072 

See accompanying notes to consolidated and condensed financial statements.




6
MARTIN MIDSTREAM PARTNERS L.P.
CONSOLIDATED AND CONDENSED STATEMENTS OF CAPITAL (DEFICIT)
(Unaudited)
(Dollars in thousands)

 Partners’ Capital (Deficit)
 Common LimitedGeneral Partner Amount 
 UnitsAmountTotal
Balances - March 31, 202439,001,086 $(63,115)$1,619 $(61,496)
Net income— 3,704 76 3,780 
Cash distributions— (195)(4)(199)
Unit-based compensation— 49 — 49 
Balances - June 30, 202439,001,086 (59,557)1,691 (57,866)
Balances - December 31, 202338,914,806 $(66,182)$1,558 $(64,624)
Net income— 6,912 141 7,053 
Issuance of restricted units86,280 — — — 
Cash distributions— (390)(8)(398)
Unit-based compensation— 103 — 103 
Balances - June 30, 202439,001,086 $(59,557)$1,691 $(57,866)

 Partners’ Capital (Deficit)
 Common LimitedGeneral Partner Amount 
 UnitsAmountTotal
Balances - March 31, 202338,914,806 $(66,236)$1,559 $(64,677)
Net income— 1,059 22 1,081 
Cash distributions— (195)(4)(199)
Unit-based compensation— 38 — 38 
Balances - June 30, 202338,914,806 (65,334)1,577 (63,757)
Balances - December 31, 202238,850,750 $(61,110)$1,665 $(59,445)
Net loss— (3,925)(80)(4,005)
Issuance of restricted units64,056 — — — 
Cash distributions— (389)(8)(397)
Unit-based compensation— 90 — 90 
Balances - June 30, 202338,914,806 $(65,334)$1,577 $(63,757)

See accompanying notes to consolidated and condensed financial statements.
7
MARTIN MIDSTREAM PARTNERS L.P.
CONSOLIDATED AND CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)

 Six Months Ended
June 30,
 20242023
Cash flows from operating activities:  
Net income (loss)$7,053 $(4,005)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:  
Depreciation and amortization25,336 25,448 
Amortization of deferred debt issuance costs1,539 2,435 
Amortization of debt discount1,200 1,000 
Deferred income tax expense26 1,867 
Gain on disposition or sale of property, plant and equipment, net(1,161)(285)
Loss on extinguishment of debt— 5,121 
Non cash unit-based compensation103 90 
Change in current assets and liabilities, excluding effects of acquisitions and dispositions:  
Accounts and other receivables2,383 22,619 
Inventories2,031 58,933 
Due from affiliates(14,227)5,654 
Other current assets174 5,296 
Trade and other accounts payable523 (19,459)
Product exchange payables(426)278 
Due to affiliates(3,065)(6,641)
Income taxes payable722 (215)
Other accrued liabilities(1,196)1,907 
Change in other non-current assets and liabilities922 (1,269)
Net cash provided by operating activities21,937 98,774 
Cash flows from investing activities:  
Payments for property, plant and equipment(24,194)(17,024)
Payments for plant turnaround costs(6,705)(661)
Investment in DSM Semichem LLC(6,938)— 
Proceeds from sale of property, plant and equipment738 4,275 
Net cash used in investing activities(37,099)(13,410)
Cash flows from financing activities:  
Payments of long-term debt(113,000)(519,197)
Payments under finance lease obligations(1)(9)
Proceeds from long-term debt128,577 448,489 
Payment of debt issuance costs(15)(14,238)
Cash distributions paid(398)(397)
Net cash provided by (used in) financing activities15,163 (85,352)
Net increase in cash1 12 
Cash at beginning of period54 45 
Cash at end of period$55 $57 
Non-cash additions to property, plant and equipment$2,641 $1,679 
Non-cash contribution of land to DSM Semichem LLC$1,000 $— 

See accompanying notes to consolidated and condensed financial statements.
8
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)



NOTE 1. NATURE OF OPERATIONS AND BASIS OF PRESENTATION

Martin Midstream Partners L.P. (the "Partnership") is a publicly traded limited partnership with a diverse set of operations focused primarily in the Gulf Coast region of the United States ("U.S."). Its four primary business lines include: terminalling, processing, and storage services for petroleum products and by-products including the refining of naphthenic crude oil; land and marine transportation services for petroleum products and by-products, chemicals, and specialty products; sulfur and sulfur-based products processing, manufacturing, marketing and distribution; and marketing, distribution, and transportation services for natural gas liquids and blending and packaging services for specialty lubricants and grease.

The Partnership’s unaudited consolidated and condensed financial statements have been prepared in accordance with the requirements of Form 10-Q and U.S. Generally Accepted Accounting Principles ("U.S. GAAP") for interim financial reporting. Accordingly, these financial statements have been condensed and do not include all of the information and footnotes required by U.S. GAAP for annual audited financial statements of the type contained in the Partnership’s annual reports on Form 10-K. In the opinion of the management of the Partnership’s general partner, all adjustments and elimination of significant intercompany balances necessary for a fair presentation of the Partnership’s financial position, results of operations, and cash flows for the periods shown have been made. All such adjustments are of a normal recurring nature. Results for such interim periods are not necessarily indicative of the results of operations for the full year. These financial statements should be read in conjunction with the Partnership’s audited consolidated financial statements and notes thereto included in the Partnership’s annual report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 21, 2024.

Management has made a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these consolidated and condensed financial statements in conformity with U.S. GAAP.  Actual results could differ from those estimates.

NOTE 2. NEW ACCOUNTING PRONOUNCEMENTS

There were no new accounting pronouncements applicable to the Partnership during the six months ended June 30, 2024.

NOTE 3. EXIT OF BUTANE OPTIMIZATION BUSINESS

    During the second quarter of 2023, the Partnership completed its previously announced exit from its butane optimization business at the conclusion of the butane selling season. This exit did not qualify as discontinued operations in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 205. Going forward, with respect to butane, the Partnership will operate as a fee-based butane logistics business, primarily continuing to utilize its north Louisiana underground storage assets, which have both truck and rail capability. This logistics business will also utilize the Partnership's truck transportation assets for fee-based product movements. As a result of this new business model, the Partnership will no longer carry butane inventory, enabling the Partnership to reduce commodity risk exposure, cash flow and earnings volatility, and working capital requirements. The following revenues and costs, which are included in the financial results for all periods presented, are not expected to be incurred under the new fee-based butane logistics business model. The butane optimization business has historically been included in the Partnership's Specialty Products operating segment.

Three Months Ended June 30,Six Months Ended June 30,
20232023
Products revenue$13,650 $70,539 
Cost of products sold16,074 72,282 
Selling, general and administrative expenses140 512 
$(2,564)$(2,255)

9
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


NOTE 4. REVENUE

    The following table disaggregates our revenue by major source:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Terminalling and storage segment
Throughput and storage$22,375 $21,684 $44,892 $42,542 
$22,375 $21,684 $44,892 $42,542 
Transportation segment
Land transportation$42,860 $40,869 $85,603 $83,099 
Inland marine transportation12,977 12,357 27,300 24,435 
Offshore marine transportation1,839 1,524 3,080 2,939 
$57,676 $54,750 $115,983 $110,473 
Sulfur services segment
Sulfur product sales$7,521 $7,462 $13,204 $13,738 
Fertilizer product sales26,194 29,511 50,715 55,556 
Sulfur services 3,477 3,357 6,954 6,715 
$37,192 $40,330 $70,873 $76,009 
Specialty products segment
Natural gas liquids product sales$35,435 $45,678 $73,566 $143,900 
Lubricant product sales31,853 33,194 60,047 67,241 
$67,288 $78,872 $133,613 $211,141 

    Revenue is measured based on a consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties where the Partnership is acting as an agent. The Partnership recognizes revenue when the Partnership satisfies a performance obligation, which typically occurs when the Partnership transfers control over a product to a customer or as the Partnership delivers a service.

    The following is a description of the principal activities - separated by reportable segments - from which the Partnership generates revenue.

Terminalling and Storage Segment

    Revenue is recognized for storage contracts based on the contracted monthly tank fixed fee.  For throughput contracts, revenue is recognized based on the volume moved through the Partnership’s terminals at the contracted rate.   For storage and throughput contracts at the Partnership's underground NGL storage facility, revenue is recognized based on the volume stored and moved through the facility at the contracted rate.  For the Partnership’s tolling agreement, revenue is recognized based on the contracted monthly reservation fee and throughput volumes moved through the facility.  Throughput and storage revenue in the table above includes non-cancelable revenue arrangements that are under the scope of ASC 842, whereby the Partnership has committed certain Terminalling and Storage assets in exchange for a minimum fee.

Transportation Segment

    Revenue related to land transportation is recognized for line hauls based on a mileage rate. For contracted trips, revenue is recognized upon completion of the particular trip. The performance of the service is invoiced as the transaction occurs and is generally paid within a month.

10
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


    Revenue related to marine transportation is recognized for time charters based on a per day rate. For contracted trips, revenue is recognized upon completion of the particular trip. The performance of the service is invoiced as the transaction occurs and is generally paid within a month.

Sulfur Services Segment

    Revenue from sulfur and fertilizer product sales is recognized when the customer takes title to the product.  Delivery of product is invoiced as the transaction occurs and is generally paid within a month. Revenue from sulfur services is recognized as services are performed during each monthly period. The performance of the service is invoiced as the transaction occurs and is generally paid within a month.

Specialty Products Segment

    Natural Gas Liquids ("NGL") revenue is recognized when title is transferred, which is generally when the product is delivered by truck, rail, or pipeline to the Partnership's NGL customers or when the customer picks up the product from our facilities. When lubricants are sold by truck or rail, revenue is recognized when title is transferred, which is generally when the product leaves the Partnership's facility, but can vary based on the specific terms of the contract. Delivery of product is invoiced as the transaction occurs and is generally paid within a month.

    The table below includes estimated minimum revenue expected to be recognized in the future related to performance obligations that are unsatisfied at the end of the reporting period. The Partnership applies the practical expedient in ASC 606-10-50-14(a) and does not disclose information about remaining performance obligations that have original expected durations of one year or less.
20242025202620272028ThereafterTotal
Terminalling and storage
Throughput and storage$22,120 $45,448 $46,749 $48,152 $49,662 $157,964 $370,095 
Sulfur services
Product sales2,833 5,666 4,691 295 — — 13,485 
Service revenues6,954 13,908 13,908 — — — 34,770 
Specialty Products
NGL product sales3,242 6,431 3,736 — — — 13,409 
Total$35,149 $71,453 $69,084 $48,447 $49,662 $157,964 $431,759 

NOTE 5. INVENTORIES

Components of inventories at June 30, 2024 and December 31, 2023, were as follows: 
 June 30,
2024		December 31,
2023
Natural gas liquids$867 $3,679 
Lubricants23,001 20,057 
Sulfur761 817 
Fertilizer11,312 13,411 
Other5,656 5,858 
 $41,597 $43,822 

11
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


NOTE 6. DEBT

At June 30, 2024 and December 31, 2023, long-term debt consisted of the following:
 June 30,
2024		December 31,
2023
$150,000 Credit facility at variable interest rate (8.72%1 weighted average at June 30, 2024), due February 2027 secured by substantially all of the Partnership’s assets, including, without limitation, inventory, accounts receivable, vessels, equipment, fixed assets and the interests in the Partnership’s operating subsidiaries, net of unamortized debt issuance costs of $2,771 and $3,292, respectively 2
$55,229 $39,208 
$400,000 Senior notes, 11.5% interest, net of unamortized debt issuance costs of $7,232 and $8,235, respectively, including unamortized premium of $8,600 and $9,800, respectively, due February 2028, secured 2
384,168 381,965 
Total439,397 421,173 
Less: current portion— — 
Total long-term debt, net of current portion$439,397 $421,173 
     
    1 The interest rate fluctuates based on Adjusted Term SOFR (set on the date of each advance) or the alternate base rate plus an applicable margin. The margin is set every three months. All amounts outstanding at June 30, 2024 were at Adjusted Term SOFR plus an applicable margin. The applicable margin for revolving loans that are SOFR loans currently ranges from 2.75% to 3.75%, and the applicable margin for revolving loans that are alternate base rate loans currently ranges from 1.75% to 2.75%.  The applicable margin for SOFR borrowings at June 30, 2024 is 3.25%. The applicable margin for SOFR borrowings effective July 17, 2024, is 3.25%. The credit facility contains various covenants that limit the Partnership’s ability to make distributions; make certain investments and acquisitions; enter into certain agreements; incur indebtedness; sell assets; and make certain amendments to the Partnership's omnibus agreement with Martin Resource Management Corporation (the "Omnibus Agreement").

    2 The Partnership was in compliance with all debt covenants as of June 30, 2024 and December 31, 2023.

    The Partnership paid cash interest in the amount of $1,585 and $2,632 for the three months ended June 30, 2024 and 2023, respectively.  The Partnership paid cash interest in the amount of $26,238 and $24,808 for the six months ended June 30, 2024 and 2023, respectively.  Capitalized interest was $291 and $7 for the three months ended June 30, 2024 and 2023, respectively. Capitalized interest was $443 and $11 for the six months ended June 30, 2024 and 2023, respectively.

NOTE 7. LEASES
    
    The Partnership has numerous operating leases primarily for terminal facilities and transportation and other equipment. The leases generally provide that all expenses related to the facilities and equipment are to be paid by the lessee.

    Operating lease Right-of-Use assets and operating lease liabilities are recognized based on the present value of lease payments over the lease term at commencement date. Because most of the Partnership's leases do not provide an implicit rate of return, the Partnership uses its imputed collateralized rate based on the information available at commencement date in determining the present value of lease payments. The estimated rate is based on a risk-free rate plus a risk-adjusted margin.

Our leases have remaining lease terms of 1 year to 12 years, some of which include options to extend the leases for up to 5 years, and some of which include options to terminate the leases within 1 year. The Partnership includes extension periods in its lease term if, at commencement, it is reasonably likely that the Partnership will exercise the extension options.
    
12
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


    The components of lease expense for the three and six months ended June 30, 2024 and 2023, were as follows:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Operating lease cost$5,181 $3,604 $10,120 $6,791 
Finance lease cost:
     Amortization of right-of-use assets$3 $2 3 6 
     Interest on lease liabilities1 — 1 — 
Short-term lease cost1,333 1,368 2,499 3,075 
Variable lease cost41 39 87 94 
Total lease cost$6,559 $5,013 $12,710 $9,966 
    
Supplemental balance sheet information related to leases at June 30, 2024 and December 31, 2023, was as follows:
June 30,
2024		December 31, 2023
Operating Leases
Operating lease right-of-use assets$63,768 $60,359 
Current portion of operating lease liabilities included in "Other accrued liabilities"$16,801 $14,901 
Operating lease liabilities47,187 45,684 
     Total operating lease liabilities$63,988 $60,585 
Finance Leases
Property, plant and equipment, at cost$77 $— 
Accumulated depreciation(3)— 
Property, plant and equipment, net$74 $— 
Current installments of finance lease obligations$14 $— 
Finance lease obligations62 — 
Total finance lease obligations$76 $— 

13
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


For the six months ended June 30, 2024, the Partnership incurred new operating leases, primarily related to land and marine transportation assets and renewed existing operating leases set to expire, primarily related to marine transportation assets.

The Partnership’s future minimum lease obligations as of June 30, 2024, consist of the following:
Operating Leases
Year 1$20,795 
Year 219,074 
Year 315,533 
Year 410,342 
Year 53,542 
Thereafter4,745 
     Total74,031 
     Less amounts representing interest costs(10,043)
Total lease liability$63,988 

    The Partnership has non-cancelable revenue arrangements that are under the scope of ASC 842 whereby we have committed certain terminalling and storage assets in exchange for a minimum fee. Future minimum revenues the Partnership expects to receive under these non-cancelable arrangements as of June 30, 2024, are as follows: 2024 - $13,269; 2025 - $17,433; 2026 - $11,755; 2027 - $11,559; 2028 - $11,364; subsequent years - $18,256.
14
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


NOTE 8. SUPPLEMENTAL BALANCE SHEET INFORMATION
    
    Components of "Other accrued liabilities" were as follows:
 June 30,
2024		December 31, 2023
Accrued interest$17,641 $17,956 
Asset retirement obligations— 25 
Property and other taxes payable3,315 4,348 
Accrued payroll4,375 4,136 
Operating lease liabilities16,801 14,901 
Other46 133 
 $42,178 $41,499 

The schedule below summarizes the changes in our asset retirement obligations:
 June 30, 2024
 
Asset retirement obligations as of December 31, 2023$5,182 
Additions to asset retirement obligations— 
Accretion expense66 
Liabilities settled— 
Ending asset retirement obligations5,248 
Current portion of asset retirement obligations1
— 
Long-term portion of asset retirement obligations2
$5,248 

1The current portion of asset retirement obligations is included in "Other accrued liabilities" on the Partnership's Consolidated and Condensed Balance Sheets.

2The non-current portion of asset retirement obligations is included in "Other long-term obligations" on the Partnership's Consolidated and Condensed Balance Sheets.

15
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


NOTE 9. PARTNERS' CAPITAL (DEFICIT)

As of June 30, 2024, Partners’ capital (deficit) consisted of 39,001,086 common limited partner units, representing a 98% partnership interest, and a 2% general partner interest. Martin Resource Management Corporation, through subsidiaries, owned 6,114,532 of the Partnership's common limited partner units representing approximately 15.7% of the Partnership's outstanding common limited partner units. Martin Midstream GP LLC ("MMGP"), the Partnership's general partner, owns the 2% general partnership interest.

The partnership agreement of the Partnership (the "Partnership Agreement") contains specific provisions for the allocation of net income and losses to each of the partners for purposes of maintaining their respective partner capital accounts.

Impact on Partners' Capital (Deficit) Related to Transactions Between Entities Under Common Control

Under ASC 805, assets and liabilities transferred between entities under common control are accounted for at the historical cost of those entities' ultimate parent, in a manner similar to a pooling of interests. Any difference in the amount paid by the transferee versus the historical cost of the assets transferred is recorded as an adjustment to equity (contribution or distribution) by the transferee. This is in contrast with a business combination between unrelated parties, where assets and liabilities are recorded at their fair values at the acquisition date, with any excess of amounts paid over the fair value representing goodwill. From time to time, the most recent being in 2019, the Partnership has entered into common control acquisitions from Martin Resource Management Corporation. The consideration transferred totaling $552,058 exceeds the historical cost of the net assets received. This excess of the purchase price over the historical cost of the net assets received has resulted in cumulative distributions of $289,019 reflected as reductions to Partners' capital.

Distributions of Available Cash

The Partnership distributes all of its available cash (as defined in the Partnership Agreement) within 45 days after the end of each quarter to unitholders of record and to the general partner. Available cash is generally defined as all cash and cash equivalents of the Partnership on hand at the end of each quarter less the amount of cash reserves its general partner determines in its reasonable discretion is necessary or appropriate to: (i) provide for the proper conduct of the Partnership’s business; (ii) comply with applicable law, any debt instruments or other agreements; or (iii) provide funds for distributions to unitholders and the general partner for any one or more of the next four quarters, plus all cash on the date of determination of available cash for the quarter resulting from working capital borrowings made after the end of the quarter.

Net Income per Unit

The Partnership follows the provisions of the FASB ASC 260-10 related to earnings per share, which addresses the application of the two-class method in determining income per unit for master limited partnerships having multiple classes of securities that may participate in partnership distributions accounted for as equity distributions. Undistributed earnings are allocated to the general partner and limited partners utilizing the contractual terms of the Partnership Agreement. When current period distributions are in excess of earnings, the excess distributions for the period are to be allocated to the general partner and limited partners based on their respective sharing of income and losses specified in the Partnership Agreement. Additionally, as required under FASB ASC 260-10-45-61A, unvested share-based payments that entitle employees to receive non-forfeitable distributions are considered participating securities, as defined in FASB ASC 260-10-20, for earnings per unit calculations.

For purposes of computing diluted net income per unit, the Partnership uses the more dilutive of the two-class and if-converted methods. Under the if-converted method, the weighted-average number of subordinated units outstanding for the period is added to the weighted-average number of common units outstanding for purposes of computing basic net income per unit and the resulting amount is compared to the diluted net income per unit computed using the two-class method. The following is a reconciliation of net income allocated to the general partner and limited partners for purposes of calculating net income attributable to limited partners per unit:
16
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


 Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Net income (loss)$3,780 $1,081 $7,053 $(4,005)
Less general partner’s interest in net income (loss):
Distributions payable on behalf of general partner interest4 4 8 8 
General partner interest in undistributed income (loss)72 18 133 (88)
Less income (loss) allocable to unvested restricted units16 4 28 (12)
Limited partners’ interest in net income (loss)$3,688 $1,055 $6,884 $(3,913)

    The following are the unit amounts used to compute the basic and diluted earnings per limited partner unit for the periods presented:
 Three Months Ended June 30,Six Months Ended June 30,
 2024202320242023
Basic weighted average limited partner units outstanding
38,832,222 38,772,266 38,833,039 38,771,037 
Dilutive effect of restricted units issued
59,153 5,334 39,153 — 
Total weighted average limited partner diluted units outstanding
38,891,375 38,777,600 38,872,192 38,771,037 

    All outstanding units were included in the computation of diluted earnings per unit and weighted based on the number of days such units were outstanding during the periods presented. All common unit equivalents were antidilutive for the three months ended June 30, 2023, because the limited partners were allocated a net loss in this period.

NOTE 10. UNIT BASED AWARDS - LONG-TERM INCENTIVE PLANS

The Partnership recognizes compensation cost related to unit-based awards to both employees and non-employees in its consolidated and condensed financial statements in accordance with certain provisions of ASC 718. Amounts recognized in operating expense and selling, general, and administrative expense in the consolidated and condensed financial statements with respect to these plans are as follows:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Restricted unit Awards
Employees$— $— $— $— 
Non-employee directors49 38 103 90 
Phantom unit Awards
Employees1,395 (1,574)1,221 (1,175)
Non-employee directors— — — — 
   Total unit-based compensation expense$1,444 $(1,536)$1,324 $(1,085)

17
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


Long-Term Incentive Plans
    
      The Partnership's general partner has long-term incentive plans for employees and directors of the general partner and its affiliates who perform services for the Partnership.

Phantom Unit Plan

On July 21, 2021, the board of directors of the general partner of the Partnership and the compensation committee of the general partner's board of directors (the "Compensation Committee") approved the Martin Midstream Partners L.P. 2021 Phantom Unit Plan (the “Plan”), effective as of the same date. The Plan permits the awards of phantom units and phantom unit appreciation rights (collectively, "phantom unit awards") to any employee or non-employee director of the Partnership, including its executive officers. The awards may be time-based or performance-based and will be paid, if at all, in cash.

The award of a phantom unit entitles the participant to a cash payment equal to the value of the phantom unit on the vesting date or dates, which value is the fair market value of a common unit of the Partnership (a “Unit”) on such vesting date or dates. The award of a phantom unit appreciation right entitles the recipient to a cash payment equal to the difference between the value of a phantom unit on the vesting date or dates in excess of the value assigned by the Compensation Committee to the phantom unit as of the grant date. Phantom units and phantom unit appreciation rights granted to participants do not confer upon participants any right to a Unit.

On July 21, 2021, the Compensation Committee approved forms of time-based award agreements for phantom units and phantom unit appreciation rights, both of which awards vest in full on the third anniversary of the grant date. The grant date value of a phantom unit under a phantom unit appreciation right award is equal to the average of the closing price for a Unit during the 20 trading days immediately preceding the grant date of the award.

Generally, vesting of an award is subject to a participant remaining continuously employed with the Partnership through the vesting date. However, if prior to the vesting date (i) a participant is terminated without cause (as defined in the award agreement) or terminates employment after the participant has attained both the age of 65 and ten years of employment (“retirement-eligible”), a prorated portion of the award will vest and be paid in cash no later than the 30th day following such termination date (subject to a six-month delay in payment for certain retirement-eligible participants) or (ii) there is a change in control of the Partnership (as defined in the Plan), the award will vest in full and be paid in cash no later than the 30th day following the date of the change of control; provided, that the participant has been in continuous employment through the termination or change in control date, as applicable.

On July 21, 2021, 620,000 phantom units and 1,245,000 phantom unit appreciation rights were granted to employees of the general partner and its affiliates who perform services for the Partnership. On April 20, 2022, the board of directors of the general partner of the Partnership and the Compensation Committee approved the First Amendment to the Plan, effective as of the same date, which amendment increased the total number of phantom units available for grant under the Plan from 2,000,000 units to 5,000,000 units. On April 20, 2022, 365,000 phantom units and 1,097,500 phantom unit appreciation rights were granted to employees of the general partner and its affiliates who perform services for the Partnership. On July 19, 2023, 1,179,500 phantom units and 505,500 phantom unit appreciation rights were granted to employees of the general partner and its affiliates who perform services for the Partnership.

Phantom unit awards are recorded in operating expense and selling, general and administrative expense based on the fair value of the vested portion of the awards on the balance sheet date. The fair value of these awards is updated at each balance sheet date and changes in the fair value of the vested portions of the awards are recorded as increases or decreases to compensation expense within operating expense and selling, general and administrative expense in the Consolidated and Condensed Statements of Operations. All of the Partnership's outstanding phantom unit awards at June 30, 2024, met the criteria to be treated under liability classification in accordance with ASC 718, given that these awards will settle in cash on the vesting date.

Compensation expense for the phantom awards is based on the fair value of the units as of the balance sheet date as further discussed below, and such costs are recognized ratably over the service period of the awards. As the fair value of liability awards is required to be re-measured each period end, stock compensation expense amounts recognized in future
18
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


periods for these awards will vary. The estimated future cash payments of these awards are presented as liabilities within "Other current liabilities" and "Other long-term obligations" in the Consolidated and Condensed Balance Sheets. As of June 30, 2024, there was a total of $3,543 of unrecognized compensation costs related to non-vested phantom unit awards. These costs are expected to be recognized over a remaining life of 1.90 years.

The fair value of the phantom unit awards was estimated using a Monte Carlo valuation model as of the balance sheet date. The Monte Carlo valuation model is based on random projections of stock price paths and must be repeated numerous times to achieve a probabilistic assessment. Expected volatility was calculated based on the historical volatility of the Partnership’s common units as well as set of peer companies.
Restricted Unit Plan    

On May 26, 2017, the unitholders of the Partnership approved the Martin Midstream Partners L.P. 2017 Restricted Unit Plan (the "2017 LTIP"). The 2017 LTIP currently permits the grant of awards covering an aggregate of 3,000,000 common units, all of which can be awarded in the form of restricted units. The 2017 LTIP is administered by the Compensation Committee.
 A restricted unit is a unit that is granted to grantees with certain vesting restrictions, which may be time-based and/or performance-based. Once these restrictions lapse, the grantee is entitled to full ownership of the unit without restrictions. The Compensation Committee may determine to make grants under the 2017 LTIP containing such terms as the Compensation Committee shall determine under the 2017 LTIP. With respect to time-based restricted units ("TBRUs"), the Compensation Committee will determine the time period over which restricted units granted to employees and directors will vest. The Compensation Committee may also award a percentage of restricted units with vesting requirements based upon the achievement of specified pre-established performance targets ("Performance Based Restricted Units" or "PBRUs"). The performance targets may include, but are not limited to, the following: revenue and income measures, cash flow measures, net income before interest expense and income tax expense ("EBIT"), net income before interest expense, income tax expense, and depreciation and amortization ("EBITDA"), distribution coverage metrics, expense measures, liquidity measures, market measures, corporate sustainability metrics, and other measures related to acquisitions, dispositions, operational objectives and succession planning objectives. PBRUs are earned only upon our achievement of an objective performance measure for the performance period. PBRUs which vest are payable in common units.  Unvested units granted under the 2017 LTIP may or may not participate in cash distributions depending on the terms of each individual award agreement.

The restricted units issued to directors generally vest in equal annual installments over a four-year period. Restricted units issued to employees generally vest in equal annual installments over three years of service. All of the Partnership's outstanding restricted unit awards at June 30, 2024, met the criteria to be treated under equity classification.

In February 2024, the Partnership issued 28,760 TBRUs to each of the Partnership's three independent directors under the 2017 LTIP.  These restricted common units vest in equal installments of 7,190 units on January 24, 2025, 2026, 2027, and 2028.


19
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


    The restricted units are valued at their fair value at the date of grant, which is equal to the market value of common units on such date. A summary of the restricted unit activity for the six months ended June 30, 2024, is provided below:
Number of UnitsWeighted Average Grant-Date Fair Value Per Unit
Non-vested, beginning of period141,390 $2.99 
Granted (TBRU)86,280 $2.26 
Vested(58,806)$2.86 
Forfeited— $— 
Non-Vested, end of period168,864 $2.65 
Aggregate intrinsic value, end of period$545 
    A summary of the restricted units’ aggregate intrinsic value (market value at vesting date) and fair value of units vested (market value at date of grant) during the three and six months ended June 30, 2024 and 2023, is provided below:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Aggregate intrinsic value of units vested$— $— $46 $89 
Fair value of units vested— — 168 178 

    As of June 30, 2024, there was $377 of unrecognized compensation cost related to non-vested restricted units. That cost is expected to be recognized over a weighted-average period of 2.76 years.

NOTE 11. RELATED PARTY TRANSACTIONS

As of June 30, 2024, Martin Resource Management Corporation owns 6,114,532 of the Partnership’s common units representing approximately 15.7% of the Partnership’s outstanding limited partner units.  Martin Resource Management Corporation controls the Partnership's general partner by virtue of its 100% voting interest in MMGP Holdings, LLC ("Holdings"), the sole member of the Partnership's general partner. The Partnership’s general partner, MMGP, owns a 2% general partner interest in the Partnership.  The Partnership’s general partner’s ability, as general partner, to manage and operate the Partnership, and Martin Resource Management Corporation’s ownership as of June 30, 2024, of approximately 15.7% of the Partnership’s outstanding limited partnership units, effectively gives Martin Resource Management Corporation the ability to veto some of the Partnership’s actions and to control the Partnership’s management.
 
    The following is a description of the Partnership’s material related party agreements and transactions:
 
Omnibus Agreement
 
       Omnibus Agreement.  The Partnership and its general partner are parties to the Omnibus Agreement dated November 1, 2002, with Martin Resource Management Corporation that governs, among other things, potential competition and indemnification obligations among the parties to the agreement, related party transactions, the provision of general administration and support services by Martin Resource Management Corporation and the Partnership’s use of certain Martin Resource Management Corporation trade names and trademarks. The Omnibus Agreement was amended on November 25, 2009, to include processing crude oil into finished products including naphthenic lubricants, distillates, asphalt and other intermediate cuts. The Omnibus Agreement was amended further on October 1, 2012, to permit the Partnership to provide certain lubricant packaging products and services to Martin Resource Management Corporation.

20
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


    Non-Competition Provisions. Martin Resource Management Corporation has agreed for so long as it controls the general partner of the Partnership, not to engage in the business of:

•providing terminalling and storage services for petroleum products and by-products including the refining, blending and packaging of finished lubricants;

•providing land and marine transportation of petroleum products, by-products, and chemicals; and

•manufacturing and selling sulfur-based fertilizer products and other sulfur-related products.

    This restriction does not apply to:

•the ownership and/or operation on the Partnership’s behalf of any asset or group of assets owned by it or its affiliates;

•any business operated by Martin Resource Management Corporation, including the following:

◦distributing asphalt, marine fuel and other liquids;

◦providing shore-based marine services in Texas, Louisiana, Mississippi, and Alabama;

◦operating a crude oil gathering business in Stephens, Arkansas;

◦providing crude oil gathering and marketing services of base oils, asphalt, and distillate products in Smackover, Arkansas;

◦providing crude oil marketing and transportation from the well head to the end market;

◦operating an environmental consulting company;

◦operating a butane optimization business;

◦supplying employees and services for the operation of the Partnership's business; and

◦operating, solely for our account, the asphalt facilities in each of Hondo, South Houston and Port Neches, Texas and Omaha, Nebraska.

•any business that Martin Resource Management Corporation acquires or constructs that has a fair market value of less than $5,000;

•any business that Martin Resource Management Corporation acquires or constructs that has a fair market value of $5,000 or more if the Partnership has been offered the opportunity to purchase the business for fair market value and the Partnership declines to do so with the concurrence of the conflicts committee of the board of directors of the general partner of the Partnership (the "Conflicts Committee"); and

•any business that Martin Resource Management Corporation acquires or constructs where a portion of such business includes a restricted business and the fair market value of the restricted business is $5,000 or more and represents less than 20% of the aggregate value of the entire business to be acquired or constructed; provided that, following completion of the acquisition or construction, the Partnership will be provided the opportunity to purchase the restricted business.
    
    Services.  Under the Omnibus Agreement, Martin Resource Management Corporation provides the Partnership with corporate staff, support services, and administrative services necessary to operate the Partnership’s business. The Omnibus Agreement requires the Partnership to reimburse Martin Resource Management Corporation for all direct expenses it incurs or payments it makes on the Partnership’s behalf or in connection with the operation of the Partnership’s business. There is no
21
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


monetary limitation on the amount the Partnership is required to reimburse Martin Resource Management Corporation for direct expenses.  In addition to the direct expenses, under the Omnibus Agreement, the Partnership is required to reimburse Martin Resource Management Corporation for indirect general and administrative and corporate overhead expenses.

    Effective January 1, 2024, through December 31, 2024, the Conflicts Committee approved an annual reimbursement amount for indirect expenses of $13,508. The Partnership reimbursed Martin Resource Management Corporation for $3,377 and $3,496 of indirect expenses for the three months ended June 30, 2024 and 2023, respectively. The Partnership reimbursed Martin Resource Management Corporation for $6,754 and $6,991 of indirect expenses for the six months ended June 30, 2024 and 2023, respectively. The Conflicts Committee will review and approve future adjustments in the reimbursement amount for indirect expenses, if any, annually.

    These indirect expenses are intended to cover the centralized corporate functions Martin Resource Management Corporation provides to the Partnership, such as accounting, treasury, clerical, engineering, legal, billing, information technology, administration of insurance, general office expenses and employee benefit plans and other general corporate overhead functions the Partnership shares with Martin Resource Management Corporation retained businesses. The provisions of the Omnibus Agreement regarding Martin Resource Management Corporation’s services will terminate if Martin Resource Management Corporation ceases to control the general partner of the Partnership.

    Related-Party Transactions. The Omnibus Agreement prohibits the Partnership from entering into any material agreement with Martin Resource Management Corporation without the prior approval of the Conflicts Committee. For purposes of the Omnibus Agreement, the term "material agreements" means any agreement between the Partnership and Martin Resource Management Corporation that requires aggregate annual payments in excess of the then-applicable agreed upon reimbursable amount of indirect general and administrative expenses. Please read "Services" above.

    License Provisions. Under the Omnibus Agreement, Martin Resource Management Corporation has granted the Partnership a nontransferable, nonexclusive, royalty-free right and license to use certain of its trade names and marks, as well as the trade names and marks used by some of its affiliates.

    Amendment and Termination. The Omnibus Agreement may be amended by written agreement of the parties; provided, however, that it may not be amended without the approval of the Conflicts Committee if such amendment would adversely affect the unitholders. The Omnibus Agreement was first amended on November 25, 2009, to permit the Partnership to provide refining services to Martin Resource Management Corporation.  The Omnibus Agreement was amended further on October 1, 2012, to permit the Partnership to provide certain lubricant packaging products and services to Martin Resource Management Corporation.  Such amendments were approved by the Conflicts Committee.  The Omnibus Agreement, other than the indemnification provisions and the provisions limiting the amount for which the Partnership will reimburse Martin Resource Management Corporation for general and administrative services performed on its behalf, will terminate if the Partnership is no longer an affiliate of Martin Resource Management Corporation.

Master Transportation Services Agreement

    Master Transportation Services Agreement.  Martin Transport, Inc. ("MTI"), a wholly owned subsidiary of the Partnership, is a party to a master transportation services agreement effective January 1, 2019, with certain wholly owned subsidiaries of Martin Resource Management Corporation. Under the agreement, MTI agreed to transport Martin Resource Management Corporation's petroleum products and by-products.

    Term and Pricing. The agreement will continue unless either party terminates the agreement by giving at least 30 days' written notice to the other party.  The rates under the agreement are subject to any adjustments which are mutually agreed upon or in accordance with a price index. Additionally, shipping charges are also subject to fuel surcharges determined on a weekly basis in accordance with the U.S. Department of Energy’s national diesel price list.

    Indemnification.  MTI has agreed to indemnify Martin Resource Management Corporation against all claims arising out of the negligence or willful misconduct of MTI and its officers, employees, agents, representatives and subcontractors. Martin Resource Management Corporation has agreed to indemnify MTI against all claims arising out of the negligence or willful misconduct of Martin Resource Management Corporation and its officers, employees, agents, representatives and
22
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


subcontractors. In the event a claim is the result of the joint negligence or misconduct of MTI and Martin Resource Management Corporation, indemnification obligations will be shared in proportion to each party’s allocable share of such joint negligence or misconduct.

Marine Agreements

    Marine Transportation Agreement. The Partnership is a party to a marine transportation agreement effective January 1, 2006, as amended, under which the Partnership provides marine transportation services to Martin Resource Management Corporation on a spot-contract basis at applicable market rates.  Effective each January 1, this agreement automatically renews for consecutive one year periods unless either party terminates the agreement by giving written notice to the other party at least 60 days prior to the expiration of the then applicable term. The fees the Partnership charges Martin Resource Management Corporation are based on applicable market rates.

    Marine Fuel.  The Partnership is a party to an agreement with Martin Resource Management Corporation dated November 1, 2002, under which Martin Resource Management Corporation provides the Partnership with marine fuel from its locations in the Gulf of Mexico at a fixed rate in excess of the Platt’s U.S. Gulf Coast Index for #2 Fuel Oil.  Under this agreement, the Partnership agreed to purchase all of its marine fuel requirements that occur in the areas serviced by Martin Resource Management Corporation.

Terminal Services Agreements

    Diesel Fuel Terminal Services Agreement.  Effective October 1, 2022, the Partnership entered into a third amended and restated terminalling services agreement under which it provides terminal services to Martin Energy Services LLC (“MES”), a wholly owned subsidiary of Martin Resource Management Corporation, for fuel distribution utilizing marine shore based terminals owned by the Partnership. This agreement amended the existing arrangement between the Partnership and MES by eliminating any minimum throughput volume requirements and increasing the per gallon throughput fee. The primary term of this agreement expired on December 31, 2023, but will continue on a year to year basis until terminated by either party by giving at least 90 days’ written notice prior to the end of any term. Effective January 1, 2024, this agreement was amended to increase the throughput rate and to establish a minimum throughput volume.

    Miscellaneous Terminal Services Agreements.  The Partnership is currently party to several terminal services agreements and from time to time the Partnership may enter into other terminal service agreements for the purpose of providing terminal services to related parties. Individually, each of these agreements is immaterial but when considered in the aggregate they could be deemed material. These agreements are throughput based with a minimum volume commitment. Generally, the fees due under these agreements are adjusted annually based on a price index.

Other Agreements

     Cross Tolling Agreement. The Partnership is a party to an amended and restated tolling agreement with Cross Oil Refining and Marketing, Inc. ("Cross") dated October 28, 2014, under which the Partnership processes crude oil into finished products, including naphthenic lubricants, distillates, asphalt and other intermediate cuts for Cross.  The tolling agreement expires November 25, 2031.  Under this tolling agreement, Cross agreed to process a minimum of 6,500 barrels per day of crude oil at the facility at a fixed price per barrel.  Any additional barrels are processed at a modified price per barrel.  In addition, Cross agreed to pay a monthly reservation fee and a periodic fuel surcharge fee based on certain parameters specified in the tolling agreement.  Further, certain capital improvements, to the extent requested by Cross, are reimbursed through a capital recovery fee. All of these fees (other than the fuel surcharge) are subject to escalation annually based upon the greater of 3% or the increase in the Consumer Price Index for a specified annual period.

East Texas Mack Leases. MTI leases equipment, including tractors and trailers, from East Texas Mack Sales ("East Texas Mack"). Certain of our directors or officers are owners of East Texas Mack, including entities affiliated with Ruben Martin, who owns approximately 46% of the issued and outstanding stock of East Texas Mack. Amounts paid to East Texas Mack for tractor and trailer lease payments and lease residuals for the three months ended June 30, 2024 and 2023, were $1,118 and $785, respectively. Amounts paid to East Texas Mack for tractor and trailer lease payments and lease residuals for the six months ended June 30, 2024 and 2023, were $2,055 and $1,409, respectively.
23
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)



Storage and Services Agreement. The Partnership is a party to a storage and services agreement with Martin Butane, a division of Martin Product Sales LLC (a subsidiary of Martin Resource Management Corporation), dated May 1, 2023, under which the Partnership provides storage and other services for NGLs at the Partnership's Arcadia, Louisiana, underground storage facility. The primary term of the agreement expired on April 30, 2024, but will continue on a year to year basis until terminated by either party by giving at least 90 days’ written notice prior to the end of any term.

    Other Miscellaneous Agreements. From time to time the Partnership enters into other miscellaneous agreements with Martin Resource Management Corporation for the provision of other services or the purchase of other goods.

    The tables below summarize the related party transactions that are included in the related financial statement captions on the face of the Partnership’s Consolidated and Condensed Statements of Operations. The revenues, costs and expenses reflected in these tables are tabulations of the related party transactions that are recorded in the corresponding captions of the consolidated and condensed financial statements and do not reflect a statement of profits and losses for related party transactions.

    The impact of related party revenues from sales of products and services is reflected in the consolidated and condensed financial statements as follows:
 Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Revenues:    
Terminalling and storage$18,078 $18,077 $36,627 $35,579 
Transportation8,318 7,277 16,919 12,788 
Product sales:
Specialty products89 7,417 190 8,289 
Sulfur services34 80 62 133 
 123 7,497 252 8,422 
 $26,519 $32,851 $53,798 $56,789 

    The impact of related party cost of products sold is reflected in the consolidated and condensed financial statements as follows:
 Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Cost of products sold:    
Specialty products$8,368 $7,918 $14,941 $17,428 
Sulfur services2,919 2,644 5,912 5,352 
Terminalling and storage24 25 42 31 
 $11,311 $10,587 $20,895 $22,811 

24
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


    The impact of related party operating expenses is reflected in the consolidated and condensed financial statements as follows:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Operating expenses:    
Transportation$19,814 $17,951 $39,587 $36,015 
Sulfur services1,050 1,590 2,372 2,590 
Terminalling and storage5,637 5,517 10,965 10,280 
 $26,501 $25,058 $52,924 $48,885 

    The impact of related party selling, general and administrative expenses is reflected in the consolidated and condensed financial statements as follows:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Selling, general and administrative:    
Transportation$2,203 $1,939 $4,030 $4,202 
Specialty products1,256 570 1,992 1,881 
Sulfur services1,157 439 1,933 1,520 
Terminalling and storage482 (8)424 228 
Indirect, including overhead allocation3,540 3,616 7,122 7,241 
 $8,638 $6,556 $15,501 $15,072 

NOTE 12. BUSINESS SEGMENTS

    The Partnership has four reportable segments: (1) terminalling and storage, (2) transportation, (3) sulfur services and (4) specialty products. The Partnership’s reportable segments are strategic business units that offer different products and services. The operating income of these segments is reviewed by the chief operating decision maker to assess performance and make business decisions. The Partnership evaluates the performance of its reportable segments based on operating income. There is no allocation of interest expense.

Three Months Ended June 30, 2024Operating RevenuesIntersegment Revenues EliminationsOperating Revenues after EliminationsDepreciation and AmortizationOperating Income (Loss) after EliminationsCapital Expenditures and Plant Turnaround Costs
Terminalling and storage$24,402 $(2,027)$22,375 $5,729 $1,316 $2,075 
Transportation61,467 (3,791)57,676 3,381 4,226 1,770 
Sulfur services37,193 (1)37,192 2,778 11,128 8,561 
Specialty products67,317 (29)67,288 799 7,076 798 
Indirect selling, general and administrative— — — — (3,819)— 
Total$190,379 $(5,848)$184,531 $12,687 $19,927 $13,204 

25
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


Three Months Ended June 30, 2023Operating RevenuesIntersegment Revenues EliminationsOperating Revenues after EliminationsDepreciation and AmortizationOperating Income (Loss) after EliminationsCapital Expenditures and Plant Turnaround Costs
Terminalling and storage$23,906 $(2,222)$21,684 $5,195 $2,236 $3,324 
Transportation58,395 (3,645)54,750 3,760 5,345 2,471 
Sulfur services40,330 — 40,330 2,756 8,493 3,660 
Specialty products78,898 (26)78,872 836 5,149 340 
Indirect selling, general and administrative— — — — (3,894)— 
Total$201,529 $(5,893)$195,636 $12,547 $17,329 $9,795 

Six Months Ended June 30, 2024Operating RevenuesIntersegment Revenues EliminationsOperating Revenues after EliminationsDepreciation and AmortizationOperating Income (Loss) after EliminationsCapital Expenditures and Plant Turnaround Costs
Terminalling and storage$48,687 $(3,795)$44,892 $11,124 $3,273 $9,125 
Transportation123,509 (7,526)115,983 6,857 10,268 4,625 
Sulfur services70,874 (1)70,873 5,760 17,901 14,897 
Specialty products133,663 (50)133,613 1,595 14,035 1,950 
Indirect selling, general and administrative— — — — (7,655)— 
Total$376,733 $(11,372)$365,361 $25,336 $37,822 $30,597 

Six Months Ended June 30, 2023Operating RevenuesIntersegment Revenues EliminationsOperating Revenues after EliminationsDepreciation and AmortizationOperating Income (Loss) after EliminationsCapital Expenditures and Plant Turnaround Costs
Terminalling and storage$47,825 $(5,283)$42,542 $10,794 $2,300 $7,109 
Transportation120,334 (9,861)110,473 7,522 8,524 3,999 
Sulfur services76,009 — 76,009 5,433 15,897 5,708 
Specialty products211,175 (34)211,141 1,699 16,205 599 
Indirect selling, general and administrative— — — — (8,092)— 
Total$455,343 $(15,178)$440,165 $25,448 $34,834 $17,415 

    The Partnership's assets by reportable segment as of June 30, 2024 and December 31, 2023, are as follows:
June 30, 2024December 31, 2023
Total assets:  
Terminalling and storage$179,047 $171,320 
Transportation164,571 161,506 
Sulfur services112,644 103,779 
Specialty products78,816 72,770 
Total assets$535,078 $509,375 

26
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


NOTE 13. COMMITMENTS AND CONTINGENCIES

Contingencies

From time to time, the Partnership is subject to various claims and legal actions arising in the ordinary course of business.  In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Partnership.
    
    On December 31, 2015, the Partnership received a demand from a customer in its lubricants packaging business for defense and indemnity in connection with various lawsuits filed against it, which generally alleged that the customer engaged in unlawful and deceptive business practices in connection with its marketing and advertising of its private label motor oil (the “Marketing Lawsuits”). The Partnership disputed and continues to dispute that it has any obligation to defend or indemnify the customer for the customer’s conduct. Accordingly, on January 7, 2016, the Partnership filed a Complaint for Declaratory Judgment in the Chancery Court of Davidson County, Tennessee (the “Tennessee Court”), under Case No. 16-0018-BC, requesting a judicial determination that the Partnership did not owe the customer the demanded defense and indemnity obligations (the “Litigation”). The Marketing Lawsuits pending in federal court against the customer were transferred to the U.S. District Court for the Western District of Missouri under the consolidated case MDL No. 2709 for pretrial proceedings (the “Consolidated Lawsuits”). On March 1, 2017, at the joint request of the customer and the Partnership, the Tennessee Court administratively closed the Litigation. In 2021, the customer settled the Consolidated Lawsuits. On December 17, 2021, at the request of the customer, the Tennessee Court reopened the Litigation and the customer asserted various counterclaims against the Partnership seeking, among other things, to recover its costs of defending and settling the Consolidated Lawsuits. At this time, we are unable to determine what ultimate exposure we may have in this matter, if any. The Partnership intends to vigorously defend the counterclaims asserted by the customer in the Litigation. The trial for the Litigation is expected to be held in the second half of 2025.

NOTE 14. FAIR VALUE MEASUREMENTS

    The Partnership uses a valuation framework based upon inputs that market participants use in pricing certain assets and liabilities. These inputs are classified into two categories: observable inputs and unobservable inputs. Observable inputs represent market data obtained from independent sources. Unobservable inputs represent the Partnership's own market assumptions. Unobservable inputs are used only if observable inputs are unavailable or not reasonably available without undue cost and effort. The two types of inputs are further prioritized into the following hierarchy:

Level 1: Quoted market prices in active markets for identical assets or liabilities.
Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data.
Level 3: Unobservable inputs that reflect the entity's own assumptions and are not corroborated by market data.
    The Partnership is required to disclose estimated fair values for its financial instruments. Fair value estimates are set forth below for these financial instruments. The following methods and assumptions were used to estimate the fair value of each class of financial instrument:

•Accounts and other receivables, trade and other accounts payable, accrued interest payable, other accrued liabilities, income taxes payable and due from/to affiliates: The carrying amounts approximate fair value due to the short maturity and highly liquid nature of these instruments, and as such these have been excluded from the table below. There is negligible credit risk associated with these instruments.

•Current and non-current portion of long-term debt: The carrying amount of the credit facility approximates fair value due to the debt having a variable interest rate and is in Level 2. The estimated fair value of the 2028 Notes is considered Level 2, as the fair value is based upon quoted prices for identical liabilities in markets that are not active.
June 30, 2024December 31, 2023
Carrying
Value		Fair
Value		Carrying
Value		Fair
Value
2028 Notes$384,168 $432,751 $381,965 $414,453 
Total$384,168 $432,751 $381,965 $414,453 
27
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)



NOTE 15. INVESTMENT IN DSM SEMICHEM LLC

On October 19, 2022, Martin ELSA Investment LLC, the Partnership's affiliate, entered into definitive agreements with Samsung C&T America, Inc. and Dongjin USA, Inc., an affiliate of Dongjin Semichem Co., Ltd., to form DSM Semichem LLC (“DSM”). DSM will produce and distribute electronic level sulfuric acid (“ELSA”). By leveraging the Partnership's existing assets located in Plainview, Texas and installing additional facilities (the “ELSA Facility”) as required, DSM will produce ELSA that meets the strict quality standards required by the recent advances in semiconductor manufacturing. In addition to owning a 10% non-controlling interest in DSM, the Partnership will be the exclusive provider of feedstock to the ELSA Facility. The Partnership, through its affiliate MTI, will also provide land transportation services for the ELSA produced by DSM. On April 1, 2024, the Partnership contributed $6,500 in cash to DSM, which represents the cash contributions required pursuant to DSM's limited liability agreement for the Partnership's 10% non-controlling interest. Also, in conjunction with the formation of DSM, we contributed approximately 22 acres of land. The Partnership recognizes its 10% interest in DSM as "Investment in DSM Semichem LLC" on its Consolidated and Condensed Balance Sheets. The Partnership accounts for its ownership interest in DSM under the equity method of accounting.

NOTE 16. CONDENSED CONSOLIDATED FINANCIAL INFORMATION

    The Partnership's operations are conducted by its operating subsidiaries as it has no independent assets or operations. The Operating Partnership, the Partnership’s wholly-owned subsidiary, and the Partnership's other operating subsidiaries have issued in the past, and may issue in the future, unconditional guarantees of senior or subordinated debt securities of the Partnership. The guarantees that have been issued are full, irrevocable and unconditional and joint and several. In addition, the Operating Partnership may also issue senior or subordinated debt securities which, if issued, will be fully, irrevocably and unconditionally guaranteed by the Partnership. Substantially all of the Partnership's operating subsidiaries are subsidiary guarantors of its Senior Notes and any subsidiaries other than the subsidiary guarantors are minor.
    
NOTE 17. INCOME TAXES
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Provision for income taxes$1,772 $996 $2,568 $2,831 

The operations of a partnership are generally not subject to income taxes, except for Texas margin tax, because its income is taxed directly to its partners. Current state income taxes attributable to the Texas margin tax relating to the operation of the Partnership of $470 and $80 were recorded in income tax expense for the three months ended June 30, 2024 and 2023, respectively. Current state income taxes attributable to the Texas margin tax relating to the operation of the Partnership of $550 and $200 were recorded in income tax expense for the six months ended June 30, 2024 and 2023, respectively. Deferred taxes applicable to the Texas margin tax relating to the operation of the Partnership are immaterial.

MTI, a wholly owned subsidiary of the Partnership, is subject to income taxes due to its corporate structure (the "Taxable Subsidiary"). Total income tax expense of $1,302 and $916, related to the operation of the Taxable Subsidiary, for the three months ended June 30, 2024 and 2023, resulted in an effective income tax rate ("ETR") of 30.68% and 26.60%, respectively. Total income tax expense of $2,018 and $2,631, related to the operation of the Taxable Subsidiary, for the six months ended June 30, 2024 and 2023, resulted in an ETR of 22.94% and 25.16%, respectively.

The increase in the provision for income taxes and the ETR for the income taxes during the three months ended June 30, 2024, was primarily due to an increase in the Texas margin tax, as the more favorable wholesaler/retailer rate is no longer applicable on a combined reporting basis with the Partnership, and an increase in permanent differences, compared to the same period in 2023. The decrease in the provision for income taxes and the ETR for the income taxes during the six months ended June 30, 2024, was primarily due to a favorable true-up to state net operating loss carryforwards, compared to the same period in 2023.

    A current federal income tax expense of $786 and $162, related to the operation of the Taxable Subsidiary, was recorded for the three months ended June 30, 2024 and 2023, respectively. A current federal income tax expense of $1,576 and $487, related to the operation of the Taxable Subsidiary, was recorded for the six months ended June 30, 2024 and 2023,
28
MARTIN MIDSTREAM PARTNERS L.P.
NOTES TO CONSOLIDATED AND CONDENSED FINANCIAL STATEMENTS
(Dollars in thousands, except where otherwise indicated)
June 30, 2024
(Unaudited)


respectively. A current state income tax expense of $165 and $64, related to the operation of the Taxable Subsidiary, was recorded for the three months ended June 30, 2024 and 2023, respectively. A current state income tax expense of $416 and $277, related to the operation of the Taxable Subsidiary, was recorded for the six months ended June 30, 2024 and 2023, respectively.

With respect to MTI, income taxes are accounted for under the asset and liability method pursuant to the provisions of ASC 740 related to income taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

    A deferred tax expense related to the MTI temporary differences of $351 and $690 was recorded for the three months ended June 30, 2024 and 2023, respectively. A deferred tax expense related to the MTI temporary differences of $26 and $1,867 was recorded for the six months ended June 30, 2024 and 2023, respectively. A net deferred tax asset of $10,174 and $10,200, related to the cumulative book and tax temporary differences, existed at June 30, 2024 and December 31, 2023, respectively.

    All income tax positions taken for all open years are more likely than not to be sustained based upon their technical merit under applicable tax laws.

NOTE 18. SUBSEQUENT EVENTS

Quarterly Distribution. On July 17, 2024, the Partnership declared a quarterly cash distribution of $0.005 per common unit for the second quarter of 2024, or $0.020 per common unit on an annualized basis, which will be paid on August 14, 2024, to unitholders of record as of August 7, 2024.

    

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

    You should read the following discussion of our financial condition and results of operations in conjunction with the consolidated and condensed financial statements and the notes thereto included elsewhere in this quarterly report.

Overview
 
We are a publicly traded limited partnership with a diverse set of operations focused primarily in the Gulf Coast region of the U.S. Our four primary business lines include:

•Terminalling, processing, and storage services for petroleum products and by-products;

•Land and marine transportation services for petroleum products and by-products, chemicals, and specialty products;

•Sulfur and sulfur-based products processing, manufacturing, marketing, and distribution; and

•Marketing, distribution, and transportation services for natural gas liquids and blending and packaging services for specialty lubricants and grease.

The petroleum products and by-products we collect, transport, store and market are produced primarily by major and independent oil and gas companies who often turn to third parties, such as us, for the transportation and disposition of these products. In addition to these major and independent oil and gas companies, our primary customers include independent refiners, large chemical companies, and other wholesale purchasers of these products. We operate primarily in the Gulf Coast region of the U.S. This region is a major hub for petroleum refining, natural gas gathering and processing, and support services for the exploration and production industry.

    We were formed in 2002 by Martin Resource Management Corporation, a privately-held company whose initial predecessor was incorporated in 1951 as a supplier of products and services to drilling rig contractors. Since then, Martin Resource Management Corporation has expanded its operations through acquisitions and internal expansion initiatives as its management identified and capitalized on the needs of producers and purchasers of petroleum products and by-products and other bulk liquids. Martin Resource Management Corporation is an important supplier and customer of ours. As of June 30, 2024, Martin Resource Management Corporation owned 15.7% of our total outstanding common limited partner units and 100% of MMGP Holdings, LLC ("Holdings"), which is the sole member of Martin Midstream GP LLC ("MMGP"), our general partner. MMGP owns a 2.0% general partner interest in us.

    We entered into the Omnibus Agreement that governs, among other things, potential competition and indemnification obligations among the parties to the agreement, related party transactions, the provision of general administration and support services by Martin Resource Management Corporation and our use of certain of Martin Resource Management Corporation’s trade names and trademarks. Under the terms of the Omnibus Agreement, the employees of Martin Resource Management Corporation are responsible for conducting our business and operating our assets.

    Martin Resource Management Corporation has operated our business since our inception in 2002.  Martin Resource Management Corporation began operating our NGL business in the 1950s and our sulfur business in the 1960s. It began our land transportation business in the early 1980s and our marine transportation business in the late 1980s. It entered into our fertilizer and terminalling and storage businesses in the early 1990s.

Significant Recent Developments
          
MMLP Receives Buyout Offer from Martin Resource Management. On May 24, 2024, we announced that Martin Resource Management filed an amendment to its Schedule 13D (the “13D Amendment”) with the SEC. The 13D Amendment disclosed that Martin Resource Management submitted a non-binding proposal to the Conflicts Committee, pursuant to which Martin Resource Management would acquire all of the outstanding Common Units of the Partnership not already owned by Martin Resource Management or its subsidiaries for a cash purchase price of $3.05 per Common Unit. The other terms of such proposal are set forth in the 13D Amendment.

The proposed transaction is subject to several contingencies, including the approval of the Conflicts Committee and the Board of Directors, the approval by the Partnership’s unitholders, and the satisfaction of any conditions to the
30

consummation of a transaction set forth in any definitive agreement concerning the transaction. There can be no assurance that definitive documentation will be executed or that any transaction will materialize on the terms described above or at all.

Galveston Bridge Allision. During May 2024, we experienced a casualty loss of $0.5 million that represents two separate insurance deductibles under our marine transportation protection and indemnity coverage policy and our hull coverage policy stemming from a bridge allision in Galveston, Texas.

Electronic Level Sulfuric Acid Joint Venture. On October 19, 2022, Martin ELSA Investment LLC, our affiliate, entered into definitive agreements with Samsung C&T America, Inc. and Dongjin USA, Inc., an affiliate of Dongjin Semichem Co., Ltd., to form DSM Semichem LLC (“DSM”). DSM will produce and distribute electronic level sulfuric acid (“ELSA”). By leveraging our existing assets located in Plainview, Texas and installing additional facilities (the “ELSA Facility”) as required, DSM will produce ELSA that meets the strict quality standards required by the recent advances in semiconductor manufacturing. In addition to owning a 10% non-controlling interest in DSM, we will be the exclusive provider of feedstock to the ELSA Facility. We, through our affiliate MTI, will also provide land transportation services for the ELSA produced by DSM. We expect to fund approximately $27.0 million in aggregate capital expenditures in connection with this joint venture. On April 1, 2024, we contributed $6.5 million to DSM, which represents the cash contribution required pursuant to DSM's limited liability agreement for our 10% non-controlling interest. As of June 30, 2024, we have funded approximately $23.9 million toward ELSA related project costs.

Subsequent Events

Quarterly Distribution. On July 17, 2024, we declared a quarterly cash distribution of $0.005 per common unit for the second quarter of 2024, or $0.020 per common unit on an annualized basis, which will be paid on August 14, 2024, to unitholders of record as of August 7, 2024.

Critical Accounting Policies and Estimates    

    Our discussion and analysis of our financial condition and results of operations are based on the historical consolidated and condensed financial statements included elsewhere herein. We prepared these financial statements in conformity with U.S. GAAP. The preparation of these financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. We base our estimates on historical experience and on various other assumptions we believe to be reasonable under the circumstances. We routinely evaluate these estimates, utilizing historical experience, consultation with experts and other methods we consider reasonable in the particular circumstances. Our results may differ from these estimates, and any effects on our business, financial position or results of operations resulting from revisions to these estimates are recorded in the period in which the facts that give rise to the revision become known. Changes in these estimates could materially affect our financial position, results of operations or cash flows. See the "Critical Accounting Policies and Estimates" section in "Management's Discussion and Analysis of Financial Condition and Results of Operations" and Note 2, "Significant Accounting Policies" in Notes to Consolidated Financial Statements included within our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 21, 2024.

Our Relationship with Martin Resource Management Corporation

Martin Resource Management Corporation is engaged in the following principal business activities:

•distributing asphalt, marine fuel and other liquids;

•providing marine bunkering and other shore-based marine services in Texas, Louisiana, Mississippi, Alabama, and Florida;

•operating a crude oil gathering business in Stephens, Arkansas;

•providing crude oil gathering and marketing services of base oils, asphalt, and distillate products in Smackover, Arkansas;

•providing crude oil marketing and transportation from the well head to the end market;

•operating an environmental consulting company;

•operating a butane optimization business;
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•supplying employees and services for the operation of our business; and

•operating, solely for our account, the asphalt facilities in Hondo, South Houston and Port Neches, Texas, and Omaha, Nebraska.

We are and will continue to be closely affiliated with Martin Resource Management Corporation as a result of the following relationships.

Ownership

    Martin Resource Management Corporation owns approximately 15.7% of the outstanding limited partner units and indirectly owns 100% of MMGP, our general partner, through its 100% interest in Holdings, which is the sole member of MMGP. MMGP owns a 2% general partner interest in us.

    Management

Martin Resource Management Corporation directs our business operations through its ownership interests in and control of our general partner. We benefit from our relationship with Martin Resource Management Corporation through access to a significant pool of management expertise and established relationships throughout the energy industry. We do not have employees. Martin Resource Management Corporation employees are responsible for conducting our business and operating our assets on our behalf.

Related Party Agreements

The Omnibus Agreement requires us to reimburse Martin Resource Management Corporation for all direct expenses it incurs or payments it makes on our behalf or in connection with the operation of our business. We reimbursed Martin Resource Management Corporation for $42.9 million of direct costs and expenses for the three months ended June 30, 2024, compared to $38.6 million for the three months ended June 30, 2023. We reimbursed Martin Resource Management Corporation for $82.2 million of direct costs and expenses for the six months ended June 30, 2024, compared to $79.5 million for the six months ended June 30, 2023. There is no monetary limitation on the amount we are required to reimburse Martin Resource Management Corporation for direct expenses.

In addition to the direct expenses, under the Omnibus Agreement, we are required to reimburse Martin Resource Management Corporation for indirect general and administrative and corporate overhead expenses.  In each of the three months ended June 30, 2024 and 2023, the Conflicts Committee approved reimbursement amounts of $3.4 million and $3.5 million, respectively. In each of the six months ended June 30, 2024 and 2023, the Conflicts Committee approved reimbursement amounts of $6.8 million and $7.0 million, respectively. The Conflicts Committee will review and approve future adjustments in the reimbursement amount for indirect expenses, if any, annually.  These indirect expenses covered the centralized corporate functions Martin Resource Management Corporation provides for us, such as accounting, treasury, clerical, engineering, legal, billing, information technology, administration of insurance, general office expenses and employee benefit plans and other general corporate overhead functions we share with Martin Resource Management Corporation’s retained businesses.  The Omnibus Agreement also contains significant non-compete provisions and indemnity obligations.  Martin Resource Management Corporation also licenses certain of its trademarks and trade names to us under the Omnibus Agreement.

    These additional related party agreements include, but are not limited to, a master transportation services agreement, marine transportation agreements, terminal services agreements, and a tolling agreement. Pursuant to the terms of the Omnibus Agreement, we are prohibited from entering into certain material agreements with Martin Resource Management Corporation without the approval of the Conflicts Committee.

    For a more comprehensive discussion concerning the Omnibus Agreement and the other agreements that we have entered into with Martin Resource Management Corporation, please refer to "Item 13. Certain Relationships and Related Transactions, and Director Independence" set forth in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 21, 2024.

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Commercial

We have been and anticipate that we will continue to be both a significant customer and supplier of products and services offered by Martin Resource Management Corporation. In the aggregate, the impact of related party transactions included in total costs and expenses accounted for approximately 28% and 24% of our total costs and expenses during the three months ended June 30, 2024 and 2023, respectively. In the aggregate, the impact of related party transactions included in total costs and expenses accounted for approximately 27% and 21% of our total costs and expenses during the six months ended June 30, 2024 and 2023, respectively.

Correspondingly, Martin Resource Management Corporation is one of our significant customers. Our sales to Martin Resource Management Corporation accounted for approximately 14% and 17% of our total revenues for the three months ended June 30, 2024 and 2023, respectively. Our sales to Martin Resource Management Corporation accounted for approximately 15% and 13% of our total revenues for the six months ended June 30, 2024 and 2023, respectively.

For a more comprehensive discussion concerning the agreements that we have entered into with Martin Resource Management Corporation, please refer to "Item 13. Certain Relationships and Related Transactions, and Director Independence" set forth in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 21, 2024.

Approval and Review of Related Party Transactions

If we contemplate entering into a transaction, other than a routine or in the ordinary course of business transaction, in which a related person will have a direct or indirect material interest, the proposed transaction is submitted for consideration to the board of directors of our general partner or to our management, as appropriate. If the board of directors of our general partner is involved in the approval process, it determines whether to refer the matter to the Conflicts Committee of our general partner's board of directors, as constituted under our limited partnership agreement. If a matter is referred to the Conflicts Committee, the Conflicts Committee obtains information regarding the proposed transaction from management and determines whether to engage independent legal counsel or an independent financial advisor to advise the members of the committee regarding the transaction.  If the Conflicts Committee retains such counsel or financial advisor, it considers such advice and, in the case of a financial advisor, such advisor’s opinion as to whether the transaction is fair and reasonable to us and to our unitholders.

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Non-GAAP Financial Measures

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), adjusted EBITDA after giving effect to the exit of the butane optimization business, 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. 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.

Adjusted Free Cash Flow. 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.

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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.

The following tables reconcile the non-GAAP financial measurements used by management to our most directly comparable GAAP measures for the three and six months ended June 30, 2024 and 2023, 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 Income (Loss) to EBITDA, Adjusted EBITDA, and Adjusted EBITDA After Giving Effect to the Exit of the Butane Optimization Business
Three Months Ended June 30,Six Months Ended June 30,
 2024202320242023
(in thousands)(in thousands)
Net income (loss)$3,780 $1,081 $7,053 $(4,005)
Adjustments:
Interest expense14,377 15,263 28,219 30,920 
Income tax expense1,772 996 2,568 2,831 
Depreciation and amortization12,687 12,547 25,336 25,448 
EBITDA 32,616 29,887 63,176 55,194 
Adjustments:
Gain on disposition or sale of property, plant and equipment(953)(673)(1,161)(285)
Loss on extinguishment of debt— — — 5,121 
Lower of cost or net realizable value and other non-cash adjustments— (3,717)— (12,850)
Unit-based compensation49 38 103 90 
Adjusted EBITDA $31,712 $25,535 $62,118 $47,270 
Adjustments:
         Less: net loss associated with butane optimization business— 2,564 — 2,255 
         Plus: lower of cost or net realizable value and other non-cash adjustments— $3,717 — 12,850 
Adjusted EBITDA after giving effect to the exit of the butane optimization business
$31,712 $31,816 $62,118 $62,375 


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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 June 30,Six Months Ended June 30,
 2024202320242023
(in thousands)(in thousands)
Net cash provided by operating activities$11,828 $49,510 $21,937 $98,774 
Interest expense 1
13,004 13,903 25,480 27,485 
Current income tax expense1,420 306 2,542 964 
Lower of cost or net realizable value and other non-cash adjustments— (3,717)— (12,850)
Changes in operating assets and liabilities which (provided) used cash:
Accounts and other receivables, inventories, and other current assets9,919 (43,135)9,639 (91,517)
Trade, accounts and other payables, and other current liabilities(3,786)7,171 3,442 23,145 
Other(673)1,497 (922)1,269 
Adjusted EBITDA31,712 25,535 62,118 47,270 
Adjustments:
Less: net loss associated with butane optimization business— 2,564 — 2,255 
Plus: lower of cost or net realizable value and other non-cash adjustments— 3,717 — 12,850 
Adjusted EBITDA after giving effect to the exit of the butane optimization business
31,712 31,816 62,118 62,375 
Adjustments:
Interest expense(14,377)(15,263)(28,219)(30,920)
Income tax expense(1,772)(996)(2,568)(2,831)
Deferred income taxes352 690 26 1,867 
Amortization of debt discount600 600 1,200 1,000 
Amortization of deferred debt issuance costs773 760 1,539 2,435 
Payments for plant turnaround costs(745)(432)(6,705)(661)
Maintenance capital expenditures(7,009)(7,438)(12,211)(14,072)
Distributable cash flow9,534 9,737 15,180 19,193 
Principal payments under finance lease obligations(1)(3)(1)(9)
Investment in DSM Semichem LLC(6,938)— (6,938)— 
Expansion capital expenditures(5,450)(1,925)(11,681)(2,682)
Adjusted free cash flow$(2,855)$7,809 $(3,440)$16,502 

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


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Results of Operations

    The results of operations for the three and six months ended June 30, 2024 and 2023, have been derived from our consolidated and condensed financial statements.

We evaluate segment performance on the basis of operating income, which is derived by subtracting cost of products sold, operating expenses, selling, general and administrative expenses, and depreciation and amortization expense from revenues.  The following table sets forth our operating revenues and operating income by segment for the three and six months ended June 30, 2024 and 2023.  The results of operations for these interim periods are not necessarily indicative of the results of operations which might be expected for the entire year.

Our consolidated and condensed results of operations are presented on a comparative basis below.  There are certain items of income and expense which we do not allocate on a segment basis.  These items, including interest expense and indirect selling, general and administrative expenses, are discussed following the comparative discussion of our results within each segment.


Three Months Ended June 30, 2024 Compared to the Three Months Ended June 30, 2023
 Operating RevenuesIntersegment Revenues EliminationsOperating Revenues
 after Eliminations		Operating Income (Loss)Operating Income (Loss) Intersegment EliminationsOperating
Income (Loss)
 after
Eliminations
Three Months Ended June 30, 2024(In thousands)
Terminalling and storage$24,402 $(2,027)$22,375 $3,302 $(1,986)$1,316 
Transportation61,467 (3,791)57,676 8,036 (3,810)4,226 
Sulfur services37,193 (1)37,192 7,463 3,665 11,128 
Specialty products67,317 (29)67,288 4,945 2,131 7,076 
Indirect selling, general and administrative
— — — (3,819)— (3,819)
Total$190,379 $(5,848)$184,531 $19,927 $— $19,927 

Operating RevenuesIntersegment Revenues EliminationsOperating Revenues
 after Eliminations		Operating Income (Loss)Operating Income (Loss) Intersegment EliminationsOperating
Income (Loss)
 after
Eliminations
Three Months Ended June 30, 2023(In thousands)
Terminalling and storage$23,906 $(2,222)$21,684 $4,446 $(2,210)$2,236 
Transportation58,395 (3,645)54,750 9,016 (3,671)5,345 
Sulfur services40,330 — 40,330 5,286 3,207 8,493 
Specialty products78,898 (26)78,872 2,475 2,674 5,149 
Indirect selling, general and administrative
— — — (3,894)— (3,894)
Total$201,529 $(5,893)$195,636 $17,329 $— $17,329 
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Six Months Ended June 30, 2024 Compared to the Six Months Ended June 30, 2023
 Operating RevenuesIntersegment Revenues EliminationsOperating Revenues
 after Eliminations		Operating Income (Loss)Operating Income (Loss) Intersegment EliminationsOperating
Income (Loss)
 after
Eliminations
Six Months Ended June 30, 2024(In thousands)
Terminalling and storage$48,687 $(3,795)$44,892 $6,959 $(3,686)$3,273 
Transportation123,509 (7,526)115,983 17,867 (7,599)10,268 
Sulfur services70,874 (1)70,873 11,148 6,753 17,901 
Specialty products133,663 (50)133,613 9,503 4,532 14,035 
Indirect selling, general and administrative
— — — (7,655)— (7,655)
Total$376,733 $(11,372)$365,361 $37,822 $— $37,822 

 Operating RevenuesIntersegment Revenues EliminationsOperating Revenues
 after Eliminations		Operating Income (Loss)Operating Income (Loss) Intersegment EliminationsOperating
Income (Loss)
 after
Eliminations
Six Months Ended June 30, 2023(In thousands)
Terminalling and storage$47,825 $(5,283)$42,542 $7,554 $(5,254)$2,300 
Transportation120,334 (9,861)110,473 18,458 (9,934)8,524 
Sulfur services76,009 — 76,009 9,839 6,058 15,897 
Specialty products211,175 (34)211,141 7,075 9,130 16,205 
Indirect selling, general and administrative
— — — (8,092)— (8,092)
Total$455,343 $(15,178)$440,165 $34,834 $— $34,834 
 
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Terminalling and Storage Segment

Comparative Results of Operations for the Three Months Ended June 30, 2024 and 2023
 Three Months Ended June 30,VariancePercent Change
 20242023
(In thousands, except BBL per day)
  
Revenues$24,402 $23,906 $496 2 %
Cost of products sold24 25 (1)(4)%
Operating expenses15,522 13,932 1,590 11 %
Selling, general and administrative expenses820 333 487 146 %
Depreciation and amortization5,729 5,195 534 10 %
 2,307 4,421 (2,114)(48)%
Other operating income, net995 25 970 3,880 %
Operating income$3,302 $4,446 $(1,144)(26)%
Shore-based throughput volumes (gallons)42,491 42,434 57 — %
Smackover refinery throughput volumes (guaranteed minimum BBL per day)6,500 6,500 — — %
    
Revenues. Revenues increased $0.5 million. Revenue at our shore-based terminals increased $0.6 million, including $0.4 million in fuel throughput and $0.2 million in space rent. In addition, revenue at our specialty terminals increased $0.5 million primarily as a result of higher throughput and storage revenue. Revenue at our Smackover refinery decreased $0.8 million primarily as a result of decreased natural gas surcharge revenue.

Operating expenses. Operating expenses increased primarily as a result of liability insurance claims of $1.4 million, repairs and maintenance of $0.2 million, operating supplies of $0.2 million and employee-related expenses of $0.5 million, offset by a decrease in natural gas utilities of $0.9 million.

Selling, general and administrative expenses. Selling, general and administrative expenses increased primarily due to employee-related expenses.

Depreciation and amortization. The increase in depreciation and amortization is primarily the result of capital expenditures offset by recent disposals.

Other operating income, net. Other operating income, net represents gains and losses from the disposition of property, plant and equipment.
39

Comparative Results of Operations for the Six Months Ended June 30, 2024 and 2023
 Six Months Ended June 30,VariancePercent Change
 20242023
 (In thousands, except BBL per day)
  
Revenues$48,687 $47,825 $862 2 %
Cost of products sold42 31 11 35 %
Operating expenses30,557 28,240 2,317 8 %
Selling, general and administrative expenses1,102 882 220 25 %
Depreciation and amortization11,124 10,794 330 3 %
 5,862 7,878 (2,016)(26)%
Other operating income (loss), net1,097 (324)1,421 439 %
Operating income$6,959 $7,554 $(595)(8)%
Shore-based throughput volumes (gallons)88,260 85,783 2,477 3 %
Smackover refinery throughput volumes (guaranteed minimum) (BBL per day)6,500 6,500 — — %

Revenues. Revenues increased $0.9 million. Revenue at our shore-based terminals increased $1.6 million, including $0.9 million in fuel throughput and $0.6 million in space rent. In addition, revenue at our specialty terminals increased $0.8 million, primarily as a result of higher throughput and storage revenue. Revenue at our Smackover refinery decreased $1.6 million, primarily as a result of decreased natural gas surcharge revenue.

Operating expenses. Operating expenses increased primarily as a result of liability insurance claims of $1.6 million, property insurance expense of $0.8 million, employee-related expenses of $0.8 million, repairs and maintenance of $0.4 million and operating supplies of $0.4 million. These increases were offset by a decrease in natural gas utilities of $2.1 million.

Selling, general and administrative expenses. Selling, general and administrative expenses increased primarily due to employee-related expenses.

Depreciation and amortization. The increase in depreciation and amortization is primarily the result of capital expenditures offset by recent disposals.

Other operating income (loss), net. Other operating income (loss), net represents gains and losses from the disposition of property, plant and equipment.

Transportation Segment

Comparative Results of Operations for the Three Months Ended June 30, 2024 and 2023
 Three Months Ended June 30,VariancePercent Change
 20242023
 (In thousands)
Revenues$61,467 $58,395 $3,072 5 %
Operating expenses47,783 44,285 3,498 8 %
Selling, general and administrative expenses2,527 1,981 546 28 %
Depreciation and amortization3,381 3,760 (379)(10)%
 7,776 8,369 (593)(7)%
Other operating income, net260 647 (387)(60)%
Operating income$8,036 $9,016 $(980)(11)%

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Revenues. Revenues for our Transportation Segment increased $3.1 million. In our marine transportation division, inland revenues increased $0.4 million, primarily related to higher transportation rates, offset by a decrease in utilization associated with equipment repairs and regulatory inspections. Offshore revenues increased $0.3 million, primarily related to higher transportation rates. Additionally, there was a rise in pass-through revenue (primarily fuel) of $0.2 million. In our land transportation division, revenue increased $2.1 million, primarily due to a $2.7 million increase in freight revenue related to a 6% increase in total miles. Ancillary revenue decreased $0.5 million.

Operating expenses. The increase in operating expenses is primarily a result of lease expense of $1.2 million, employee-related expenses of $1.1 million, insurance premiums of $1.1 million and pass-through expenses (primarily fuel) of $0.6 million, offset by repairs and maintenance of $0.9 million.

Selling, general and administrative expenses. Selling, general and administrative expenses increased primarily due to employee-related expenses.

Depreciation and amortization. The decrease in depreciation and amortization is primarily the result of asset disposals, offset by capital expenditures.

Other operating income, net. Other operating income, net represents gains and losses from the disposition of property, plant and equipment.

Comparative Results of Operations for the Six Months Ended June 30, 2024 and 2023
 Six Months Ended June 30,VariancePercent Change
 20242023
 (In thousands)
Revenues$123,509 $120,334 $3,175 3 %
Operating expenses94,424 90,475 3,949 4 %
Selling, general and administrative expenses4,727 4,530 197 4 %
Depreciation and amortization6,857 7,522 (665)(9)%
$17,501 $17,807 $(306)(2)%
Other operating income, net366 651 (285)(44)%
Operating income$17,867 $18,458 $(591)(3)%

Revenues. Revenues for our Transportation Segment increased $3.2 million. In our marine transportation division, inland revenues increased $2.7 million, primarily related to higher transportation rates, offset by a decrease in utilization associated with equipment repairs and regulatory inspections. Offshore revenues increased $0.1 million, primarily related to higher transportation rates. Additionally, there was a rise in pass-through revenue (primarily fuel) of $0.2 million. In our land transportation division, revenue increased $0.2 million, primarily due to a $3.8 million increase in freight revenue related to a 5% increase in total miles. Ancillary revenue decreased $3.6 million.

Operating expenses. The increase in operating expenses is primarily a result of lease expense of $3.0 million, employee-related expenses of $1.1 million, insurance premiums of $1.5 million, outside hauls and towing of $0.3 million and pass-through expenses (primarily fuel) of $0.2 million, offset by repairs and maintenance of $2.4 million.

Selling, general and administrative expenses. Selling, general and administrative expenses decreased primarily due to lower employee-related expenses.

Depreciation and amortization. The decrease in depreciation and amortization is primarily the result of asset disposals, offset by capital expenditures.

Other operating income, net. Other operating income, net represents gains and losses from the disposition of property, plant and equipment.

41

Sulfur Services Segment

Comparative Results of Operations for the Three Months Ended June 30, 2024 and 2023
 Three Months Ended June 30,VariancePercent Change
 20242023
 (In thousands)
Revenues:  
Services$3,477 $3,357 $120 4 %
Products33,716 36,973 (3,257)(9)%
Total revenues37,193 40,330 (3,137)(8)%
Cost of products sold22,183 28,141 (5,958)(21)%
Operating expenses2,744 3,186 (442)(14)%
Selling, general and administrative expenses1,717 962 755 78 %
Depreciation and amortization2,778 2,756 22 1 %
 7,771 5,285 2,486 47 %
Other operating income (loss), net(308)1 (309)(30,900)%
Operating income$7,463 $5,286 $2,177 41 %
Sulfur (long tons)91 123 (32)(26)%
Fertilizer (long tons)64 73 (9)(12)%
Total sulfur services volumes (long tons)155 196 (41)(21)%
 
Services revenues.  Services revenues increased as a result of a contractually prescribed, index-based fee adjustment.

Products revenues.  Products revenues decreased $8.9 million as a result of a 21% decrease in sales volumes, primarily related to a 26% decrease in sulfur volumes, offset by an increase of $5.7 million due to a 15% rise in average sulfur services sales prices.

Cost of products sold.  A 21% decrease in sales volumes impacted cost of products sold by $5.9 million.  Margin per ton increased $29.35, or 65%.

Operating expenses.  Operating expenses decreased due to a reduction of $0.3 million in marine rebill expenses and $0.1 million in utilities. There were no other individually significant fluctuations between periods.

Selling, general and administrative expenses.  Selling, general and administrative expenses increased primarily due to higher employee-related expenses.

Depreciation and amortization.  Depreciation and amortization increased primarily as a result of capital expenditures offset by recent disposals.

Other operating income (loss), net.  Other operating income (loss), net represents gains and losses on the disposition of property, plant and equipment.
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Comparative Results of Operations for the Six Months Ended June 30, 2024 and 2023    
 Six Months Ended June 30,VariancePercent Change
 20242023
 (In thousands)
Revenues:  
Services$6,954 $6,715 $239 4 %
Products63,920 69,294 (5,374)(8)%
Total revenues70,874 76,009 (5,135)(7)%
Cost of products sold44,954 52,090 (7,136)(14)%
Operating expenses5,684 6,085 (401)(7)%
Selling, general and administrative expenses3,020 2,579 441 17 %
Depreciation and amortization5,760 5,433 327 6 %
 11,456 9,822 1,634 17 %
Other operating income (loss), net(308)17 (325)(1,912)%
Operating income$11,148 $9,839 $1,309 13 %
Sulfur (long tons)182 197 (15)(8)%
Fertilizer (long tons)136 134 2 1 %
Total sulfur services volumes (long tons)318 331 (13)(4)%

Services revenues.  Services revenues increased as a result of a contractually prescribed, index-based fee adjustment.

Products revenues.  Products revenues decreased $2.8 million as a result of a 4% reduction in average sulfur products sales prices. Products revenues decreased $2.6 million due to a 4% reduction in sales volumes, primarily related to an 8% decrease in sulfur volumes.

Cost of products sold.  A 10% decrease in product cost impacted cost of products sold by $5.3 million, resulting from reduced commodity prices. A 4% decrease in sales volumes resulted in a decrease in cost of products sold of $1.8 million.  Margin per ton increased $7.67, or 15%.

Operating expenses.  Operating expenses decreased $0.4 million due to reductions of $0.3 million in utilities expense combined with $0.3 million in marine rebill expenses. These reductions were offset by an increase of $0.1 million in employment expenses and $0.1 million in repairs and maintenance.

Selling, general and administrative expenses.  Selling, general and administrative expenses increased primarily due to higher employee-related expenses.

Depreciation and amortization.  Depreciation and amortization increased due to the amortization of higher turnaround spend in 2023 as compared to 2022.

Other operating income (loss), net.  Other operating income (loss), net represents gains and losses on the disposition of property, plant and equipment.






43

Specialty Products Segment

Comparative Results of Operations for the Three Months Ended June 30, 2024 and 2023
 Three Months Ended June 30,VariancePercent Change
 20242023
 (In thousands)
Products revenues$67,317 $78,898 $(11,581)(15)%
Cost of products sold59,711 74,270 (14,559)(20)%
Operating expenses26 18 8 44 %
Selling, general and administrative expenses1,842 1,299 543 42 %
Depreciation and amortization799 836 (37)(4)%
 4,939 2,475 2,464 100 %
Other operating income, net6 — 6 
Operating income$4,945 $2,475 $2,470 100 %
NGL sales volumes (Bbls)540 827 (287)(35)%
Other specialty products volumes (Bbls)93 90 3 3 %
Total specialty products volumes (Bbls)633 917 (284)(31)%
    
    Products Revenues. Product revenues decreased $13.6 million as a result of the exit of the butane optimization business in the second quarter 2023. For the remaining products, sales volumes increased 3%, increasing revenues by $2.0 million, primarily related to a 3% increase in other specialty products sales volumes. Our average sales price per barrel increased $0.08, resulting in a de minimis increase to revenue.

Cost of products sold.  Cost of products sold decreased $16.1 million as a result of the exit of the butane optimization business in the second quarter of 2023. For the remaining products, the increase in sales volumes of 3% resulted in a $1.8 million increase to cost of products sold. Our average cost per barrel decreased $0.45, or 1%, decreasing cost of products sold by $0.3 million.  Our margins increased $0.53 per barrel, or 5%, during the period.

Operating expenses. Operating expenses remained consistent.

Selling, general and administrative expenses.  Selling, general and administrative expenses increased $0.5 million due to employee-related expenses of $0.6 million offset by a $0.1 million reduction associated with the exit of the butane optimization business in the second quarter of 2023.

    Depreciation and amortization. Depreciation and amortization decreased as a result of capital expenditures offset by recent disposals.

Other operating income, net.  Other operating income, net represents gains and losses from the disposition of property, plant and equipment.
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Comparative Results of Operations for the Six Months Ended June 30, 2024 and 2023
 Six Months Ended June 30,VariancePercent Change
 20242023
 (In thousands)
Products revenues$133,663 $211,175 $(77,512)(37)%
Cost of products sold119,355 198,721 (79,366)(40)%
Operating expenses51 32 19 59 %
Selling, general and administrative expenses3,165 3,589 (424)(12)%
Depreciation and amortization1,595 1,699 (104)(6)%
 9,497 7,134 2,363 33 %
Other operating income (loss), net6 (59)65 110 %
Operating income$9,503 $7,075 $2,428 34 %
NGL sales volumes (Bbls)1,162 2,518 (1,356)(54)%
Other specialty products volumes (Bbls)172 174 (2)(1)%
Total specialty products volumes (Bbls)1,334 2,692 (1,358)(50)%

    Products Revenues.  Product revenues decreased $70.5 million as a result of the exit of the butane optimization business in the second quarter of 2023. For the remaining products, sales volumes decreased 3%, lowering revenues by $4.0 million, primarily related to an 3% decrease in NGL sales volumes. Products revenues decreased $3.0 million as a result of a 2% reduction in average specialty products sales prices.

Cost of products sold.  Cost of products sold decreased $72.3 million as a result of the exit of the butane optimization business in the second quarter of 2023. For the remaining products, a 3% decrease in product cost impacted cost of products sold by $3.5 million, resulting from reduced commodity prices. A 3% reduction in sales volumes resulted in an additional decrease in cost of products sold of $3.6 million. 

Operating expenses. Operating expenses remained consistent.

Selling, general and administrative expenses.  Selling, general and administrative expenses decreased $0.4 million due to a $0.5 million reduction associated with the exit of the butane optimization business in the second quarter of 2023 offset by an increase of $0.1 million in employee-related expenses.

Depreciation and amortization. Depreciation and amortization decreased due to certain assets becoming fully depreciated during the first quarter of 2023.

Other operating income (loss), net.  Other operating income (loss), net represents gains and losses from the disposition of property, plant and equipment.

45

Interest Expense
    

Comparative Components of Interest Expense, Net for the Three Months Ended June 30, 2024 and 2023
 Three Months Ended June 30,VariancePercent Change
 20242023
 (In thousands)
Credit facility$1,398 $1,941 $(543)(28)%
Senior notes11,627 11,627 — — %
Amortization of deferred debt issuance costs773 760 13 2 %
Amortization of debt discount600 600 — — %
Other270 342 (72)(21)%
Finance leases— — — 
Capitalized interest(291)(7)(284)(4,057)%
Total interest expense, net$14,377 $15,263 $(886)(6)%

Comparative Components of Interest Expense, Net for the Six Months Ended June 30, 2024 and 2023
 Six Months Ended June 30,VariancePercent Change
 20242023
 (In thousands)
Credit facility$2,568 $4,725 $(2,157)(46)%
Senior notes22,744 21,840 904 4 %
Amortization of deferred debt issuance costs1,539 2,435 (896)(37)%
Amortization of debt discount1,200 1,000 200 20 %
Other601 931 (330)(35)%
Capitalized interest(433)(11)(422)(3,836)%
Total interest expense, net$28,219 $30,920 $(2,701)(9)%

Indirect Selling, General and Administrative Expenses
 Three Months Ended June 30,VariancePercent ChangeSix Months Ended June 30,VariancePercent Change
 2024202320242023
 (In thousands)(In thousands)
Indirect selling, general and administrative expenses$3,819 $3,894 $(75)(2)%$7,655 $8,092 $(437)(5)%

    Indirect selling, general and administrative expenses decreased for the three months ended June 30, 2024, compared to the three months ended June 30, 2023, as a result of a decrease in overhead expenses allocated from Martin Resource Management. Indirect selling, general and administrative expenses decreased for the six months ended June 30, 2024, compared to the six months ended June 30, 2023, as a result of decreases in overhead expenses allocated from Martin Resource Management of $0.2 million, employee-related expenses of $0.1 million, and professional fees of $0.1 million.

    Martin Resource Management Corporation allocates to us a portion of its indirect selling, general and administrative expenses for services such as accounting, legal, treasury, clerical, billing, information technology, administration of insurance, engineering, general office expense and employee benefit plans and other general corporate overhead functions we share with Martin Resource Management Corporation retained businesses. This allocation is based on the percentage of time spent by Martin Resource Management Corporation personnel that provide such centralized services. GAAP also permits other methods for allocation of these expenses, such as basing the allocation on the percentage of revenues contributed by a segment. The allocation of these expenses between Martin Resource Management Corporation and us is subject to a number of judgments and estimates,
46

regardless of the method used. We can provide no assurances that our method of allocation, in the past or in the future, is or will be the most accurate or appropriate method of allocation for these expenses. Other methods could result in a higher allocation of selling, general and administrative expenses to us, which would reduce our net income.

    Under the Omnibus Agreement, we are required to reimburse Martin Resource Management Corporation for indirect general and administrative and corporate overhead expenses. The Conflicts Committee of our general partner approved the following reimbursement amounts during the three and six months ended June 30, 2024 and 2023:
 Three Months Ended June 30,VariancePercent ChangeSix Months Ended June 30,VariancePercent Change
 2024202320242023
 (In thousands)(In thousands)
Conflicts Committee approved reimbursement amount
$3,377 $3,496 $(119)(3)%$6,754 $6,991 $(237)(3)%

    The amounts reflected above represent our allocable share of such expenses. The Conflicts Committee will review and approve future adjustments in the reimbursement amount for indirect expenses, if any, annually.
47

Liquidity and Capital Resources
 
General

    Our primary sources of liquidity to meet operating expenses, service our indebtedness, fund capital expenditures and pay distributions to our unitholders have historically been cash flows generated by our operations, borrowings under our credit facility and access to debt and equity capital markets, both public and private. Set forth below is a description of our cash flows for the periods indicated.

Cash Flows - Six Months Ended June 30, 2024 Compared to Six Months Ended June 30, 2023

    The following table details the cash flow changes between the six months ended June 30, 2024 and 2023:
 Six Months Ended June 30,VariancePercent Change
 20242023
 (In thousands)
Net cash provided by (used in):
Operating activities$21,937 $98,774 $(76,837)(78)%
Investing activities(37,099)(13,410)(23,689)(177)%
Financing activities15,163 (85,352)100,515 118 %
Net increase (decrease) in cash and cash equivalents$1 $12 $(11)(92)%

    Net cash provided by operating activities. The decrease in net cash provided by operating activities for the six months ended June 30, 2024, includes an increase in operating results and other non-cash charges of $2.4 million, offset by an unfavorable variance in cash flows associated with changes in working capital of $79.3 million.
    
    Net cash used in investing activities. Net cash used in investing activities for the six months ended June 30, 2024, increased $23.7 million. An increase in cash used of $13.2 million resulted from higher payments for capital expenditures and plant turnaround costs in 2024. Further, investments in unconsolidated entities increased $6.9 million, while net proceeds from the sale of property, plant and equipment decreased $3.5 million.

    Net cash (used in) provided by financing activities. Net cash (used in) provided by financing activities for the six months ended June 30, 2024, increased primarily as a result of an increase in borrowings of long-term debt of $319.9 million, offset by a decrease in repayments of long-term debt of $406.2 million. Additionally, payments of debt issuance costs decreased $14.2 million.

Total Contractual Obligations

A summary of our total contractual cash obligations as of June 30, 2024, is as follows: 
 Payments due by period
Type of ObligationTotal
Obligation		Less than
One Year		1-3
Years		3-5
Years		Due
Thereafter
Credit facility$58,000 $— $58,000 $— $— 
11.5% senior secured notes, due 2028400,000 — — 400,000 — 
Operating leases74,031 20,795 34,607 13,884 4,745 
Finance lease obligations76 14 30 32 — 
Interest payable on finance lease obligations13 5 6 2 — 
Interest payable on fixed long-term debt obligations165,926 46,000 92,000 27,926 — 
Total contractual cash obligations$698,046 $66,814 $184,643 $441,844 $4,745 

The interest payable under our credit facility is not reflected in the above table because such amounts depend on the outstanding balances and interest rates, which vary from time to time. 
48


Letters of Credit.  At June 30, 2024, we had outstanding irrevocable letters of credit in the amount of $9.2 million, which were issued under our credit facility.

Off-Balance Sheet Arrangements.  We do not have any off-balance sheet financing arrangements.
 
Description of Our Indebtedness

Credit Facility

At June 30, 2024, we maintained a $150.0 million credit facility that matures on February 8, 2027. As of June 30, 2024, we had $58.0 million outstanding under the credit facility and $9.2 million of outstanding irrevocable letters of credit, leaving a maximum available amount to be borrowed under our credit facility for future revolving credit borrowings and letters of credit of $82.9 million. After giving effect to our then current borrowings, letters of credit, and the financial covenants contained in our credit facility, we had the ability to borrow approximately $82.9 million in additional amounts thereunder as of June 30, 2024.

The credit facility is used for ongoing working capital needs and general partnership purposes, and to finance permitted investments, acquisitions and capital expenditures.  The level of outstanding draws on our credit facility from January 1, 2024 through June 30, 2024 ranged from a low of $40.5 million to a high of $80.0 million.
    
    The applicable margin for Adjusted Term SOFR borrowings at June 30, 2024 is 3.25%. The applicable margin for Adjusted Term SOFR borrowings effective July 17, 2024 remains at 3.25%.

    For a description of our credit facility, see “Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - Description of Our Long-Term Debt" in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 21, 2024.

2028 Notes

For a description of our 2028 Notes, see "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - Description of Our Long-Term Debt" in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 21, 2024.

    Capital Resources and Liquidity

    Historically, we have generally satisfied our working capital requirements and funded our debt service obligations and capital expenditures with cash generated from operations and borrowings under our credit facility.

    On June 30, 2024, we had cash and cash equivalents of $0.05 million and available borrowing capacity of $82.9 million under our credit facility with $58.0 million of borrowings outstanding. After giving effect to our then current borrowings, letters of credit, and the financial covenants contained in our credit facility, we had the ability to borrow approximately $82.9 million in additional amounts thereunder as of June 30, 2024.

    We expect that our primary sources of liquidity to meet operating expenses, service our indebtedness, pay distributions to our unitholders and fund capital expenditures will be provided by cash flows generated by our operations, borrowings under our credit facility and access to the debt and equity capital markets.  Our ability to generate cash from operations will depend upon our future operating performance, which is subject to certain risks.  For a discussion of such risks, please read "Item 1A. Risk Factors" of our Form 10-K for the year ended December 31, 2023, filed with the SEC on February 21, 2024.  In addition, due to the covenants in our credit facility, our financial and operating performance impacts the amount we are permitted to borrow under that facility. 

    We are in compliance with all debt covenants as of June 30, 2024, and expect to be in compliance for the next twelve months.

    Interest Rate Risk
    
We are subject to interest rate risk on our credit facility due to the variable interest rate and may enter into interest rate swaps to reduce this variable rate risk.
49


Seasonality

    A substantial portion of our revenues is dependent on sales prices of products, particularly NGLs and fertilizers, which fluctuate in part based on winter and spring weather conditions. The demand for NGLs is strongest during the winter heating season. The demand for fertilizers is strongest during the early spring planting season. However, our Terminalling and Storage and Transportation business segments and the molten sulfur business are typically not impacted by seasonal fluctuations and a significant portion of our net income is derived from our Terminalling and Storage, Sulfur Services and Transportation business segments. Further, extraordinary weather events, such as hurricanes, have in the past, and could in the future, impact our Terminalling and Storage, Sulfur Services, and Transportation business segments.

Impact of Inflation

    Inflation did not have a material impact on our results of operations for the six months ended June 30, 2024 or 2023. Inflation may increase the cost to acquire or replace property, plant and equipment. It may also increase the costs of labor and supplies.  In the future, increasing energy prices for products consumed by our operations, such as diesel fuel, natural gas, chemicals, and other supplies, could adversely affect our results of operations. An increase in price of these products would increase our operating expenses which could adversely affect net income. We cannot provide assurance that we will be able to pass along increased operating expenses to our customers.

Environmental Matters

    Our operations are subject to environmental laws and regulations adopted by various governmental authorities in the jurisdictions in which these operations are conducted.

On June 15, 2024, the Partnership had a spill of less than 2,500 barrels of crude oil originating from the Partnership’s transfer pipeline, which connects our Sandyland Terminal to our refinery located in Smackover, Union County, Arkansas. The Partnership is working closely with the U.S Environmental Protection Agency (“EPA”), Arkansas Department of Energy and Environment (“ADEE”), and Arkansas Game and Fish Commission to respond to the spill. The Partnership has dedicated the necessary resources, equipment, and personnel to conduct and expedite oil recovery and cleanup activities. As of July 15, 2024, the Partnership’s response efforts have moved from emergency response status with the EPA to remediation status, which is to be overseen by the ADEE. A claim related to the crude oil spill has been made with and accepted by, subject to a reservation of rights, the Partnership’s insurance carriers. The Partnership’s deductibles under the applicable insurance policies total $1.5 million and such deductible expense has been recorded by the Partnership in the Consolidated and Condensed Statements of Operations for the three and six months ended June 30, 2024.

We incurred no material environmental costs, liabilities or expenditures to mitigate or eliminate environmental contamination during the six months ended June 30, 2023.

50

Item 3.Quantitative and Qualitative Disclosures about Market Risk

The Partnership is exposed to commodity risk and interest rate risk in its normal business activities. The following disclosures about market risk provide an update to, and should be read in conjunction with, “Item 7A. Quantitative and Qualitative Disclosures about Market Risk” set forth in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 21, 2024.
    
Commodity Risk. The Partnership from time to time uses derivatives to manage the risk of commodity price fluctuation. Commodity risk is the adverse effect on the value of a liability or future purchase that results from a change in commodity price.  We have established a hedging policy and monitor and manage the commodity market risk associated with potential commodity risk exposure.  In addition, we focus on utilizing counterparties for these transactions whose financial condition is appropriate for the credit risk involved in each specific transaction. We had no outstanding hedging positions as of June 30, 2024.     

Interest Rate Risk. We are exposed to changes in interest rates as a result of our credit facility, which had a weighted-average interest rate of 8.72% as of June 30, 2024.  Based on the amount of unhedged floating rate debt owed by us on June 30, 2024, the impact of a 100 basis point increase in interest rates on this amount of debt would result in an increase in interest expense and a corresponding decrease in net income of approximately $0.6 million annually.

We are not exposed to changes in interest rates with respect to our 2028 Notes as these obligations are at a fixed rate.  Based on the quoted prices for identical liabilities in markets that are not active at June 30, 2024, the estimated fair value of the 2028 Notes was $432.8 million. Market risk is estimated as the potential decrease in fair value of our long-term debt resulting from a hypothetical increase of a 100 basis point increase in interest rates. Such an increase in interest rates at June 30, 2024, would result in a $10.9 million decrease in the fair value of our 2028 Notes.
51

Item 4.Controls and Procedures

Evaluation of disclosure controls and procedures. In accordance with Rules 13a-15 and 15d-15 of the Exchange Act, we, under the supervision and with the participation of the Chief Executive Officer and Chief Financial Officer of our general partner, carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer of our general partner concluded that our disclosure controls and procedures were effective, as of the end of the period covered by this report, to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.

    There were no changes in our internal controls over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) that occurred during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.


52

PART II - OTHER INFORMATION

Item 1.Legal Proceedings

    From time to time, we are subject to certain legal proceedings, claims and disputes that arise in the ordinary course of our business. Although we cannot predict the outcomes of these legal proceedings, these actions, in the aggregate, could have a material adverse impact on our financial position, results of operations or liquidity. A description of our legal proceedings is included in "Item 1. Financial Statements, Note 13. Commitments and Contingencies", and is incorporated herein by reference.

Item 1A.Risk Factors

    There have been no material changes to the Partnership's risk factors since our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 21, 2024.

Item 5.Other Information

During the six months ended June 30, 2024, no director or officer of the Partnership adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

Item 6.Exhibits

The information required by this Item 6 is set forth in the Index to Exhibits accompanying this quarterly report and is incorporated herein by reference.
53

INDEX TO EXHIBITS
Exhibit
Number		Exhibit Name
3.1
3.2
3.3
3.4
3.5
3.6
3.7
3.8
4.1
4.2
31.1*
31.2*
32.1*
32.2*
101
Inline Interactive Data: the following financial information from Martin Midstream Partners L.P.’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2024, formatted in Extensible Business Reporting Language: (1) the Consolidated and Condensed Balance Sheets; (2) the Consolidated and Condensed Statements of Income; (3) the Consolidated and Condensed Statements of Cash Flows; (4) the Consolidated and Condensed Statements of Capital (Deficit); and (5) the Notes to Consolidated and Condensed Financial Statements.
104
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document (contained in Exhibit 101).

* Filed or furnished herewith

‡ This filing excludes certain schedules and exhibits pursuant to Item 601(a)(5) of Regulation S-K, which the registrant agrees to furnish supplementally to the Securities and Exchange Commission upon request by the Commission; provided, however, that the registrant may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any schedules or exhibits so furnished.

54

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 thereunto duly authorized.
 Martin Midstream Partners L.P. 
    
 By:Martin Midstream GP LLC 
  Its General Partner 
    
July 23, 2024By:/s/ Sharon L. Taylor 
  Sharon L. Taylor 
  Executive Vice President and Chief Financial Officer 
55

Exhibit 31.1
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
Pursuant to 17 CFR 240.13a-14(a)/15d-14(a)
(Section 302 of the Sarbanes-Oxley Act of 2002)
 
I, Robert D. Bondurant, certify that:
 
1.  I have reviewed this quarterly report on Form 10-Q of Martin Midstream Partners L.P.;
 
2.  Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
3.  Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
4.  The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
 
a.  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
b.  Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
c.  Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
d.  Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
 
5.  The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
 
a.  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
July 23, 2024 
 
/s/ Robert D. Bondurant 
Robert D. Bondurant, President and 
Chief Executive Officer of 
Martin Midstream GP LLC, 
the General Partner of Martin Midstream Partners L.P. 


Exhibit 31.2
 
CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER
Pursuant to 17 CFR 240.13a-14(a)/15d-14(a)
(Section 302 of the Sarbanes-Oxley Act of 2002)

I, Sharon L. Taylor, certify that:
 
1.  I have reviewed this quarterly report on Form 10-Q of Martin Midstream Partners L.P.;
 
2.  Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
3.  Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
4.  The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
 
a.  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
b.  Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
c.  Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
d.  Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
 
5.  The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
 
a.  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
b.  Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
 
July 23, 2024 
  
/s/ Sharon L. Taylor 
Sharon L. Taylor, Executive Vice President and Chief Financial Officer of 
Martin Midstream GP LLC, 
the General Partner of Martin Midstream Partners L.P. 


Exhibit 32.1

CERTIFICATION PURSUANT TO 18 U.S.C.  SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002*

In connection with the Quarterly Report of Martin Midstream Partners L.P., a Delaware limited partnership (the “Partnership”), on Form 10-Q for the quarter ended June 30, 2024, as filed with the Securities and Exchange Commission (the “Report”), I, Robert D. Bondurant, Chief Executive Officer of Martin Midstream GP LLC, the general partner of the Partnership, certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), that to my knowledge:

(1)          the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2)          the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Partnership.
 
 /s/ Robert D. Bondurant 
 Robert D. Bondurant, President and
 Chief Executive Officer
of Martin Midstream GP LLC,
 the General Partner of Martin Midstream Partners L.P.
  
 July 23, 2024

*A signed original of this written statement required by Section 906 has been provided to the Partnership and will be retained by the Partnership and furnished to the Securities and Exchange Commission or its staff upon request.


Exhibit 32.2

CERTIFICATION PURSUANT TO 18 U.S.C.  SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002*

In connection with the Quarterly Report of Martin Midstream Partners L.P., a Delaware limited partnership (the “Partnership”), on Form 10-Q for the quarter ended June 30, 2024, as filed with the Securities and Exchange Commission (the “Report”), I, Sharon L. Taylor, Chief Financial Officer of Martin Midstream GP LLC, the general partner of the Partnership, certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), that to my knowledge:

(1)           the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2)           the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Partnership.
 
 /s/ Sharon L. Taylor 
 Sharon L. Taylor, Executive Vice President and
 Chief Financial Officer
 of Martin Midstream GP LLC,
 the General Partner of Martin Midstream Partners L.P.
  
 July 23, 2024

*A signed original of this written statement required by Section 906 has been provided to the Partnership and will be retained by the Partnership and furnished to the Securities and Exchange Commission or its staff upon request.

v3.24.2
Cover Page - shares
 6 Months Ended
Jun. 30, 2024
Jul. 23, 2024
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 2024  
Document Transition Report false  
Entity File Number 000-50056  
Entity Registrant Name MARTIN MIDSTREAM PARTNERS L.P.  
Entity Incorporation, State or Country Code DE  
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  
Title of each class Common Units representing limited partnership interests  
Trading Symbol(s) MMLP  
Name of each exchange on which registered NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding (in shares)   39,001,086
Entity Central Index Key 0001176334  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q2  
Amendment Flag false  
v3.24.2
CONSOLIDATED AND CONDENSED BALANCE SHEETS - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Assets    
Cash $ 55 $ 54
Accounts and other receivables, less allowance for doubtful accounts of $506 and $530, respectively 50,910 53,293
Inventories 41,597 43,822
Due from affiliates 22,151 7,924
Other current assets 10,284 9,220
Total current assets 124,997 114,313
Property, plant and equipment, at cost 939,570 918,786
Accumulated depreciation (631,219) (612,993)
Property, plant and equipment, net 308,351 305,793
Goodwill 16,671 16,671
Right-of-use assets 63,768 60,359
Investment in DSM Semichem LLC 7,938 0
Deferred income taxes, net 10,174 10,200
Other assets, net 3,179 2,039
Total assets 535,078 509,375
Liabilities and Partners’ Capital (Deficit)    
Current installments of finance lease obligations 14 0
Trade and other accounts payable 51,874 51,653
Product exchange payables 0 426
Due to affiliates 3,269 6,334
Income taxes payable 1,374 652
Other accrued liabilities 42,178 41,499
Total current liabilities 98,709 100,564
Long-term debt, net 439,397 421,173
Finance lease obligations 62 0
Operating lease liabilities 47,187 45,684
Other long-term obligations 7,589 6,578
Total liabilities 592,944 573,999
Commitments and contingencies
Partners’ capital (deficit) (57,866) (64,624)
Total liabilities and partners' capital (deficit) $ 535,078 $ 509,375
Other Receivable, after Allowance for Credit Loss, Current, Related Party, Type [Extensible Enumeration] Affiliated Entity [Member] Affiliated Entity [Member]
Other Liability, Current, Related Party, Type [Extensible Enumeration] Affiliated Entity [Member] Affiliated Entity [Member]
v3.24.2
CONSOLIDATED AND CONDENSED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Statement of Financial Position [Abstract]    
Allowance for doubtful accounts $ 506 $ 530
v3.24.2
CONSOLIDATED AND CONDENSED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax $ 184,531 $ 195,636 $ 365,361 $ 440,165
Cost of products sold: (excluding depreciation and amortization)        
Cost of products sold 76,811 97,249 154,458 237,067
Expenses:        
Operating expenses [1] 65,358 60,737 129,292 123,482
Selling, general and administrative [1] 10,701 8,447 19,614 19,619
Depreciation and amortization 12,687 12,547 25,336 25,448
Total costs and expenses 165,557 178,980 328,700 405,616
Other operating income (loss), net 953 673 1,161 285
Operating income 19,927 17,329 37,822 34,834
Other income (expense):        
Interest expense, net (14,377) (15,263) (28,219) (30,920)
Loss on extinguishment of debt 0 0 0 (5,121)
Other, net 2 11 18 33
Total other expense (14,375) (15,252) (28,201) (36,008)
Net income (loss) before taxes 5,552 2,077 9,621 (1,174)
Income tax expense (1,772) (996) (2,568) (2,831)
Net income (loss) 3,780 1,081 7,053 (4,005)
Less general partner's interest in net income (loss) (76) (22) (141) 80
Less income (loss) allocable to unvested restricted units (16) (4) (28) 12
Limited partners' interest in net income (loss) $ 3,688 $ 1,055 $ 6,884 $ (3,913)
Net income (loss) per unit attributable to limited partners - basic (in dollars per share) $ 0.09 $ 0.03 $ 0.18 $ (0.10)
Net income (loss) per unit attributable to limited partners - diluted (in dollars per share) $ 0.09 $ 0.03 $ 0.18 $ (0.10)
Weighted average limited partner units - basic (in shares) 38,832,222 38,772,266 38,833,039 38,771,037
Weighted average limited partner units - diluted (in shares) 38,891,375 38,777,600 38,872,192 38,771,037
Terminalling and storage        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] $ 22,375 $ 21,684 $ 44,892 $ 42,542
Transportation        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 57,676 54,750 115,983 110,473
Sulfur services        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax 3,477 3,357 6,954 6,715
Product sales        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 101,003 115,845 197,532 280,435
Specialty products        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 67,288 78,872 133,613 211,141
Cost of products sold: (excluding depreciation and amortization)        
Cost of products sold [1] 57,553 71,570 114,783 189,565
Sulfur services        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 33,715 36,973 63,919 69,294
Cost of products sold: (excluding depreciation and amortization)        
Cost of products sold [1] 19,234 25,654 39,633 47,471
Terminalling and storage        
Cost of products sold: (excluding depreciation and amortization)        
Cost of products sold [1] $ 24 $ 25 $ 42 $ 31
[1] Related Party Transactions Included Above
Three Months EndedSix Months Ended
June 30,June 30,
2024202320242023
Revenues:*    
Terminalling and storage$18,078 $18,077 $36,627 $35,579 
Transportation8,318 7,277 16,919 12,788 
Product Sales123 7,497 252 8,422 
Costs and expenses:*
Cost of products sold: (excluding depreciation and amortization)
Specialty products8,368 7,918 14,941 17,428 
Sulfur services2,919 2,644 5,912 5,352 
Terminalling and storage24 25 42 31 
Expenses:
Operating expenses26,501 25,058 52,924 48,885 
Selling, general and administrative8,638 6,556 15,501 15,072 
v3.24.2
CONSOLIDATED AND CONDENSED STATEMENTS OF OPERATIONS (Unaudited) - Related Party Transactions (Parenthetical) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax $ 184,531 $ 195,636 $ 365,361 $ 440,165
Cost of products sold: (excluding depreciation and amortization)        
Cost of products sold 76,811 97,249 154,458 237,067
Expenses:        
Operating expenses [1] 65,358 60,737 129,292 123,482
Selling, general and administrative [1] 10,701 8,447 19,614 19,619
Terminalling and storage        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 22,375 21,684 44,892 42,542
Transportation        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 57,676 54,750 115,983 110,473
Product Sales        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 101,003 115,845 197,532 280,435
Specialty products        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 67,288 78,872 133,613 211,141
Cost of products sold: (excluding depreciation and amortization)        
Cost of products sold [1] 57,553 71,570 114,783 189,565
Sulfur services        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 33,715 36,973 63,919 69,294
Cost of products sold: (excluding depreciation and amortization)        
Cost of products sold [1] 19,234 25,654 39,633 47,471
Terminalling and storage        
Cost of products sold: (excluding depreciation and amortization)        
Cost of products sold [1] 24 25 42 31
Related Party        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax 26,519 32,851 53,798 56,789
Cost of products sold: (excluding depreciation and amortization)        
Cost of products sold 11,311 10,587 20,895 22,811
Expenses:        
Operating expenses 26,501 25,058 52,924 48,885
Selling, general and administrative 8,638 6,556 15,501 15,072
Related Party | Terminalling and storage        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax 18,078 18,077 36,627 35,579
Expenses:        
Operating expenses 5,637 5,517 10,965 10,280
Selling, general and administrative     424 228
Related Party | Transportation        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax 8,318 7,277 16,919 12,788
Expenses:        
Operating expenses 19,814 17,951 39,587 36,015
Selling, general and administrative 2,203 1,939 4,030 4,202
Related Party | Product Sales        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax 123 7,497 252 8,422
Related Party | Specialty products        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax 89 7,417 190 8,289
Cost of products sold: (excluding depreciation and amortization)        
Cost of products sold 8,368 7,918 14,941 17,428
Expenses:        
Selling, general and administrative 1,256 570 1,992 1,881
Related Party | Sulfur services        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax 34 80 62 133
Cost of products sold: (excluding depreciation and amortization)        
Cost of products sold 2,919 2,644 5,912 5,352
Expenses:        
Operating expenses 1,050 1,590 2,372 2,590
Selling, general and administrative 1,157 439 1,933 1,520
Related Party | Terminalling and storage        
Cost of products sold: (excluding depreciation and amortization)        
Cost of products sold $ 24 $ 25 $ 42 $ 31
[1] Related Party Transactions Included Above
Three Months EndedSix Months Ended
June 30,June 30,
2024202320242023
Revenues:*    
Terminalling and storage$18,078 $18,077 $36,627 $35,579 
Transportation8,318 7,277 16,919 12,788 
Product Sales123 7,497 252 8,422 
Costs and expenses:*
Cost of products sold: (excluding depreciation and amortization)
Specialty products8,368 7,918 14,941 17,428 
Sulfur services2,919 2,644 5,912 5,352 
Terminalling and storage24 25 42 31 
Expenses:
Operating expenses26,501 25,058 52,924 48,885 
Selling, general and administrative8,638 6,556 15,501 15,072 
v3.24.2
CONSOLIDATED AND CONDENSED STATEMENTS OF CAPITAL (DEFICIT) (Unaudited) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Increase (Decrease) in Partners' Capital        
Beginning balance $ (61,496) $ (64,677) $ (64,624) $ (59,445)
Net income (loss) 3,780 1,081 7,053 (4,005)
Cash distributions (199) (199) (398) (397)
Unit-based compensation 49 38 103 90
Ending balance (57,866) (63,757) (57,866) (63,757)
Common Limited Partner | Common        
Increase (Decrease) in Partners' Capital        
Beginning balance $ (63,115) $ (66,236) $ (66,182) $ (61,110)
Beginning balance (in shares) 39,001,086 38,914,806 38,914,806 38,850,750
Net income (loss) $ 3,704 $ 1,059 $ 6,912 $ (3,925)
Issuance of restricted units (in shares)     86,280 64,056
Cash distributions (195) (195) $ (390) $ (389)
Unit-based compensation 49 38 103 90
Ending balance $ (59,557) $ (65,334) $ (59,557) $ (65,334)
Ending balance (in shares) 39,001,086 38,914,806 39,001,086 38,914,806
General Partner        
Increase (Decrease) in Partners' Capital        
Beginning balance $ 1,619 $ 1,559 $ 1,558 $ 1,665
Net income (loss) 76 22 141 (80)
Cash distributions (4) (4) (8) (8)
Ending balance $ 1,691 $ 1,577 $ 1,691 $ 1,577
v3.24.2
CONSOLIDATED AND CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Cash flows from operating activities:    
Net income (loss) $ 7,053 $ (4,005)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:    
Depreciation and amortization 25,336 25,448
Amortization of deferred debt issuance costs 1,539 2,435
Amortization of debt discount 1,200 1,000
Deferred income tax expense 26 1,867
Gain on disposition or sale of property, plant and equipment, net (1,161) (285)
Loss on extinguishment of debt 0 5,121
Non cash unit-based compensation 103 90
Change in current assets and liabilities, excluding effects of acquisitions and dispositions:    
Accounts and other receivables 2,383 22,619
Inventories 2,031 58,933
Due from affiliates (14,227) 5,654
Other current assets 174 5,296
Trade and other accounts payable 523 (19,459)
Product exchange payables (426) 278
Due to affiliates (3,065) (6,641)
Income taxes payable 722 (215)
Other accrued liabilities (1,196) 1,907
Change in other non-current assets and liabilities 922 (1,269)
Net cash provided by operating activities 21,937 98,774
Cash flows from investing activities:    
Payments for property, plant and equipment (24,194) (17,024)
Payments for plant turnaround costs (6,705) (661)
Investment in DSM Semichem LLC (6,938) 0
Proceeds from sale of property, plant and equipment 738 4,275
Net cash used in investing activities (37,099) (13,410)
Cash flows from financing activities:    
Payments of long-term debt (113,000) (519,197)
Payments under finance lease obligations (1) (9)
Proceeds from long-term debt 128,577 448,489
Payment of debt issuance costs (15) (14,238)
Cash distributions paid (398) (397)
Net cash provided by (used in) financing activities 15,163 (85,352)
Net increase in cash 1 12
Cash at beginning of period 54 45
Cash at end of period 55 57
Cash Flow, Noncash Investing and Financing Activities Disclosure    
Non-cash additions to property, plant and equipment 2,641 1,679
Non-cash contribution of land to DSM Semichem LLC $ 1,000 $ 0
v3.24.2
Nature of Operations and Basis of Presentation
 6 Months Ended
Jun. 30, 2024
Accounting Policies [Abstract]  
Nature of Operations and Basis of Presentation NATURE OF OPERATIONS AND BASIS OF PRESENTATION
Martin Midstream Partners L.P. (the "Partnership") is a publicly traded limited partnership with a diverse set of operations focused primarily in the Gulf Coast region of the United States ("U.S."). Its four primary business lines include: terminalling, processing, and storage services for petroleum products and by-products including the refining of naphthenic crude oil; land and marine transportation services for petroleum products and by-products, chemicals, and specialty products; sulfur and sulfur-based products processing, manufacturing, marketing and distribution; and marketing, distribution, and transportation services for natural gas liquids and blending and packaging services for specialty lubricants and grease.

The Partnership’s unaudited consolidated and condensed financial statements have been prepared in accordance with the requirements of Form 10-Q and U.S. Generally Accepted Accounting Principles ("U.S. GAAP") for interim financial reporting. Accordingly, these financial statements have been condensed and do not include all of the information and footnotes required by U.S. GAAP for annual audited financial statements of the type contained in the Partnership’s annual reports on Form 10-K. In the opinion of the management of the Partnership’s general partner, all adjustments and elimination of significant intercompany balances necessary for a fair presentation of the Partnership’s financial position, results of operations, and cash flows for the periods shown have been made. All such adjustments are of a normal recurring nature. Results for such interim periods are not necessarily indicative of the results of operations for the full year. These financial statements should be read in conjunction with the Partnership’s audited consolidated financial statements and notes thereto included in the Partnership’s annual report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 21, 2024.

Management has made a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these consolidated and condensed financial statements in conformity with U.S. GAAP.  Actual results could differ from those estimates.
v3.24.2
New Accounting Pronouncements
 6 Months Ended
Jun. 30, 2024
Accounting Changes and Error Corrections [Abstract]  
New Accounting Pronouncements NEW ACCOUNTING PRONOUNCEMENTS
There were no new accounting pronouncements applicable to the Partnership during the six months ended June 30, 2024.
v3.24.2
Exit of Butane Optimization Business
 6 Months Ended
Jun. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]  
Exit of Butane Optimization Business EXIT OF BUTANE OPTIMIZATION BUSINESS
    During the second quarter of 2023, the Partnership completed its previously announced exit from its butane optimization business at the conclusion of the butane selling season. This exit did not qualify as discontinued operations in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 205. Going forward, with respect to butane, the Partnership will operate as a fee-based butane logistics business, primarily continuing to utilize its north Louisiana underground storage assets, which have both truck and rail capability. This logistics business will also utilize the Partnership's truck transportation assets for fee-based product movements. As a result of this new business model, the Partnership will no longer carry butane inventory, enabling the Partnership to reduce commodity risk exposure, cash flow and earnings volatility, and working capital requirements. The following revenues and costs, which are included in the financial results for all periods presented, are not expected to be incurred under the new fee-based butane logistics business model. The butane optimization business has historically been included in the Partnership's Specialty Products operating segment.

Three Months Ended June 30,Six Months Ended June 30,
20232023
Products revenue$13,650 $70,539 
Cost of products sold16,074 72,282 
Selling, general and administrative expenses140 512 
$(2,564)$(2,255)
v3.24.2
Revenue
 6 Months Ended
Jun. 30, 2024
Revenue from Contract with Customer [Abstract]  
Revenue REVENUE
    The following table disaggregates our revenue by major source:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Terminalling and storage segment
Throughput and storage$22,375 $21,684 $44,892 $42,542 
$22,375 $21,684 $44,892 $42,542 
Transportation segment
Land transportation$42,860 $40,869 $85,603 $83,099 
Inland marine transportation12,977 12,357 27,300 24,435 
Offshore marine transportation1,839 1,524 3,080 2,939 
$57,676 $54,750 $115,983 $110,473 
Sulfur services segment
Sulfur product sales$7,521 $7,462 $13,204 $13,738 
Fertilizer product sales26,194 29,511 50,715 55,556 
Sulfur services 3,477 3,357 6,954 6,715 
$37,192 $40,330 $70,873 $76,009 
Specialty products segment
Natural gas liquids product sales$35,435 $45,678 $73,566 $143,900 
Lubricant product sales31,853 33,194 60,047 67,241 
$67,288 $78,872 $133,613 $211,141 

    Revenue is measured based on a consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties where the Partnership is acting as an agent. The Partnership recognizes revenue when the Partnership satisfies a performance obligation, which typically occurs when the Partnership transfers control over a product to a customer or as the Partnership delivers a service.

    The following is a description of the principal activities - separated by reportable segments - from which the Partnership generates revenue.

Terminalling and Storage Segment

    Revenue is recognized for storage contracts based on the contracted monthly tank fixed fee.  For throughput contracts, revenue is recognized based on the volume moved through the Partnership’s terminals at the contracted rate.   For storage and throughput contracts at the Partnership's underground NGL storage facility, revenue is recognized based on the volume stored and moved through the facility at the contracted rate.  For the Partnership’s tolling agreement, revenue is recognized based on the contracted monthly reservation fee and throughput volumes moved through the facility.  Throughput and storage revenue in the table above includes non-cancelable revenue arrangements that are under the scope of ASC 842, whereby the Partnership has committed certain Terminalling and Storage assets in exchange for a minimum fee.

Transportation Segment

    Revenue related to land transportation is recognized for line hauls based on a mileage rate. For contracted trips, revenue is recognized upon completion of the particular trip. The performance of the service is invoiced as the transaction occurs and is generally paid within a month.
    Revenue related to marine transportation is recognized for time charters based on a per day rate. For contracted trips, revenue is recognized upon completion of the particular trip. The performance of the service is invoiced as the transaction occurs and is generally paid within a month.

Sulfur Services Segment

    Revenue from sulfur and fertilizer product sales is recognized when the customer takes title to the product.  Delivery of product is invoiced as the transaction occurs and is generally paid within a month. Revenue from sulfur services is recognized as services are performed during each monthly period. The performance of the service is invoiced as the transaction occurs and is generally paid within a month.

Specialty Products Segment

    Natural Gas Liquids ("NGL") revenue is recognized when title is transferred, which is generally when the product is delivered by truck, rail, or pipeline to the Partnership's NGL customers or when the customer picks up the product from our facilities. When lubricants are sold by truck or rail, revenue is recognized when title is transferred, which is generally when the product leaves the Partnership's facility, but can vary based on the specific terms of the contract. Delivery of product is invoiced as the transaction occurs and is generally paid within a month.

    The table below includes estimated minimum revenue expected to be recognized in the future related to performance obligations that are unsatisfied at the end of the reporting period. The Partnership applies the practical expedient in ASC 606-10-50-14(a) and does not disclose information about remaining performance obligations that have original expected durations of one year or less.
20242025202620272028ThereafterTotal
Terminalling and storage
Throughput and storage$22,120 $45,448 $46,749 $48,152 $49,662 $157,964 $370,095 
Sulfur services
Product sales2,833 5,666 4,691 295 — — 13,485 
Service revenues6,954 13,908 13,908 — — — 34,770 
Specialty Products
NGL product sales3,242 6,431 3,736 — — — 13,409 
Total$35,149 $71,453 $69,084 $48,447 $49,662 $157,964 $431,759 
v3.24.2
Inventories
 6 Months Ended
Jun. 30, 2024
Inventory Disclosure [Abstract]  
Inventories INVENTORIES
Components of inventories at June 30, 2024 and December 31, 2023, were as follows: 
 June 30,
2024		December 31,
2023
Natural gas liquids$867 $3,679 
Lubricants23,001 20,057 
Sulfur761 817 
Fertilizer11,312 13,411 
Other5,656 5,858 
 $41,597 $43,822 
v3.24.2
Debt
 6 Months Ended
Jun. 30, 2024
Debt Disclosure [Abstract]  
Debt DEBT
At June 30, 2024 and December 31, 2023, long-term debt consisted of the following:
 June 30,
2024		December 31,
2023
$150,000 Credit facility at variable interest rate (8.72%1 weighted average at June 30, 2024), due February 2027 secured by substantially all of the Partnership’s assets, including, without limitation, inventory, accounts receivable, vessels, equipment, fixed assets and the interests in the Partnership’s operating subsidiaries, net of unamortized debt issuance costs of $2,771 and $3,292, respectively 2
$55,229 $39,208 
$400,000 Senior notes, 11.5% interest, net of unamortized debt issuance costs of $7,232 and $8,235, respectively, including unamortized premium of $8,600 and $9,800, respectively, due February 2028, secured 2
384,168 381,965 
Total439,397 421,173 
Less: current portion— — 
Total long-term debt, net of current portion$439,397 $421,173 
     
    1 The interest rate fluctuates based on Adjusted Term SOFR (set on the date of each advance) or the alternate base rate plus an applicable margin. The margin is set every three months. All amounts outstanding at June 30, 2024 were at Adjusted Term SOFR plus an applicable margin. The applicable margin for revolving loans that are SOFR loans currently ranges from 2.75% to 3.75%, and the applicable margin for revolving loans that are alternate base rate loans currently ranges from 1.75% to 2.75%.  The applicable margin for SOFR borrowings at June 30, 2024 is 3.25%. The applicable margin for SOFR borrowings effective July 17, 2024, is 3.25%. The credit facility contains various covenants that limit the Partnership’s ability to make distributions; make certain investments and acquisitions; enter into certain agreements; incur indebtedness; sell assets; and make certain amendments to the Partnership's omnibus agreement with Martin Resource Management Corporation (the "Omnibus Agreement").

    2 The Partnership was in compliance with all debt covenants as of June 30, 2024 and December 31, 2023.
    The Partnership paid cash interest in the amount of $1,585 and $2,632 for the three months ended June 30, 2024 and 2023, respectively.  The Partnership paid cash interest in the amount of $26,238 and $24,808 for the six months ended June 30, 2024 and 2023, respectively.  Capitalized interest was $291 and $7 for the three months ended June 30, 2024 and 2023, respectively. Capitalized interest was $443 and $11 for the six months ended June 30, 2024 and 2023, respectively.
v3.24.2
Leases
 6 Months Ended
Jun. 30, 2024
Leases [Abstract]  
Leases LEASES
    
    The Partnership has numerous operating leases primarily for terminal facilities and transportation and other equipment. The leases generally provide that all expenses related to the facilities and equipment are to be paid by the lessee.

    Operating lease Right-of-Use assets and operating lease liabilities are recognized based on the present value of lease payments over the lease term at commencement date. Because most of the Partnership's leases do not provide an implicit rate of return, the Partnership uses its imputed collateralized rate based on the information available at commencement date in determining the present value of lease payments. The estimated rate is based on a risk-free rate plus a risk-adjusted margin.

Our leases have remaining lease terms of 1 year to 12 years, some of which include options to extend the leases for up to 5 years, and some of which include options to terminate the leases within 1 year. The Partnership includes extension periods in its lease term if, at commencement, it is reasonably likely that the Partnership will exercise the extension options.
    
    The components of lease expense for the three and six months ended June 30, 2024 and 2023, were as follows:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Operating lease cost$5,181 $3,604 $10,120 $6,791 
Finance lease cost:
     Amortization of right-of-use assets$3 $2 3 6 
     Interest on lease liabilities1 — 1 — 
Short-term lease cost1,333 1,368 2,499 3,075 
Variable lease cost41 39 87 94 
Total lease cost$6,559 $5,013 $12,710 $9,966 
    
Supplemental balance sheet information related to leases at June 30, 2024 and December 31, 2023, was as follows:
June 30,
2024		December 31, 2023
Operating Leases
Operating lease right-of-use assets$63,768 $60,359 
Current portion of operating lease liabilities included in "Other accrued liabilities"$16,801 $14,901 
Operating lease liabilities47,187 45,684 
     Total operating lease liabilities$63,988 $60,585 
Finance Leases
Property, plant and equipment, at cost$77 $— 
Accumulated depreciation(3)— 
Property, plant and equipment, net$74 $— 
Current installments of finance lease obligations$14 $— 
Finance lease obligations62 — 
Total finance lease obligations$76 $— 
For the six months ended June 30, 2024, the Partnership incurred new operating leases, primarily related to land and marine transportation assets and renewed existing operating leases set to expire, primarily related to marine transportation assets.

The Partnership’s future minimum lease obligations as of June 30, 2024, consist of the following:
Operating Leases
Year 1$20,795 
Year 219,074 
Year 315,533 
Year 410,342 
Year 53,542 
Thereafter4,745 
     Total74,031 
     Less amounts representing interest costs(10,043)
Total lease liability$63,988 

    The Partnership has non-cancelable revenue arrangements that are under the scope of ASC 842 whereby we have committed certain terminalling and storage assets in exchange for a minimum fee. Future minimum revenues the Partnership expects to receive under these non-cancelable arrangements as of June 30, 2024, are as follows: 2024 - $13,269; 2025 - $17,433; 2026 - $11,755; 2027 - $11,559; 2028 - $11,364; subsequent years - $18,256.
Leases LEASES
    
    The Partnership has numerous operating leases primarily for terminal facilities and transportation and other equipment. The leases generally provide that all expenses related to the facilities and equipment are to be paid by the lessee.

    Operating lease Right-of-Use assets and operating lease liabilities are recognized based on the present value of lease payments over the lease term at commencement date. Because most of the Partnership's leases do not provide an implicit rate of return, the Partnership uses its imputed collateralized rate based on the information available at commencement date in determining the present value of lease payments. The estimated rate is based on a risk-free rate plus a risk-adjusted margin.

Our leases have remaining lease terms of 1 year to 12 years, some of which include options to extend the leases for up to 5 years, and some of which include options to terminate the leases within 1 year. The Partnership includes extension periods in its lease term if, at commencement, it is reasonably likely that the Partnership will exercise the extension options.
    
    The components of lease expense for the three and six months ended June 30, 2024 and 2023, were as follows:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Operating lease cost$5,181 $3,604 $10,120 $6,791 
Finance lease cost:
     Amortization of right-of-use assets$3 $2 3 6 
     Interest on lease liabilities1 — 1 — 
Short-term lease cost1,333 1,368 2,499 3,075 
Variable lease cost41 39 87 94 
Total lease cost$6,559 $5,013 $12,710 $9,966 
    
Supplemental balance sheet information related to leases at June 30, 2024 and December 31, 2023, was as follows:
June 30,
2024		December 31, 2023
Operating Leases
Operating lease right-of-use assets$63,768 $60,359 
Current portion of operating lease liabilities included in "Other accrued liabilities"$16,801 $14,901 
Operating lease liabilities47,187 45,684 
     Total operating lease liabilities$63,988 $60,585 
Finance Leases
Property, plant and equipment, at cost$77 $— 
Accumulated depreciation(3)— 
Property, plant and equipment, net$74 $— 
Current installments of finance lease obligations$14 $— 
Finance lease obligations62 — 
Total finance lease obligations$76 $— 
For the six months ended June 30, 2024, the Partnership incurred new operating leases, primarily related to land and marine transportation assets and renewed existing operating leases set to expire, primarily related to marine transportation assets.

The Partnership’s future minimum lease obligations as of June 30, 2024, consist of the following:
Operating Leases
Year 1$20,795 
Year 219,074 
Year 315,533 
Year 410,342 
Year 53,542 
Thereafter4,745 
     Total74,031 
     Less amounts representing interest costs(10,043)
Total lease liability$63,988 

    The Partnership has non-cancelable revenue arrangements that are under the scope of ASC 842 whereby we have committed certain terminalling and storage assets in exchange for a minimum fee. Future minimum revenues the Partnership expects to receive under these non-cancelable arrangements as of June 30, 2024, are as follows: 2024 - $13,269; 2025 - $17,433; 2026 - $11,755; 2027 - $11,559; 2028 - $11,364; subsequent years - $18,256.
v3.24.2
Supplemental Balance Sheet Information
 6 Months Ended
Jun. 30, 2024
Balance Sheet Related Disclosures [Abstract]  
Supplemental Balance Sheet Information SUPPLEMENTAL BALANCE SHEET INFORMATION
    
    Components of "Other accrued liabilities" were as follows:
 June 30,
2024		December 31, 2023
Accrued interest$17,641 $17,956 
Asset retirement obligations— 25 
Property and other taxes payable3,315 4,348 
Accrued payroll4,375 4,136 
Operating lease liabilities16,801 14,901 
Other46 133 
 $42,178 $41,499 

The schedule below summarizes the changes in our asset retirement obligations:
 June 30, 2024
 
Asset retirement obligations as of December 31, 2023$5,182 
Additions to asset retirement obligations— 
Accretion expense66 
Liabilities settled— 
Ending asset retirement obligations5,248 
Current portion of asset retirement obligations1
— 
Long-term portion of asset retirement obligations2
$5,248 

1The current portion of asset retirement obligations is included in "Other accrued liabilities" on the Partnership's Consolidated and Condensed Balance Sheets.

2The non-current portion of asset retirement obligations is included in "Other long-term obligations" on the Partnership's Consolidated and Condensed Balance Sheets.
v3.24.2
Partners' Capital (Deficit)
 6 Months Ended
Jun. 30, 2024
Partners' Capital Notes [Abstract]  
Partners' Capital (Deficit) PARTNERS' CAPITAL (DEFICIT)
As of June 30, 2024, Partners’ capital (deficit) consisted of 39,001,086 common limited partner units, representing a 98% partnership interest, and a 2% general partner interest. Martin Resource Management Corporation, through subsidiaries, owned 6,114,532 of the Partnership's common limited partner units representing approximately 15.7% of the Partnership's outstanding common limited partner units. Martin Midstream GP LLC ("MMGP"), the Partnership's general partner, owns the 2% general partnership interest.

The partnership agreement of the Partnership (the "Partnership Agreement") contains specific provisions for the allocation of net income and losses to each of the partners for purposes of maintaining their respective partner capital accounts.

Impact on Partners' Capital (Deficit) Related to Transactions Between Entities Under Common Control

Under ASC 805, assets and liabilities transferred between entities under common control are accounted for at the historical cost of those entities' ultimate parent, in a manner similar to a pooling of interests. Any difference in the amount paid by the transferee versus the historical cost of the assets transferred is recorded as an adjustment to equity (contribution or distribution) by the transferee. This is in contrast with a business combination between unrelated parties, where assets and liabilities are recorded at their fair values at the acquisition date, with any excess of amounts paid over the fair value representing goodwill. From time to time, the most recent being in 2019, the Partnership has entered into common control acquisitions from Martin Resource Management Corporation. The consideration transferred totaling $552,058 exceeds the historical cost of the net assets received. This excess of the purchase price over the historical cost of the net assets received has resulted in cumulative distributions of $289,019 reflected as reductions to Partners' capital.

Distributions of Available Cash

The Partnership distributes all of its available cash (as defined in the Partnership Agreement) within 45 days after the end of each quarter to unitholders of record and to the general partner. Available cash is generally defined as all cash and cash equivalents of the Partnership on hand at the end of each quarter less the amount of cash reserves its general partner determines in its reasonable discretion is necessary or appropriate to: (i) provide for the proper conduct of the Partnership’s business; (ii) comply with applicable law, any debt instruments or other agreements; or (iii) provide funds for distributions to unitholders and the general partner for any one or more of the next four quarters, plus all cash on the date of determination of available cash for the quarter resulting from working capital borrowings made after the end of the quarter.

Net Income per Unit

The Partnership follows the provisions of the FASB ASC 260-10 related to earnings per share, which addresses the application of the two-class method in determining income per unit for master limited partnerships having multiple classes of securities that may participate in partnership distributions accounted for as equity distributions. Undistributed earnings are allocated to the general partner and limited partners utilizing the contractual terms of the Partnership Agreement. When current period distributions are in excess of earnings, the excess distributions for the period are to be allocated to the general partner and limited partners based on their respective sharing of income and losses specified in the Partnership Agreement. Additionally, as required under FASB ASC 260-10-45-61A, unvested share-based payments that entitle employees to receive non-forfeitable distributions are considered participating securities, as defined in FASB ASC 260-10-20, for earnings per unit calculations.

For purposes of computing diluted net income per unit, the Partnership uses the more dilutive of the two-class and if-converted methods. Under the if-converted method, the weighted-average number of subordinated units outstanding for the period is added to the weighted-average number of common units outstanding for purposes of computing basic net income per unit and the resulting amount is compared to the diluted net income per unit computed using the two-class method. The following is a reconciliation of net income allocated to the general partner and limited partners for purposes of calculating net income attributable to limited partners per unit:
 Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Net income (loss)$3,780 $1,081 $7,053 $(4,005)
Less general partner’s interest in net income (loss):
Distributions payable on behalf of general partner interest4 4 8 8 
General partner interest in undistributed income (loss)72 18 133 (88)
Less income (loss) allocable to unvested restricted units16 4 28 (12)
Limited partners’ interest in net income (loss)$3,688 $1,055 $6,884 $(3,913)

    The following are the unit amounts used to compute the basic and diluted earnings per limited partner unit for the periods presented:
 Three Months Ended June 30,Six Months Ended June 30,
 2024202320242023
Basic weighted average limited partner units outstanding
38,832,222 38,772,266 38,833,039 38,771,037 
Dilutive effect of restricted units issued
59,153 5,334 39,153 — 
Total weighted average limited partner diluted units outstanding
38,891,375 38,777,600 38,872,192 38,771,037 

    All outstanding units were included in the computation of diluted earnings per unit and weighted based on the number of days such units were outstanding during the periods presented. All common unit equivalents were antidilutive for the three months ended June 30, 2023, because the limited partners were allocated a net loss in this period.
v3.24.2
Unit Based Awards - Long-Term Incentive Plans
 6 Months Ended
Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Unit Based Awards - Long-Term Incentive Plans UNIT BASED AWARDS - LONG-TERM INCENTIVE PLANS
The Partnership recognizes compensation cost related to unit-based awards to both employees and non-employees in its consolidated and condensed financial statements in accordance with certain provisions of ASC 718. Amounts recognized in operating expense and selling, general, and administrative expense in the consolidated and condensed financial statements with respect to these plans are as follows:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Restricted unit Awards
Employees$— $— $— $— 
Non-employee directors49 38 103 90 
Phantom unit Awards
Employees1,395 (1,574)1,221 (1,175)
Non-employee directors— — — — 
   Total unit-based compensation expense$1,444 $(1,536)$1,324 $(1,085)
Long-Term Incentive Plans
    
      The Partnership's general partner has long-term incentive plans for employees and directors of the general partner and its affiliates who perform services for the Partnership.

Phantom Unit Plan

On July 21, 2021, the board of directors of the general partner of the Partnership and the compensation committee of the general partner's board of directors (the "Compensation Committee") approved the Martin Midstream Partners L.P. 2021 Phantom Unit Plan (the “Plan”), effective as of the same date. The Plan permits the awards of phantom units and phantom unit appreciation rights (collectively, "phantom unit awards") to any employee or non-employee director of the Partnership, including its executive officers. The awards may be time-based or performance-based and will be paid, if at all, in cash.

The award of a phantom unit entitles the participant to a cash payment equal to the value of the phantom unit on the vesting date or dates, which value is the fair market value of a common unit of the Partnership (a “Unit”) on such vesting date or dates. The award of a phantom unit appreciation right entitles the recipient to a cash payment equal to the difference between the value of a phantom unit on the vesting date or dates in excess of the value assigned by the Compensation Committee to the phantom unit as of the grant date. Phantom units and phantom unit appreciation rights granted to participants do not confer upon participants any right to a Unit.

On July 21, 2021, the Compensation Committee approved forms of time-based award agreements for phantom units and phantom unit appreciation rights, both of which awards vest in full on the third anniversary of the grant date. The grant date value of a phantom unit under a phantom unit appreciation right award is equal to the average of the closing price for a Unit during the 20 trading days immediately preceding the grant date of the award.

Generally, vesting of an award is subject to a participant remaining continuously employed with the Partnership through the vesting date. However, if prior to the vesting date (i) a participant is terminated without cause (as defined in the award agreement) or terminates employment after the participant has attained both the age of 65 and ten years of employment (“retirement-eligible”), a prorated portion of the award will vest and be paid in cash no later than the 30th day following such termination date (subject to a six-month delay in payment for certain retirement-eligible participants) or (ii) there is a change in control of the Partnership (as defined in the Plan), the award will vest in full and be paid in cash no later than the 30th day following the date of the change of control; provided, that the participant has been in continuous employment through the termination or change in control date, as applicable.

On July 21, 2021, 620,000 phantom units and 1,245,000 phantom unit appreciation rights were granted to employees of the general partner and its affiliates who perform services for the Partnership. On April 20, 2022, the board of directors of the general partner of the Partnership and the Compensation Committee approved the First Amendment to the Plan, effective as of the same date, which amendment increased the total number of phantom units available for grant under the Plan from 2,000,000 units to 5,000,000 units. On April 20, 2022, 365,000 phantom units and 1,097,500 phantom unit appreciation rights were granted to employees of the general partner and its affiliates who perform services for the Partnership. On July 19, 2023, 1,179,500 phantom units and 505,500 phantom unit appreciation rights were granted to employees of the general partner and its affiliates who perform services for the Partnership.

Phantom unit awards are recorded in operating expense and selling, general and administrative expense based on the fair value of the vested portion of the awards on the balance sheet date. The fair value of these awards is updated at each balance sheet date and changes in the fair value of the vested portions of the awards are recorded as increases or decreases to compensation expense within operating expense and selling, general and administrative expense in the Consolidated and Condensed Statements of Operations. All of the Partnership's outstanding phantom unit awards at June 30, 2024, met the criteria to be treated under liability classification in accordance with ASC 718, given that these awards will settle in cash on the vesting date.

Compensation expense for the phantom awards is based on the fair value of the units as of the balance sheet date as further discussed below, and such costs are recognized ratably over the service period of the awards. As the fair value of liability awards is required to be re-measured each period end, stock compensation expense amounts recognized in future
periods for these awards will vary. The estimated future cash payments of these awards are presented as liabilities within "Other current liabilities" and "Other long-term obligations" in the Consolidated and Condensed Balance Sheets. As of June 30, 2024, there was a total of $3,543 of unrecognized compensation costs related to non-vested phantom unit awards. These costs are expected to be recognized over a remaining life of 1.90 years.

The fair value of the phantom unit awards was estimated using a Monte Carlo valuation model as of the balance sheet date. The Monte Carlo valuation model is based on random projections of stock price paths and must be repeated numerous times to achieve a probabilistic assessment. Expected volatility was calculated based on the historical volatility of the Partnership’s common units as well as set of peer companies.
Restricted Unit Plan    

On May 26, 2017, the unitholders of the Partnership approved the Martin Midstream Partners L.P. 2017 Restricted Unit Plan (the "2017 LTIP"). The 2017 LTIP currently permits the grant of awards covering an aggregate of 3,000,000 common units, all of which can be awarded in the form of restricted units. The 2017 LTIP is administered by the Compensation Committee.
 A restricted unit is a unit that is granted to grantees with certain vesting restrictions, which may be time-based and/or performance-based. Once these restrictions lapse, the grantee is entitled to full ownership of the unit without restrictions. The Compensation Committee may determine to make grants under the 2017 LTIP containing such terms as the Compensation Committee shall determine under the 2017 LTIP. With respect to time-based restricted units ("TBRUs"), the Compensation Committee will determine the time period over which restricted units granted to employees and directors will vest. The Compensation Committee may also award a percentage of restricted units with vesting requirements based upon the achievement of specified pre-established performance targets ("Performance Based Restricted Units" or "PBRUs"). The performance targets may include, but are not limited to, the following: revenue and income measures, cash flow measures, net income before interest expense and income tax expense ("EBIT"), net income before interest expense, income tax expense, and depreciation and amortization ("EBITDA"), distribution coverage metrics, expense measures, liquidity measures, market measures, corporate sustainability metrics, and other measures related to acquisitions, dispositions, operational objectives and succession planning objectives. PBRUs are earned only upon our achievement of an objective performance measure for the performance period. PBRUs which vest are payable in common units.  Unvested units granted under the 2017 LTIP may or may not participate in cash distributions depending on the terms of each individual award agreement.

The restricted units issued to directors generally vest in equal annual installments over a four-year period. Restricted units issued to employees generally vest in equal annual installments over three years of service. All of the Partnership's outstanding restricted unit awards at June 30, 2024, met the criteria to be treated under equity classification.

In February 2024, the Partnership issued 28,760 TBRUs to each of the Partnership's three independent directors under the 2017 LTIP.  These restricted common units vest in equal installments of 7,190 units on January 24, 2025, 2026, 2027, and 2028.


    The restricted units are valued at their fair value at the date of grant, which is equal to the market value of common units on such date. A summary of the restricted unit activity for the six months ended June 30, 2024, is provided below:
Number of UnitsWeighted Average Grant-Date Fair Value Per Unit
Non-vested, beginning of period141,390 $2.99 
Granted (TBRU)86,280 $2.26 
Vested(58,806)$2.86 
Forfeited— $— 
Non-Vested, end of period168,864 $2.65 
Aggregate intrinsic value, end of period$545 
    A summary of the restricted units’ aggregate intrinsic value (market value at vesting date) and fair value of units vested (market value at date of grant) during the three and six months ended June 30, 2024 and 2023, is provided below:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Aggregate intrinsic value of units vested$— $— $46 $89 
Fair value of units vested— — 168 178 

    As of June 30, 2024, there was $377 of unrecognized compensation cost related to non-vested restricted units. That cost is expected to be recognized over a weighted-average period of 2.76 years.
v3.24.2
Related Party Transactions
 6 Months Ended
Jun. 30, 2024
Related Party Transactions [Abstract]  
Related Party Transactions RELATED PARTY TRANSACTIONS
As of June 30, 2024, Martin Resource Management Corporation owns 6,114,532 of the Partnership’s common units representing approximately 15.7% of the Partnership’s outstanding limited partner units.  Martin Resource Management Corporation controls the Partnership's general partner by virtue of its 100% voting interest in MMGP Holdings, LLC ("Holdings"), the sole member of the Partnership's general partner. The Partnership’s general partner, MMGP, owns a 2% general partner interest in the Partnership.  The Partnership’s general partner’s ability, as general partner, to manage and operate the Partnership, and Martin Resource Management Corporation’s ownership as of June 30, 2024, of approximately 15.7% of the Partnership’s outstanding limited partnership units, effectively gives Martin Resource Management Corporation the ability to veto some of the Partnership’s actions and to control the Partnership’s management.
 
    The following is a description of the Partnership’s material related party agreements and transactions:
 
Omnibus Agreement
 
       Omnibus Agreement.  The Partnership and its general partner are parties to the Omnibus Agreement dated November 1, 2002, with Martin Resource Management Corporation that governs, among other things, potential competition and indemnification obligations among the parties to the agreement, related party transactions, the provision of general administration and support services by Martin Resource Management Corporation and the Partnership’s use of certain Martin Resource Management Corporation trade names and trademarks. The Omnibus Agreement was amended on November 25, 2009, to include processing crude oil into finished products including naphthenic lubricants, distillates, asphalt and other intermediate cuts. The Omnibus Agreement was amended further on October 1, 2012, to permit the Partnership to provide certain lubricant packaging products and services to Martin Resource Management Corporation.
    Non-Competition Provisions. Martin Resource Management Corporation has agreed for so long as it controls the general partner of the Partnership, not to engage in the business of:

•providing terminalling and storage services for petroleum products and by-products including the refining, blending and packaging of finished lubricants;

•providing land and marine transportation of petroleum products, by-products, and chemicals; and

•manufacturing and selling sulfur-based fertilizer products and other sulfur-related products.

    This restriction does not apply to:

•the ownership and/or operation on the Partnership’s behalf of any asset or group of assets owned by it or its affiliates;

•any business operated by Martin Resource Management Corporation, including the following:

◦distributing asphalt, marine fuel and other liquids;

◦providing shore-based marine services in Texas, Louisiana, Mississippi, and Alabama;

◦operating a crude oil gathering business in Stephens, Arkansas;

◦providing crude oil gathering and marketing services of base oils, asphalt, and distillate products in Smackover, Arkansas;

◦providing crude oil marketing and transportation from the well head to the end market;

◦operating an environmental consulting company;

◦operating a butane optimization business;

◦supplying employees and services for the operation of the Partnership's business; and

◦operating, solely for our account, the asphalt facilities in each of Hondo, South Houston and Port Neches, Texas and Omaha, Nebraska.

•any business that Martin Resource Management Corporation acquires or constructs that has a fair market value of less than $5,000;

•any business that Martin Resource Management Corporation acquires or constructs that has a fair market value of $5,000 or more if the Partnership has been offered the opportunity to purchase the business for fair market value and the Partnership declines to do so with the concurrence of the conflicts committee of the board of directors of the general partner of the Partnership (the "Conflicts Committee"); and

•any business that Martin Resource Management Corporation acquires or constructs where a portion of such business includes a restricted business and the fair market value of the restricted business is $5,000 or more and represents less than 20% of the aggregate value of the entire business to be acquired or constructed; provided that, following completion of the acquisition or construction, the Partnership will be provided the opportunity to purchase the restricted business.
    
    Services.  Under the Omnibus Agreement, Martin Resource Management Corporation provides the Partnership with corporate staff, support services, and administrative services necessary to operate the Partnership’s business. The Omnibus Agreement requires the Partnership to reimburse Martin Resource Management Corporation for all direct expenses it incurs or payments it makes on the Partnership’s behalf or in connection with the operation of the Partnership’s business. There is no
monetary limitation on the amount the Partnership is required to reimburse Martin Resource Management Corporation for direct expenses.  In addition to the direct expenses, under the Omnibus Agreement, the Partnership is required to reimburse Martin Resource Management Corporation for indirect general and administrative and corporate overhead expenses.

    Effective January 1, 2024, through December 31, 2024, the Conflicts Committee approved an annual reimbursement amount for indirect expenses of $13,508. The Partnership reimbursed Martin Resource Management Corporation for $3,377 and $3,496 of indirect expenses for the three months ended June 30, 2024 and 2023, respectively. The Partnership reimbursed Martin Resource Management Corporation for $6,754 and $6,991 of indirect expenses for the six months ended June 30, 2024 and 2023, respectively. The Conflicts Committee will review and approve future adjustments in the reimbursement amount for indirect expenses, if any, annually.

    These indirect expenses are intended to cover the centralized corporate functions Martin Resource Management Corporation provides to the Partnership, such as accounting, treasury, clerical, engineering, legal, billing, information technology, administration of insurance, general office expenses and employee benefit plans and other general corporate overhead functions the Partnership shares with Martin Resource Management Corporation retained businesses. The provisions of the Omnibus Agreement regarding Martin Resource Management Corporation’s services will terminate if Martin Resource Management Corporation ceases to control the general partner of the Partnership.

    Related-Party Transactions. The Omnibus Agreement prohibits the Partnership from entering into any material agreement with Martin Resource Management Corporation without the prior approval of the Conflicts Committee. For purposes of the Omnibus Agreement, the term "material agreements" means any agreement between the Partnership and Martin Resource Management Corporation that requires aggregate annual payments in excess of the then-applicable agreed upon reimbursable amount of indirect general and administrative expenses. Please read "Services" above.

    License Provisions. Under the Omnibus Agreement, Martin Resource Management Corporation has granted the Partnership a nontransferable, nonexclusive, royalty-free right and license to use certain of its trade names and marks, as well as the trade names and marks used by some of its affiliates.

    Amendment and Termination. The Omnibus Agreement may be amended by written agreement of the parties; provided, however, that it may not be amended without the approval of the Conflicts Committee if such amendment would adversely affect the unitholders. The Omnibus Agreement was first amended on November 25, 2009, to permit the Partnership to provide refining services to Martin Resource Management Corporation.  The Omnibus Agreement was amended further on October 1, 2012, to permit the Partnership to provide certain lubricant packaging products and services to Martin Resource Management Corporation.  Such amendments were approved by the Conflicts Committee.  The Omnibus Agreement, other than the indemnification provisions and the provisions limiting the amount for which the Partnership will reimburse Martin Resource Management Corporation for general and administrative services performed on its behalf, will terminate if the Partnership is no longer an affiliate of Martin Resource Management Corporation.

Master Transportation Services Agreement

    Master Transportation Services Agreement.  Martin Transport, Inc. ("MTI"), a wholly owned subsidiary of the Partnership, is a party to a master transportation services agreement effective January 1, 2019, with certain wholly owned subsidiaries of Martin Resource Management Corporation. Under the agreement, MTI agreed to transport Martin Resource Management Corporation's petroleum products and by-products.

    Term and Pricing. The agreement will continue unless either party terminates the agreement by giving at least 30 days' written notice to the other party.  The rates under the agreement are subject to any adjustments which are mutually agreed upon or in accordance with a price index. Additionally, shipping charges are also subject to fuel surcharges determined on a weekly basis in accordance with the U.S. Department of Energy’s national diesel price list.

    Indemnification.  MTI has agreed to indemnify Martin Resource Management Corporation against all claims arising out of the negligence or willful misconduct of MTI and its officers, employees, agents, representatives and subcontractors. Martin Resource Management Corporation has agreed to indemnify MTI against all claims arising out of the negligence or willful misconduct of Martin Resource Management Corporation and its officers, employees, agents, representatives and
subcontractors. In the event a claim is the result of the joint negligence or misconduct of MTI and Martin Resource Management Corporation, indemnification obligations will be shared in proportion to each party’s allocable share of such joint negligence or misconduct.

Marine Agreements

    Marine Transportation Agreement. The Partnership is a party to a marine transportation agreement effective January 1, 2006, as amended, under which the Partnership provides marine transportation services to Martin Resource Management Corporation on a spot-contract basis at applicable market rates.  Effective each January 1, this agreement automatically renews for consecutive one year periods unless either party terminates the agreement by giving written notice to the other party at least 60 days prior to the expiration of the then applicable term. The fees the Partnership charges Martin Resource Management Corporation are based on applicable market rates.

    Marine Fuel.  The Partnership is a party to an agreement with Martin Resource Management Corporation dated November 1, 2002, under which Martin Resource Management Corporation provides the Partnership with marine fuel from its locations in the Gulf of Mexico at a fixed rate in excess of the Platt’s U.S. Gulf Coast Index for #2 Fuel Oil.  Under this agreement, the Partnership agreed to purchase all of its marine fuel requirements that occur in the areas serviced by Martin Resource Management Corporation.

Terminal Services Agreements

    Diesel Fuel Terminal Services Agreement.  Effective October 1, 2022, the Partnership entered into a third amended and restated terminalling services agreement under which it provides terminal services to Martin Energy Services LLC (“MES”), a wholly owned subsidiary of Martin Resource Management Corporation, for fuel distribution utilizing marine shore based terminals owned by the Partnership. This agreement amended the existing arrangement between the Partnership and MES by eliminating any minimum throughput volume requirements and increasing the per gallon throughput fee. The primary term of this agreement expired on December 31, 2023, but will continue on a year to year basis until terminated by either party by giving at least 90 days’ written notice prior to the end of any term. Effective January 1, 2024, this agreement was amended to increase the throughput rate and to establish a minimum throughput volume.

    Miscellaneous Terminal Services Agreements.  The Partnership is currently party to several terminal services agreements and from time to time the Partnership may enter into other terminal service agreements for the purpose of providing terminal services to related parties. Individually, each of these agreements is immaterial but when considered in the aggregate they could be deemed material. These agreements are throughput based with a minimum volume commitment. Generally, the fees due under these agreements are adjusted annually based on a price index.

Other Agreements

     Cross Tolling Agreement. The Partnership is a party to an amended and restated tolling agreement with Cross Oil Refining and Marketing, Inc. ("Cross") dated October 28, 2014, under which the Partnership processes crude oil into finished products, including naphthenic lubricants, distillates, asphalt and other intermediate cuts for Cross.  The tolling agreement expires November 25, 2031.  Under this tolling agreement, Cross agreed to process a minimum of 6,500 barrels per day of crude oil at the facility at a fixed price per barrel.  Any additional barrels are processed at a modified price per barrel.  In addition, Cross agreed to pay a monthly reservation fee and a periodic fuel surcharge fee based on certain parameters specified in the tolling agreement.  Further, certain capital improvements, to the extent requested by Cross, are reimbursed through a capital recovery fee. All of these fees (other than the fuel surcharge) are subject to escalation annually based upon the greater of 3% or the increase in the Consumer Price Index for a specified annual period.

East Texas Mack Leases. MTI leases equipment, including tractors and trailers, from East Texas Mack Sales ("East Texas Mack"). Certain of our directors or officers are owners of East Texas Mack, including entities affiliated with Ruben Martin, who owns approximately 46% of the issued and outstanding stock of East Texas Mack. Amounts paid to East Texas Mack for tractor and trailer lease payments and lease residuals for the three months ended June 30, 2024 and 2023, were $1,118 and $785, respectively. Amounts paid to East Texas Mack for tractor and trailer lease payments and lease residuals for the six months ended June 30, 2024 and 2023, were $2,055 and $1,409, respectively.
Storage and Services Agreement. The Partnership is a party to a storage and services agreement with Martin Butane, a division of Martin Product Sales LLC (a subsidiary of Martin Resource Management Corporation), dated May 1, 2023, under which the Partnership provides storage and other services for NGLs at the Partnership's Arcadia, Louisiana, underground storage facility. The primary term of the agreement expired on April 30, 2024, but will continue on a year to year basis until terminated by either party by giving at least 90 days’ written notice prior to the end of any term.

    Other Miscellaneous Agreements. From time to time the Partnership enters into other miscellaneous agreements with Martin Resource Management Corporation for the provision of other services or the purchase of other goods.

    The tables below summarize the related party transactions that are included in the related financial statement captions on the face of the Partnership’s Consolidated and Condensed Statements of Operations. The revenues, costs and expenses reflected in these tables are tabulations of the related party transactions that are recorded in the corresponding captions of the consolidated and condensed financial statements and do not reflect a statement of profits and losses for related party transactions.

    The impact of related party revenues from sales of products and services is reflected in the consolidated and condensed financial statements as follows:
 Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Revenues:    
Terminalling and storage$18,078 $18,077 $36,627 $35,579 
Transportation8,318 7,277 16,919 12,788 
Product sales:
Specialty products89 7,417 190 8,289 
Sulfur services34 80 62 133 
 123 7,497 252 8,422 
 $26,519 $32,851 $53,798 $56,789 

    The impact of related party cost of products sold is reflected in the consolidated and condensed financial statements as follows:
 Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Cost of products sold:    
Specialty products$8,368 $7,918 $14,941 $17,428 
Sulfur services2,919 2,644 5,912 5,352 
Terminalling and storage24 25 42 31 
 $11,311 $10,587 $20,895 $22,811 
    The impact of related party operating expenses is reflected in the consolidated and condensed financial statements as follows:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Operating expenses:    
Transportation$19,814 $17,951 $39,587 $36,015 
Sulfur services1,050 1,590 2,372 2,590 
Terminalling and storage5,637 5,517 10,965 10,280 
 $26,501 $25,058 $52,924 $48,885 

    The impact of related party selling, general and administrative expenses is reflected in the consolidated and condensed financial statements as follows:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Selling, general and administrative:    
Transportation$2,203 $1,939 $4,030 $4,202 
Specialty products1,256 570 1,992 1,881 
Sulfur services1,157 439 1,933 1,520 
Terminalling and storage482 (8)424 228 
Indirect, including overhead allocation3,540 3,616 7,122 7,241 
 $8,638 $6,556 $15,501 $15,072 
v3.24.2
Business Segments
 6 Months Ended
Jun. 30, 2024
Segment Reporting [Abstract]  
Business Segments BUSINESS SEGMENTS
    The Partnership has four reportable segments: (1) terminalling and storage, (2) transportation, (3) sulfur services and (4) specialty products. The Partnership’s reportable segments are strategic business units that offer different products and services. The operating income of these segments is reviewed by the chief operating decision maker to assess performance and make business decisions. The Partnership evaluates the performance of its reportable segments based on operating income. There is no allocation of interest expense.

Three Months Ended June 30, 2024Operating RevenuesIntersegment Revenues EliminationsOperating Revenues after EliminationsDepreciation and AmortizationOperating Income (Loss) after EliminationsCapital Expenditures and Plant Turnaround Costs
Terminalling and storage$24,402 $(2,027)$22,375 $5,729 $1,316 $2,075 
Transportation61,467 (3,791)57,676 3,381 4,226 1,770 
Sulfur services37,193 (1)37,192 2,778 11,128 8,561 
Specialty products67,317 (29)67,288 799 7,076 798 
Indirect selling, general and administrative— — — — (3,819)— 
Total$190,379 $(5,848)$184,531 $12,687 $19,927 $13,204 
Three Months Ended June 30, 2023Operating RevenuesIntersegment Revenues EliminationsOperating Revenues after EliminationsDepreciation and AmortizationOperating Income (Loss) after EliminationsCapital Expenditures and Plant Turnaround Costs
Terminalling and storage$23,906 $(2,222)$21,684 $5,195 $2,236 $3,324 
Transportation58,395 (3,645)54,750 3,760 5,345 2,471 
Sulfur services40,330 — 40,330 2,756 8,493 3,660 
Specialty products78,898 (26)78,872 836 5,149 340 
Indirect selling, general and administrative— — — — (3,894)— 
Total$201,529 $(5,893)$195,636 $12,547 $17,329 $9,795 

Six Months Ended June 30, 2024Operating RevenuesIntersegment Revenues EliminationsOperating Revenues after EliminationsDepreciation and AmortizationOperating Income (Loss) after EliminationsCapital Expenditures and Plant Turnaround Costs
Terminalling and storage$48,687 $(3,795)$44,892 $11,124 $3,273 $9,125 
Transportation123,509 (7,526)115,983 6,857 10,268 4,625 
Sulfur services70,874 (1)70,873 5,760 17,901 14,897 
Specialty products133,663 (50)133,613 1,595 14,035 1,950 
Indirect selling, general and administrative— — — — (7,655)— 
Total$376,733 $(11,372)$365,361 $25,336 $37,822 $30,597 

Six Months Ended June 30, 2023Operating RevenuesIntersegment Revenues EliminationsOperating Revenues after EliminationsDepreciation and AmortizationOperating Income (Loss) after EliminationsCapital Expenditures and Plant Turnaround Costs
Terminalling and storage$47,825 $(5,283)$42,542 $10,794 $2,300 $7,109 
Transportation120,334 (9,861)110,473 7,522 8,524 3,999 
Sulfur services76,009 — 76,009 5,433 15,897 5,708 
Specialty products211,175 (34)211,141 1,699 16,205 599 
Indirect selling, general and administrative— — — — (8,092)— 
Total$455,343 $(15,178)$440,165 $25,448 $34,834 $17,415 

    The Partnership's assets by reportable segment as of June 30, 2024 and December 31, 2023, are as follows:
June 30, 2024December 31, 2023
Total assets:  
Terminalling and storage$179,047 $171,320 
Transportation164,571 161,506 
Sulfur services112,644 103,779 
Specialty products78,816 72,770 
Total assets$535,078 $509,375 
v3.24.2
Commitments and Contingencies
 6 Months Ended
Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies COMMITMENTS AND CONTINGENCIES
Contingencies

From time to time, the Partnership is subject to various claims and legal actions arising in the ordinary course of business.  In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Partnership.
    
    On December 31, 2015, the Partnership received a demand from a customer in its lubricants packaging business for defense and indemnity in connection with various lawsuits filed against it, which generally alleged that the customer engaged in unlawful and deceptive business practices in connection with its marketing and advertising of its private label motor oil (the “Marketing Lawsuits”). The Partnership disputed and continues to dispute that it has any obligation to defend or indemnify the customer for the customer’s conduct. Accordingly, on January 7, 2016, the Partnership filed a Complaint for Declaratory Judgment in the Chancery Court of Davidson County, Tennessee (the “Tennessee Court”), under Case No. 16-0018-BC, requesting a judicial determination that the Partnership did not owe the customer the demanded defense and indemnity obligations (the “Litigation”). The Marketing Lawsuits pending in federal court against the customer were transferred to the U.S. District Court for the Western District of Missouri under the consolidated case MDL No. 2709 for pretrial proceedings (the “Consolidated Lawsuits”). On March 1, 2017, at the joint request of the customer and the Partnership, the Tennessee Court administratively closed the Litigation. In 2021, the customer settled the Consolidated Lawsuits. On December 17, 2021, at the request of the customer, the Tennessee Court reopened the Litigation and the customer asserted various counterclaims against the Partnership seeking, among other things, to recover its costs of defending and settling the Consolidated Lawsuits. At this time, we are unable to determine what ultimate exposure we may have in this matter, if any. The Partnership intends to vigorously defend the counterclaims asserted by the customer in the Litigation. The trial for the Litigation is expected to be held in the second half of 2025.
v3.24.2
Fair Value Measurements
 6 Months Ended
Jun. 30, 2024
Fair Value Disclosures [Abstract]  
Fair Value Measurements FAIR VALUE MEASUREMENTS
    The Partnership uses a valuation framework based upon inputs that market participants use in pricing certain assets and liabilities. These inputs are classified into two categories: observable inputs and unobservable inputs. Observable inputs represent market data obtained from independent sources. Unobservable inputs represent the Partnership's own market assumptions. Unobservable inputs are used only if observable inputs are unavailable or not reasonably available without undue cost and effort. The two types of inputs are further prioritized into the following hierarchy:

Level 1: Quoted market prices in active markets for identical assets or liabilities.
Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data.
Level 3: Unobservable inputs that reflect the entity's own assumptions and are not corroborated by market data.
    The Partnership is required to disclose estimated fair values for its financial instruments. Fair value estimates are set forth below for these financial instruments. The following methods and assumptions were used to estimate the fair value of each class of financial instrument:

•Accounts and other receivables, trade and other accounts payable, accrued interest payable, other accrued liabilities, income taxes payable and due from/to affiliates: The carrying amounts approximate fair value due to the short maturity and highly liquid nature of these instruments, and as such these have been excluded from the table below. There is negligible credit risk associated with these instruments.

•Current and non-current portion of long-term debt: The carrying amount of the credit facility approximates fair value due to the debt having a variable interest rate and is in Level 2. The estimated fair value of the 2028 Notes is considered Level 2, as the fair value is based upon quoted prices for identical liabilities in markets that are not active.
June 30, 2024December 31, 2023
Carrying
Value		Fair
Value		Carrying
Value		Fair
Value
2028 Notes$384,168 $432,751 $381,965 $414,453 
Total$384,168 $432,751 $381,965 $414,453 
v3.24.2
Investment in DSM Semichem LLC
 6 Months Ended
Jun. 30, 2024
Schedule of Investments [Abstract]  
Investment in DSM Semichem LLC INVESTMENT IN DSM SEMICHEM LLCOn October 19, 2022, Martin ELSA Investment LLC, the Partnership's affiliate, entered into definitive agreements with Samsung C&T America, Inc. and Dongjin USA, Inc., an affiliate of Dongjin Semichem Co., Ltd., to form DSM Semichem LLC (“DSM”). DSM will produce and distribute electronic level sulfuric acid (“ELSA”). By leveraging the Partnership's existing assets located in Plainview, Texas and installing additional facilities (the “ELSA Facility”) as required, DSM will produce ELSA that meets the strict quality standards required by the recent advances in semiconductor manufacturing. In addition to owning a 10% non-controlling interest in DSM, the Partnership will be the exclusive provider of feedstock to the ELSA Facility. The Partnership, through its affiliate MTI, will also provide land transportation services for the ELSA produced by DSM. On April 1, 2024, the Partnership contributed $6,500 in cash to DSM, which represents the cash contributions required pursuant to DSM's limited liability agreement for the Partnership's 10% non-controlling interest. Also, in conjunction with the formation of DSM, we contributed approximately 22 acres of land. The Partnership recognizes its 10% interest in DSM as "Investment in DSM Semichem LLC" on its Consolidated and Condensed Balance Sheets. The Partnership accounts for its ownership interest in DSM under the equity method of accounting.
v3.24.2
Condensed Consolidated Financial Information
 6 Months Ended
Jun. 30, 2024
Consolidating Financial Statements [Abstract]  
Condensed Consolidated Financial Information CONDENSED CONSOLIDATED FINANCIAL INFORMATION    The Partnership's operations are conducted by its operating subsidiaries as it has no independent assets or operations. The Operating Partnership, the Partnership’s wholly-owned subsidiary, and the Partnership's other operating subsidiaries have issued in the past, and may issue in the future, unconditional guarantees of senior or subordinated debt securities of the Partnership. The guarantees that have been issued are full, irrevocable and unconditional and joint and several. In addition, the Operating Partnership may also issue senior or subordinated debt securities which, if issued, will be fully, irrevocably and unconditionally guaranteed by the Partnership. Substantially all of the Partnership's operating subsidiaries are subsidiary guarantors of its Senior Notes and any subsidiaries other than the subsidiary guarantors are minor.
v3.24.2
Income Taxes
 6 Months Ended
Jun. 30, 2024
Income Tax Disclosure [Abstract]  
Income Taxes INCOME TAXES
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Provision for income taxes$1,772 $996 $2,568 $2,831 

The operations of a partnership are generally not subject to income taxes, except for Texas margin tax, because its income is taxed directly to its partners. Current state income taxes attributable to the Texas margin tax relating to the operation of the Partnership of $470 and $80 were recorded in income tax expense for the three months ended June 30, 2024 and 2023, respectively. Current state income taxes attributable to the Texas margin tax relating to the operation of the Partnership of $550 and $200 were recorded in income tax expense for the six months ended June 30, 2024 and 2023, respectively. Deferred taxes applicable to the Texas margin tax relating to the operation of the Partnership are immaterial.

MTI, a wholly owned subsidiary of the Partnership, is subject to income taxes due to its corporate structure (the "Taxable Subsidiary"). Total income tax expense of $1,302 and $916, related to the operation of the Taxable Subsidiary, for the three months ended June 30, 2024 and 2023, resulted in an effective income tax rate ("ETR") of 30.68% and 26.60%, respectively. Total income tax expense of $2,018 and $2,631, related to the operation of the Taxable Subsidiary, for the six months ended June 30, 2024 and 2023, resulted in an ETR of 22.94% and 25.16%, respectively.

The increase in the provision for income taxes and the ETR for the income taxes during the three months ended June 30, 2024, was primarily due to an increase in the Texas margin tax, as the more favorable wholesaler/retailer rate is no longer applicable on a combined reporting basis with the Partnership, and an increase in permanent differences, compared to the same period in 2023. The decrease in the provision for income taxes and the ETR for the income taxes during the six months ended June 30, 2024, was primarily due to a favorable true-up to state net operating loss carryforwards, compared to the same period in 2023.

    A current federal income tax expense of $786 and $162, related to the operation of the Taxable Subsidiary, was recorded for the three months ended June 30, 2024 and 2023, respectively. A current federal income tax expense of $1,576 and $487, related to the operation of the Taxable Subsidiary, was recorded for the six months ended June 30, 2024 and 2023,
respectively. A current state income tax expense of $165 and $64, related to the operation of the Taxable Subsidiary, was recorded for the three months ended June 30, 2024 and 2023, respectively. A current state income tax expense of $416 and $277, related to the operation of the Taxable Subsidiary, was recorded for the six months ended June 30, 2024 and 2023, respectively.

With respect to MTI, income taxes are accounted for under the asset and liability method pursuant to the provisions of ASC 740 related to income taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

    A deferred tax expense related to the MTI temporary differences of $351 and $690 was recorded for the three months ended June 30, 2024 and 2023, respectively. A deferred tax expense related to the MTI temporary differences of $26 and $1,867 was recorded for the six months ended June 30, 2024 and 2023, respectively. A net deferred tax asset of $10,174 and $10,200, related to the cumulative book and tax temporary differences, existed at June 30, 2024 and December 31, 2023, respectively.

    All income tax positions taken for all open years are more likely than not to be sustained based upon their technical merit under applicable tax laws.
v3.24.2
Subsequent Events
 6 Months Ended
Jun. 30, 2024
Subsequent Events [Abstract]  
Subsequent Events SUBSEQUENT EVENTSQuarterly Distribution. On July 17, 2024, the Partnership declared a quarterly cash distribution of $0.005 per common unit for the second quarter of 2024, or $0.020 per common unit on an annualized basis, which will be paid on August 14, 2024, to unitholders of record as of August 7, 2024.
v3.24.2
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Pay vs Performance Disclosure        
Net income (loss) $ 3,780 $ 1,081 $ 7,053 $ (4,005)
v3.24.2
Insider Trading Arrangements
 3 Months Ended
Jun. 30, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.2
New Accounting Pronouncements (Policies)
 6 Months Ended
Jun. 30, 2024
Accounting Changes and Error Corrections [Abstract]  
New Accounting Pronouncements NEW ACCOUNTING PRONOUNCEMENTS
There were no new accounting pronouncements applicable to the Partnership during the six months ended June 30, 2024.
Fair Value Measurements The Partnership uses a valuation framework based upon inputs that market participants use in pricing certain assets and liabilities. These inputs are classified into two categories: observable inputs and unobservable inputs. Observable inputs represent market data obtained from independent sources. Unobservable inputs represent the Partnership's own market assumptions. Unobservable inputs are used only if observable inputs are unavailable or not reasonably available without undue cost and effort. The two types of inputs are further prioritized into the following hierarchy:
Level 1: Quoted market prices in active markets for identical assets or liabilities.
Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data.
Level 3: Unobservable inputs that reflect the entity's own assumptions and are not corroborated by market data.
Fair Value of Financial Instruments The Partnership is required to disclose estimated fair values for its financial instruments. Fair value estimates are set forth below for these financial instruments. The following methods and assumptions were used to estimate the fair value of each class of financial instrument:
•Accounts and other receivables, trade and other accounts payable, accrued interest payable, other accrued liabilities, income taxes payable and due from/to affiliates: The carrying amounts approximate fair value due to the short maturity and highly liquid nature of these instruments, and as such these have been excluded from the table below. There is negligible credit risk associated with these instruments.
•Current and non-current portion of long-term debt: The carrying amount of the credit facility approximates fair value due to the debt having a variable interest rate and is in Level 2. The estimated fair value of the 2028 Notes is considered Level 2, as the fair value is based upon quoted prices for identical liabilities in markets that are not active.
v3.24.2
Exit of Butane Optimization Business (Tables)
 6 Months Ended
Jun. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]  
Schedule of Revenue and Costs of Disposal Group The following revenues and costs, which are included in the financial results for all periods presented, are not expected to be incurred under the new fee-based butane logistics business model. The butane optimization business has historically been included in the Partnership's Specialty Products operating segment.
Three Months Ended June 30,Six Months Ended June 30,
20232023
Products revenue$13,650 $70,539 
Cost of products sold16,074 72,282 
Selling, general and administrative expenses140 512 
$(2,564)$(2,255)
v3.24.2
Revenue (Tables)
 6 Months Ended
Jun. 30, 2024
Revenue from Contract with Customer [Abstract]  
Schedule of Disaggregation of Revenue The following table disaggregates our revenue by major source:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Terminalling and storage segment
Throughput and storage$22,375 $21,684 $44,892 $42,542 
$22,375 $21,684 $44,892 $42,542 
Transportation segment
Land transportation$42,860 $40,869 $85,603 $83,099 
Inland marine transportation12,977 12,357 27,300 24,435 
Offshore marine transportation1,839 1,524 3,080 2,939 
$57,676 $54,750 $115,983 $110,473 
Sulfur services segment
Sulfur product sales$7,521 $7,462 $13,204 $13,738 
Fertilizer product sales26,194 29,511 50,715 55,556 
Sulfur services 3,477 3,357 6,954 6,715 
$37,192 $40,330 $70,873 $76,009 
Specialty products segment
Natural gas liquids product sales$35,435 $45,678 $73,566 $143,900 
Lubricant product sales31,853 33,194 60,047 67,241 
$67,288 $78,872 $133,613 $211,141 
Schedule of Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction The table below includes estimated minimum revenue expected to be recognized in the future related to performance obligations that are unsatisfied at the end of the reporting period. The Partnership applies the practical expedient in ASC 606-10-50-14(a) and does not disclose information about remaining performance obligations that have original expected durations of one year or less.
20242025202620272028ThereafterTotal
Terminalling and storage
Throughput and storage$22,120 $45,448 $46,749 $48,152 $49,662 $157,964 $370,095 
Sulfur services
Product sales2,833 5,666 4,691 295 — — 13,485 
Service revenues6,954 13,908 13,908 — — — 34,770 
Specialty Products
NGL product sales3,242 6,431 3,736 — — — 13,409 
Total$35,149 $71,453 $69,084 $48,447 $49,662 $157,964 $431,759 
v3.24.2
Inventories (Tables)
 6 Months Ended
Jun. 30, 2024
Inventory Disclosure [Abstract]  
Schedule of Components of Inventories
Components of inventories at June 30, 2024 and December 31, 2023, were as follows: 
 June 30,
2024		December 31,
2023
Natural gas liquids$867 $3,679 
Lubricants23,001 20,057 
Sulfur761 817 
Fertilizer11,312 13,411 
Other5,656 5,858 
 $41,597 $43,822 
v3.24.2
Debt (Tables)
 6 Months Ended
Jun. 30, 2024
Debt Disclosure [Abstract]  
Schedule of Long-Term Debt
At June 30, 2024 and December 31, 2023, long-term debt consisted of the following:
 June 30,
2024		December 31,
2023
$150,000 Credit facility at variable interest rate (8.72%1 weighted average at June 30, 2024), due February 2027 secured by substantially all of the Partnership’s assets, including, without limitation, inventory, accounts receivable, vessels, equipment, fixed assets and the interests in the Partnership’s operating subsidiaries, net of unamortized debt issuance costs of $2,771 and $3,292, respectively 2
$55,229 $39,208 
$400,000 Senior notes, 11.5% interest, net of unamortized debt issuance costs of $7,232 and $8,235, respectively, including unamortized premium of $8,600 and $9,800, respectively, due February 2028, secured 2
384,168 381,965 
Total439,397 421,173 
Less: current portion— — 
Total long-term debt, net of current portion$439,397 $421,173 
     
    1 The interest rate fluctuates based on Adjusted Term SOFR (set on the date of each advance) or the alternate base rate plus an applicable margin. The margin is set every three months. All amounts outstanding at June 30, 2024 were at Adjusted Term SOFR plus an applicable margin. The applicable margin for revolving loans that are SOFR loans currently ranges from 2.75% to 3.75%, and the applicable margin for revolving loans that are alternate base rate loans currently ranges from 1.75% to 2.75%.  The applicable margin for SOFR borrowings at June 30, 2024 is 3.25%. The applicable margin for SOFR borrowings effective July 17, 2024, is 3.25%. The credit facility contains various covenants that limit the Partnership’s ability to make distributions; make certain investments and acquisitions; enter into certain agreements; incur indebtedness; sell assets; and make certain amendments to the Partnership's omnibus agreement with Martin Resource Management Corporation (the "Omnibus Agreement").

    2 The Partnership was in compliance with all debt covenants as of June 30, 2024 and December 31, 2023.
v3.24.2
Leases (Tables)
 6 Months Ended
Jun. 30, 2024
Leases [Abstract]  
Schedule of Components of Lease Expense The components of lease expense for the three and six months ended June 30, 2024 and 2023, were as follows:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Operating lease cost$5,181 $3,604 $10,120 $6,791 
Finance lease cost:
     Amortization of right-of-use assets$3 $2 3 6 
     Interest on lease liabilities1 — 1 — 
Short-term lease cost1,333 1,368 2,499 3,075 
Variable lease cost41 39 87 94 
Total lease cost$6,559 $5,013 $12,710 $9,966 
Schedule of Supplemental Balance Sheet Information
Supplemental balance sheet information related to leases at June 30, 2024 and December 31, 2023, was as follows:
June 30,
2024		December 31, 2023
Operating Leases
Operating lease right-of-use assets$63,768 $60,359 
Current portion of operating lease liabilities included in "Other accrued liabilities"$16,801 $14,901 
Operating lease liabilities47,187 45,684 
     Total operating lease liabilities$63,988 $60,585 
Finance Leases
Property, plant and equipment, at cost$77 $— 
Accumulated depreciation(3)— 
Property, plant and equipment, net$74 $— 
Current installments of finance lease obligations$14 $— 
Finance lease obligations62 — 
Total finance lease obligations$76 $— 
Schedule of Future Minimum Lease Obligations, Finance Lease
The Partnership’s future minimum lease obligations as of June 30, 2024, consist of the following:
Operating Leases
Year 1$20,795 
Year 219,074 
Year 315,533 
Year 410,342 
Year 53,542 
Thereafter4,745 
     Total74,031 
     Less amounts representing interest costs(10,043)
Total lease liability$63,988 
Schedule of Future Minimum Lease Obligations, Operating Lease
The Partnership’s future minimum lease obligations as of June 30, 2024, consist of the following:
Operating Leases
Year 1$20,795 
Year 219,074 
Year 315,533 
Year 410,342 
Year 53,542 
Thereafter4,745 
     Total74,031 
     Less amounts representing interest costs(10,043)
Total lease liability$63,988 
v3.24.2
Supplemental Balance Sheet Information (Tables)
 6 Months Ended
Jun. 30, 2024
Balance Sheet Related Disclosures [Abstract]  
Schedule of Other Accrued Liabilities Components of "Other accrued liabilities" were as follows:
 June 30,
2024		December 31, 2023
Accrued interest$17,641 $17,956 
Asset retirement obligations— 25 
Property and other taxes payable3,315 4,348 
Accrued payroll4,375 4,136 
Operating lease liabilities16,801 14,901 
Other46 133 
 $42,178 $41,499 
Schedule of Asset Retirement Obligations
The schedule below summarizes the changes in our asset retirement obligations:
 June 30, 2024
 
Asset retirement obligations as of December 31, 2023$5,182 
Additions to asset retirement obligations— 
Accretion expense66 
Liabilities settled— 
Ending asset retirement obligations5,248 
Current portion of asset retirement obligations1
— 
Long-term portion of asset retirement obligations2
$5,248 

1The current portion of asset retirement obligations is included in "Other accrued liabilities" on the Partnership's Consolidated and Condensed Balance Sheets.

2The non-current portion of asset retirement obligations is included in "Other long-term obligations" on the Partnership's Consolidated and Condensed Balance Sheets.
v3.24.2
Partners' Capital (Deficit) (Tables)
 6 Months Ended
Jun. 30, 2024
Partners' Capital Notes [Abstract]  
Schedule of Reconciliation of Net Income to Partners Interest in Net Income The following is a reconciliation of net income allocated to the general partner and limited partners for purposes of calculating net income attributable to limited partners per unit:
 Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Net income (loss)$3,780 $1,081 $7,053 $(4,005)
Less general partner’s interest in net income (loss):
Distributions payable on behalf of general partner interest4 4 8 8 
General partner interest in undistributed income (loss)72 18 133 (88)
Less income (loss) allocable to unvested restricted units16 4 28 (12)
Limited partners’ interest in net income (loss)$3,688 $1,055 $6,884 $(3,913)
The following are the unit amounts used to compute the basic and diluted earnings per limited partner unit for the periods presented:
 Three Months Ended June 30,Six Months Ended June 30,
 2024202320242023
Basic weighted average limited partner units outstanding
38,832,222 38,772,266 38,833,039 38,771,037 
Dilutive effect of restricted units issued
59,153 5,334 39,153 — 
Total weighted average limited partner diluted units outstanding
38,891,375 38,777,600 38,872,192 38,771,037 
v3.24.2
Unit Based Awards - Long-Term Incentive Plans (Tables)
 6 Months Ended
Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Schedule of Compensation Costs Related to Unit Based Plan Amounts recognized in operating expense and selling, general, and administrative expense in the consolidated and condensed financial statements with respect to these plans are as follows:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Restricted unit Awards
Employees$— $— $— $— 
Non-employee directors49 38 103 90 
Phantom unit Awards
Employees1,395 (1,574)1,221 (1,175)
Non-employee directors— — — — 
   Total unit-based compensation expense$1,444 $(1,536)$1,324 $(1,085)
Summary of Restricted Unit Activity A summary of the restricted unit activity for the six months ended June 30, 2024, is provided below:
Number of UnitsWeighted Average Grant-Date Fair Value Per Unit
Non-vested, beginning of period141,390 $2.99 
Granted (TBRU)86,280 $2.26 
Vested(58,806)$2.86 
Forfeited— $— 
Non-Vested, end of period168,864 $2.65 
Aggregate intrinsic value, end of period$545 
Summary of Aggregate Intrinsic Value and Fair Value of Units Vested A summary of the restricted units’ aggregate intrinsic value (market value at vesting date) and fair value of units vested (market value at date of grant) during the three and six months ended June 30, 2024 and 2023, is provided below:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Aggregate intrinsic value of units vested$— $— $46 $89 
Fair value of units vested— — 168 178 
v3.24.2
Related Party Transactions (Tables)
 6 Months Ended
Jun. 30, 2024
Related Party Transactions [Abstract]  
Schedule of Impact of Related Party Transactions The impact of related party revenues from sales of products and services is reflected in the consolidated and condensed financial statements as follows:
 Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Revenues:    
Terminalling and storage$18,078 $18,077 $36,627 $35,579 
Transportation8,318 7,277 16,919 12,788 
Product sales:
Specialty products89 7,417 190 8,289 
Sulfur services34 80 62 133 
 123 7,497 252 8,422 
 $26,519 $32,851 $53,798 $56,789 

    The impact of related party cost of products sold is reflected in the consolidated and condensed financial statements as follows:
 Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Cost of products sold:    
Specialty products$8,368 $7,918 $14,941 $17,428 
Sulfur services2,919 2,644 5,912 5,352 
Terminalling and storage24 25 42 31 
 $11,311 $10,587 $20,895 $22,811 
    The impact of related party operating expenses is reflected in the consolidated and condensed financial statements as follows:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Operating expenses:    
Transportation$19,814 $17,951 $39,587 $36,015 
Sulfur services1,050 1,590 2,372 2,590 
Terminalling and storage5,637 5,517 10,965 10,280 
 $26,501 $25,058 $52,924 $48,885 

    The impact of related party selling, general and administrative expenses is reflected in the consolidated and condensed financial statements as follows:
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Selling, general and administrative:    
Transportation$2,203 $1,939 $4,030 $4,202 
Specialty products1,256 570 1,992 1,881 
Sulfur services1,157 439 1,933 1,520 
Terminalling and storage482 (8)424 228 
Indirect, including overhead allocation3,540 3,616 7,122 7,241 
 $8,638 $6,556 $15,501 $15,072 
v3.24.2
Business Segments (Tables)
 6 Months Ended
Jun. 30, 2024
Segment Reporting [Abstract]  
Schedule of Segment Reporting by Segment The Partnership evaluates the performance of its reportable segments based on operating income. There is no allocation of interest expense.
Three Months Ended June 30, 2024Operating RevenuesIntersegment Revenues EliminationsOperating Revenues after EliminationsDepreciation and AmortizationOperating Income (Loss) after EliminationsCapital Expenditures and Plant Turnaround Costs
Terminalling and storage$24,402 $(2,027)$22,375 $5,729 $1,316 $2,075 
Transportation61,467 (3,791)57,676 3,381 4,226 1,770 
Sulfur services37,193 (1)37,192 2,778 11,128 8,561 
Specialty products67,317 (29)67,288 799 7,076 798 
Indirect selling, general and administrative— — — — (3,819)— 
Total$190,379 $(5,848)$184,531 $12,687 $19,927 $13,204 
Three Months Ended June 30, 2023Operating RevenuesIntersegment Revenues EliminationsOperating Revenues after EliminationsDepreciation and AmortizationOperating Income (Loss) after EliminationsCapital Expenditures and Plant Turnaround Costs
Terminalling and storage$23,906 $(2,222)$21,684 $5,195 $2,236 $3,324 
Transportation58,395 (3,645)54,750 3,760 5,345 2,471 
Sulfur services40,330 — 40,330 2,756 8,493 3,660 
Specialty products78,898 (26)78,872 836 5,149 340 
Indirect selling, general and administrative— — — — (3,894)— 
Total$201,529 $(5,893)$195,636 $12,547 $17,329 $9,795 

Six Months Ended June 30, 2024Operating RevenuesIntersegment Revenues EliminationsOperating Revenues after EliminationsDepreciation and AmortizationOperating Income (Loss) after EliminationsCapital Expenditures and Plant Turnaround Costs
Terminalling and storage$48,687 $(3,795)$44,892 $11,124 $3,273 $9,125 
Transportation123,509 (7,526)115,983 6,857 10,268 4,625 
Sulfur services70,874 (1)70,873 5,760 17,901 14,897 
Specialty products133,663 (50)133,613 1,595 14,035 1,950 
Indirect selling, general and administrative— — — — (7,655)— 
Total$376,733 $(11,372)$365,361 $25,336 $37,822 $30,597 

Six Months Ended June 30, 2023Operating RevenuesIntersegment Revenues EliminationsOperating Revenues after EliminationsDepreciation and AmortizationOperating Income (Loss) after EliminationsCapital Expenditures and Plant Turnaround Costs
Terminalling and storage$47,825 $(5,283)$42,542 $10,794 $2,300 $7,109 
Transportation120,334 (9,861)110,473 7,522 8,524 3,999 
Sulfur services76,009 — 76,009 5,433 15,897 5,708 
Specialty products211,175 (34)211,141 1,699 16,205 599 
Indirect selling, general and administrative— — — — (8,092)— 
Total$455,343 $(15,178)$440,165 $25,448 $34,834 $17,415 
Schedule of Assets by Segment The Partnership's assets by reportable segment as of June 30, 2024 and December 31, 2023, are as follows:
June 30, 2024December 31, 2023
Total assets:  
Terminalling and storage$179,047 $171,320 
Transportation164,571 161,506 
Sulfur services112,644 103,779 
Specialty products78,816 72,770 
Total assets$535,078 $509,375 
v3.24.2
Fair Value Measurements (Tables)
 6 Months Ended
Jun. 30, 2024
Fair Value Disclosures [Abstract]  
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis
June 30, 2024December 31, 2023
Carrying
Value		Fair
Value		Carrying
Value		Fair
Value
2028 Notes$384,168 $432,751 $381,965 $414,453 
Total$384,168 $432,751 $381,965 $414,453 
v3.24.2
Income Taxes (Tables)
 6 Months Ended
Jun. 30, 2024
Income Tax Disclosure [Abstract]  
Schedule of Income Tax Expense
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Provision for income taxes$1,772 $996 $2,568 $2,831 
v3.24.2
Nature of Operations and Basis of Presentation (Details)
 6 Months Ended
Jun. 30, 2024
segment
Accounting Policies [Abstract]  
Number of primary business lines 4
v3.24.2
Exit of Butane Optimization Business (Details) - Butane Optimization Business - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2023
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations    
Products revenue $ 13,650  
Cost of products sold 16,074  
Selling, general and administrative expenses 140  
Operating income (loss) $ (2,564)  
Discontinued Operations    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations    
Products revenue   $ 70,539
Cost of products sold   72,282
Selling, general and administrative expenses   512
Operating income (loss)   $ (2,255)
v3.24.2
Revenue - Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax $ 184,531 $ 195,636 $ 365,361 $ 440,165
Throughput and storage        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 22,375 21,684 44,892 42,542
Sulfur services        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax 3,477 3,357 6,954 6,715
Terminalling and storage segment        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax 22,375 21,684 44,892 42,542
Terminalling and storage segment | Throughput and storage        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax 22,375 21,684 44,892 42,542
Transportation segment        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax 57,676 54,750 115,983 110,473
Transportation segment | Land transportation        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax 42,860 40,869 85,603 83,099
Transportation segment | Inland marine transportation        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax 12,977 12,357 27,300 24,435
Transportation segment | Offshore marine transportation        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax 1,839 1,524 3,080 2,939
Sulfur services segment        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax 37,192 40,330 70,873 76,009
Sulfur services segment | Sulfur product sales        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax 7,521 7,462 13,204 13,738
Sulfur services segment | Fertilizer product sales        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax 26,194 29,511 50,715 55,556
Sulfur services segment | Sulfur services        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax 3,477 3,357 6,954 6,715
Specialty products segment        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax 67,288 78,872 133,613 211,141
Specialty products segment | Natural gas liquids product sales        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax 35,435 45,678 73,566 143,900
Specialty products segment | Lubricant product sales        
Disaggregation of Revenue        
Revenue from Contract with Customer, Excluding Assessed Tax $ 31,853 $ 33,194 $ 60,047 $ 67,241
[1] Related Party Transactions Included Above
Three Months EndedSix Months Ended
June 30,June 30,
2024202320242023
Revenues:*    
Terminalling and storage$18,078 $18,077 $36,627 $35,579 
Transportation8,318 7,277 16,919 12,788 
Product Sales123 7,497 252 8,422 
Costs and expenses:*
Cost of products sold: (excluding depreciation and amortization)
Specialty products8,368 7,918 14,941 17,428 
Sulfur services2,919 2,644 5,912 5,352 
Terminalling and storage24 25 42 31 
Expenses:
Operating expenses26,501 25,058 52,924 48,885 
Selling, general and administrative8,638 6,556 15,501 15,072 
v3.24.2
Revenue - Estimated Revenue Expected to be Recognized in Future (Details)
$ in Thousands
Jun. 30, 2024
USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 431,759
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 35,149
Revenue, remaining performance obligation, expected timing of satisfaction, period 6 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 71,453
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 69,084
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 48,447
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 49,662
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 157,964
Revenue, remaining performance obligation, expected timing of satisfaction, period
Terminalling and storage | Terminalling and storage  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 370,095
Terminalling and storage | Terminalling and storage | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 22,120
Revenue, remaining performance obligation, expected timing of satisfaction, period 6 months
Terminalling and storage | Terminalling and storage | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 45,448
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Terminalling and storage | Terminalling and storage | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 46,749
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Terminalling and storage | Terminalling and storage | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 48,152
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Terminalling and storage | Terminalling and storage | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 49,662
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Terminalling and storage | Terminalling and storage | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 157,964
Revenue, remaining performance obligation, expected timing of satisfaction, period
Sulfur services | Sulfur product sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 13,485
Sulfur services | Sulfur product sales | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 2,833
Revenue, remaining performance obligation, expected timing of satisfaction, period 6 months
Sulfur services | Sulfur product sales | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 5,666
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Sulfur services | Sulfur product sales | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 4,691
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Sulfur services | Sulfur product sales | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 295
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Sulfur services | Sulfur product sales | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 0
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Sulfur services | Sulfur product sales | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 0
Revenue, remaining performance obligation, expected timing of satisfaction, period
Sulfur services | Service revenues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 34,770
Sulfur services | Service revenues | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 6,954
Revenue, remaining performance obligation, expected timing of satisfaction, period 6 months
Sulfur services | Service revenues | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 13,908
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Sulfur services | Service revenues | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 13,908
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Sulfur services | Service revenues | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 0
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Sulfur services | Service revenues | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 0
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Sulfur services | Service revenues | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 0
Revenue, remaining performance obligation, expected timing of satisfaction, period
Specialty products | NGL product sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 13,409
Specialty products | NGL product sales | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 3,242
Revenue, remaining performance obligation, expected timing of satisfaction, period 6 months
Specialty products | NGL product sales | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 6,431
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Specialty products | NGL product sales | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 3,736
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Specialty products | NGL product sales | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 0
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Specialty products | NGL product sales | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 0
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Specialty products | NGL product sales | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Revenue, remaining performance obligation $ 0
Revenue, remaining performance obligation, expected timing of satisfaction, period
v3.24.2
Inventories (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Inventory Disclosure [Abstract]    
Natural gas liquids $ 867 $ 3,679
Lubricants 23,001 20,057
Sulfur 761 817
Fertilizer 11,312 13,411
Other 5,656 5,858
Inventories $ 41,597 $ 43,822
v3.24.2
Debt - Schedule of Long-Term Debt (Details) - USD ($)
 6 Months Ended
Jul. 17, 2024
Jun. 30, 2024
Dec. 31, 2023
Debt Instrument      
Total long-term debt   $ 439,397,000 $ 421,173,000
Less: current portion   0 0
Total long-term debt, net of current portion   439,397,000 421,173,000
Credit Facility      
Debt Instrument      
Total long-term debt   55,229,000 39,208,000
Maximum borrowing capacity   $ 150,000,000  
Weighted average interest rate (percent)   8.72%  
Unamortized debt issuance costs   $ 2,771,000 3,292,000
Credit Facility | SOFR      
Debt Instrument      
Applicable margins (percent)   3.25%  
Credit Facility | SOFR | Subsequent Event      
Debt Instrument      
Applicable margins (percent) 3.25%    
Credit Facility | SOFR | Minimum      
Debt Instrument      
Applicable margins (percent)   2.75%  
Credit Facility | SOFR | Maximum      
Debt Instrument      
Applicable margins (percent)   3.75%  
Credit Facility | Prime Rate | Minimum      
Debt Instrument      
Applicable margins (percent)   1.75%  
Credit Facility | Prime Rate | Maximum      
Debt Instrument      
Applicable margins (percent)   2.75%  
Senior Notes | Senior Notes 11.5% Due February 2028      
Debt Instrument      
Total long-term debt   $ 384,168,000 381,965,000
Unamortized debt issuance costs   7,232,000 8,235,000
Face amount   $ 400,000,000  
Stated interest rate (percent)   11.50%  
Unamortized premium   $ 8,600,000 $ 9,800,000
v3.24.2
Debt - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Debt Disclosure [Abstract]        
Cash paid for interest $ 1,585 $ 2,632 $ 26,238 $ 24,808
Capitalized interest $ 291 $ 7 $ 443 $ 11
v3.24.2
Leases - Narrative (Details)
$ in Thousands
 6 Months Ended
Jun. 30, 2024
USD ($)
New Accounting Pronouncements or Change in Accounting Principle  
Lease termination term (years) 1 year
Non-cancelable revenue arrangements, future minimum revenues, 2024 $ 13,269
Non-cancelable revenue arrangements, future minimum revenues, 2025 17,433
Non-cancelable revenue arrangements, future minimum revenues, 2026 11,755
Non-cancelable revenue arrangements, future minimum revenues, 2027 11,559
Non-cancelable revenue arrangements, future minimum revenues, 2028 11,364
Non-cancelable revenue arrangements, future minimum revenues, subsequent years $ 18,256
Minimum  
New Accounting Pronouncements or Change in Accounting Principle  
Remaining lease term (years) 1 year
Maximum  
New Accounting Pronouncements or Change in Accounting Principle  
Remaining lease term (years) 12 years
Lease renewal term (years) 5 years
v3.24.2
Leases - Lease Costs (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Leases [Abstract]        
Operating lease cost $ 5,181 $ 3,604 $ 10,120 $ 6,791
Finance lease cost:        
Amortization of right-of-use assets 3 2 3 6
Interest on lease liabilities 1 0 1 0
Short-term lease cost 1,333 1,368 2,499 3,075
Variable lease cost 41 39 87 94
Total lease cost $ 6,559 $ 5,013 $ 12,710 $ 9,966
v3.24.2
Leases - Balance Sheet Information (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Operating Leases    
Operating lease right-of-use assets $ 63,768 $ 60,359
Current portion of operating lease liabilities included in "Other accrued liabilities" 16,801 14,901
Operating lease liabilities 47,187 45,684
Total operating lease liabilities $ 63,988 $ 60,585
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] Other accrued liabilities Other accrued liabilities
Finance Leases    
Property, plant and equipment, at cost $ 77 $ 0
Accumulated depreciation 3 0
Property, plant and equipment, net 74 0
Current installments of finance lease obligations 14 0
Finance lease obligations 62 0
Total finance lease obligations $ 76 $ 0
v3.24.2
Leases - Future Minimum Lease Obligations (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Operating Leases    
Year 1 $ 20,795  
Year 2 19,074  
Year 3 15,533  
Year 4 10,342  
Year 5 3,542  
Thereafter 4,745  
Total 74,031  
Less amounts representing interest costs (10,043)  
Total lease liability $ 63,988 $ 60,585
v3.24.2
Supplemental Balance Sheet Information - Other Accrued Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Balance Sheet Related Disclosures [Abstract]    
Accrued interest $ 17,641 $ 17,956
Asset retirement obligations 0 25
Property and other taxes payable 3,315 4,348
Accrued payroll 4,375 4,136
Operating lease liabilities 16,801 14,901
Other 46 133
Total other accrued liabilities $ 42,178 $ 41,499
v3.24.2
Supplemental Balance Sheet Information - Asset Retirement Obligations (Details) - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2024
Dec. 31, 2023
Asset Retirement Obligation, Roll Forward Analysis    
Asset retirement obligations as of December 31, 2023 $ 5,182  
Additions to asset retirement obligations 0  
Accretion expense 66  
Liabilities settled 0  
Ending asset retirement obligations 5,248  
Current portion of asset retirement obligations 0 $ (25)
Long-term portion of asset retirement obligations $ 5,248  
v3.24.2
Partners' Capital (Deficit) - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2019
Limited Partners' Capital Account          
Common limited partner units (in shares) 39,001,086   39,001,086    
Cash distributions $ 199 $ 199 $ 398 $ 397  
Martin Resource Management          
Limited Partners' Capital Account          
Common limited partner units (in shares) 6,114,532   6,114,532    
Martin Resource Management Corporation          
Limited Partners' Capital Account          
Ownership interest (percentage)     98.00%    
Martin Resource Management Corporation | Martin Resource Management Corporation          
Limited Partners' Capital Account          
Purchase price         $ 552,058
Cash distributions         $ 289,019
MMGP LLC          
Limited Partners' Capital Account          
General partner interest percentage     2.00%    
MMGP LLC | Martin Resource Management          
Limited Partners' Capital Account          
Ownership interest (percentage)     15.70%    
General partner interest percentage     2.00%    
v3.24.2
Partners' Capital (Deficit) - Distributions of Available Cash (Details)
 6 Months Ended
Jun. 30, 2024
Partners' Capital Notes [Abstract]  
Distribution period 45 days
v3.24.2
Partners' Capital (Deficit) - Net Income Per Unit (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Partners' Capital Notes [Abstract]        
Net income (loss) $ 3,780 $ 1,081 $ 7,053 $ (4,005)
Less general partner’s interest in net income (loss):        
Distributions payable on behalf of general partner interest 4 4 8 8
General partner interest in undistributed income (loss) 72 18 133 (88)
Less income (loss) allocable to unvested restricted units 16 4 28 (12)
Limited partners' interest in net income (loss) $ 3,688 $ 1,055 $ 6,884 $ (3,913)
Basic weighted average limited partner units outstanding (in shares) 38,832,222 38,772,266 38,833,039 38,771,037
Dilutive effect of restricted units issued (in shares) 59,153 5,334 39,153 0
Total weighted average limited partner diluted units outstanding (in shares) 38,891,375 38,777,600 38,872,192 38,771,037
v3.24.2
Unit Based Awards - Long-Term Incentive Plans - Schedule of Compensation Costs (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award        
Total unit-based compensation expense $ 1,444 $ (1,536) $ 1,324 $ (1,085)
Restricted unit Awards | Employees        
Share-based Compensation Arrangement by Share-based Payment Award        
Total unit-based compensation expense 0 0 0 0
Restricted unit Awards | Non-employee directors        
Share-based Compensation Arrangement by Share-based Payment Award        
Total unit-based compensation expense 49 38 103 90
Phantom unit Awards | Employees        
Share-based Compensation Arrangement by Share-based Payment Award        
Total unit-based compensation expense 1,395 (1,574) 1,221 (1,175)
Phantom unit Awards | Non-employee directors        
Share-based Compensation Arrangement by Share-based Payment Award        
Total unit-based compensation expense $ 0 $ 0 $ 0 $ 0
v3.24.2
Unit Based Awards - Long-Term Incentive Plans - Narrative (Details)
$ in Thousands
 1 Months Ended 6 Months Ended
Jan. 24, 2027
shares
Jan. 24, 2026
shares
Jan. 24, 2025
shares
Jan. 24, 2024
shares
Jul. 19, 2023
shares
Apr. 20, 2022
shares
Jul. 21, 2021
shares
Feb. 29, 2024
director
shares
Jun. 30, 2024
USD ($)
shares
Apr. 19, 2022
shares
May 26, 2017
shares
Share-based Compensation Arrangement by Share-based Payment Award                      
Number of shares authorized (in shares)                     3,000,000
Phantom unit Awards                      
Share-based Compensation Arrangement by Share-based Payment Award                      
Trading days             20 days        
Shares available for grant (in shares)           5,000,000       2,000,000  
Unrecognized compensation cost related to non-vested restricted units | $                 $ 3,543    
Weighted average period for recognition (in years)                 1 year 10 months 24 days    
Phantom unit Awards | Employees                      
Share-based Compensation Arrangement by Share-based Payment Award                      
Granted, number of units (in shares)         1,179,500 365,000 620,000        
Phantom Units Appreciation Rights | Employees                      
Share-based Compensation Arrangement by Share-based Payment Award                      
Granted, number of units (in shares)         505,500 1,097,500 1,245,000        
Restricted unit Awards                      
Share-based Compensation Arrangement by Share-based Payment Award                      
Unrecognized compensation cost related to non-vested restricted units | $                 $ 377    
Weighted average period for recognition (in years)                 2 years 9 months 3 days    
Vested, number of units (in shares)                 58,806    
Restricted unit Awards | Employees                      
Share-based Compensation Arrangement by Share-based Payment Award                      
Vesting period (in years)                 3 years    
Restricted unit Awards | Non-employee directors                      
Share-based Compensation Arrangement by Share-based Payment Award                      
Vesting period (in years)                 4 years    
February Time Based Restricted Units                      
Share-based Compensation Arrangement by Share-based Payment Award                      
Number of independent directors receiving grants | director               3      
February Time Based Restricted Units | Non-employee directors                      
Share-based Compensation Arrangement by Share-based Payment Award                      
Granted, number of units (in shares)               28,760      
Vested, number of units (in shares)       7,190              
February Time Based Restricted Units | Non-employee directors | Scenario, Forecast                      
Share-based Compensation Arrangement by Share-based Payment Award                      
Vested, number of units (in shares) 7,190 7,190 7,190                
v3.24.2
Unit Based Awards - Long-Term Incentive Plans - Restricted Unit Activity (Details)
$ / shares in Units, $ in Thousands
 6 Months Ended
Jun. 30, 2024
USD ($)
$ / shares
shares
Restricted unit Awards  
Number of Units  
Non-vested, beginning of period (in shares) | shares 141,390
Vested (in shares) | shares (58,806)
Forfeited (in shares) | shares 0
Non-vested, end of period (in shares) | shares 168,864
Weighted Average Grant-Date Fair Value Per Unit  
Non-vested, beginning of period (USD per share) | $ / shares $ 2.99
Vested (USD per share) | $ / shares 2.86
Forfeited (USD per share) | $ / shares 0
Non-vested, end of period (USD per share) | $ / shares $ 2.65
Aggregate intrinsic value, end of period | $ $ 545
Time Based Restricted Units  
Number of Units  
Granted (in shares) | shares 86,280
Weighted Average Grant-Date Fair Value Per Unit  
Granted (USD per share) | $ / shares $ 2.26
v3.24.2
Unit Based Awards - Long-Term Incentive Plans - Intrinsic and Fair Value (Details) - Restricted unit Awards - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award        
Aggregate intrinsic value of units vested $ 0 $ 0 $ 46 $ 89
Fair value of units vested $ 0 $ 0 $ 168 $ 178
v3.24.2
Related Party Transactions - Narrative (Details)
 6 Months Ended
Jun. 30, 2024
shares
MMGP LLC  
Related Party Transaction  
General partner interest percentage 2.00%
Martin Resource Management | Martin Resource Management Corporation | Martin Midstream Partners L.P.  
Related Party Transaction  
Common limited partner units (in shares) 6,114,532
Voting interest percentage 15.70%
Martin Resource Management | Martin Resource Management | MMGP Holdings, LLC  
Related Party Transaction  
General partner interest percentage 100.00%
Martin Resource Management | MMGP LLC  
Related Party Transaction  
General partner interest percentage 2.00%
v3.24.2
Related Party Transactions - Omnibus Agreement (Details) - Omnibus Agreement - Martin Resource Management - USD ($)
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Jan. 01, 2024
Related Party Transaction          
Non-compete restriction threshold $ 5,000,000   $ 5,000,000    
Non-compete restriction ownership option opportunity threshold minimum 5,000,000   5,000,000    
Non-compete restriction ownership option opportunity threshold minimum with equity limitation $ 5,000,000   $ 5,000,000    
Equity limitation on ownership restriction percentage 20.00%   20.00%    
Approved annual reimbursements for indirect expenses         $ 13,508,000
Indirect expenses reimbursed $ 3,377,000 $ 3,496,000 $ 6,754,000 $ 6,991,000  
v3.24.2
Related Party Transactions - Master Transportation Services Agreement (Details)
 6 Months Ended
Jun. 30, 2024
Master Transportation Services Agreement | Martin Resource Management  
Related Party Transaction  
Termination written notice, minimum (in days) 30 days
v3.24.2
Related Party Transactions - Marine Agreements (Details) - Marine Transportation Agreement - Martin Resource Management
 6 Months Ended
Jun. 30, 2024
Related Party Transaction  
Automatic consecutive term renewal period (in years) 1 year
Termination written notice, minimum (in days) 60 days
v3.24.2
Related Party Transactions - Terminal Services Agreements (Details)
 6 Months Ended
Jun. 30, 2024
Terminal Services Agreements | Martin Resource Management  
Related Party Transaction  
Termination written notice, minimum (in days) 90 days
v3.24.2
Related Party Transactions - Other Agreements (Details) - Martin Resource Management
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
USD ($)
bbl_per_day
Jun. 30, 2023
USD ($)
Jun. 30, 2024
USD ($)
bbl_per_day
Jun. 30, 2023
USD ($)
East Texas Mack Leases        
Related Party Transaction        
Ownership interest (percent) 46.00%   46.00%  
Operating cash flows from operating leases | $ $ 1,118 $ 785 $ 2,055 $ 1,409
Cross Tolling Agreement        
Related Party Transaction        
Production minimum per day (in bbl) | bbl_per_day 6,500   6,500  
Annual escalation benchmark percentage 3.00%   3.00%  
v3.24.2
Related Party Transactions - Schedule of the Impact of Related Party Transactions (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax $ 184,531 $ 195,636 $ 365,361 $ 440,165
Cost of products sold:        
Cost of products sold 76,811 97,249 154,458 237,067
Operating expenses:        
Operating expenses [1] 65,358 60,737 129,292 123,482
Selling, general and administrative:        
Selling, general and administrative [1] 10,701 8,447 19,614 19,619
Terminalling and storage        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 22,375 21,684 44,892 42,542
Transportation        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 57,676 54,750 115,983 110,473
Specialty products        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 67,288 78,872 133,613 211,141
Cost of products sold:        
Cost of products sold [1] 57,553 71,570 114,783 189,565
Product sales        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 101,003 115,845 197,532 280,435
Sulfur services        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax [1] 33,715 36,973 63,919 69,294
Cost of products sold:        
Cost of products sold [1] 19,234 25,654 39,633 47,471
Terminalling and storage        
Cost of products sold:        
Cost of products sold [1] 24 25 42 31
Related Party        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax 26,519 32,851 53,798 56,789
Cost of products sold:        
Cost of products sold 11,311 10,587 20,895 22,811
Operating expenses:        
Operating expenses 26,501 25,058 52,924 48,885
Selling, general and administrative:        
Selling, general and administrative 8,638 6,556 15,501 15,072
Related Party | Indirect, including overhead allocation        
Selling, general and administrative:        
Selling, general and administrative 3,540 3,616 7,122 7,241
Related Party | Terminalling and storage        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax 18,078 18,077 36,627 35,579
Operating expenses:        
Operating expenses 5,637 5,517 10,965 10,280
Selling, general and administrative:        
Selling, general and administrative     424 228
Selling, general and administrative 482 (8)    
Related Party | Transportation        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax 8,318 7,277 16,919 12,788
Operating expenses:        
Operating expenses 19,814 17,951 39,587 36,015
Selling, general and administrative:        
Selling, general and administrative 2,203 1,939 4,030 4,202
Related Party | Specialty products        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax 89 7,417 190 8,289
Cost of products sold:        
Cost of products sold 8,368 7,918 14,941 17,428
Selling, general and administrative:        
Selling, general and administrative 1,256 570 1,992 1,881
Related Party | Product sales        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax 123 7,497 252 8,422
Related Party | Sulfur services        
Revenues:        
Revenue from Contract with Customer, Excluding Assessed Tax 34 80 62 133
Cost of products sold:        
Cost of products sold 2,919 2,644 5,912 5,352
Operating expenses:        
Operating expenses 1,050 1,590 2,372 2,590
Selling, general and administrative:        
Selling, general and administrative 1,157 439 1,933 1,520
Related Party | Terminalling and storage        
Cost of products sold:        
Cost of products sold $ 24 $ 25 $ 42 $ 31
[1] Related Party Transactions Included Above
Three Months EndedSix Months Ended
June 30,June 30,
2024202320242023
Revenues:*    
Terminalling and storage$18,078 $18,077 $36,627 $35,579 
Transportation8,318 7,277 16,919 12,788 
Product Sales123 7,497 252 8,422 
Costs and expenses:*
Cost of products sold: (excluding depreciation and amortization)
Specialty products8,368 7,918 14,941 17,428 
Sulfur services2,919 2,644 5,912 5,352 
Terminalling and storage24 25 42 31 
Expenses:
Operating expenses26,501 25,058 52,924 48,885 
Selling, general and administrative8,638 6,556 15,501 15,072 
v3.24.2
Business Segments - Narrative (Details)
 6 Months Ended
Jun. 30, 2024
segment
Segment Reporting [Abstract]  
Number of reportable segments 4
v3.24.2
Business Segments - Income Statement (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Segment Reporting Information        
Total revenue $ 184,531 $ 195,636 $ 365,361 $ 440,165
Depreciation and Amortization 12,687 12,547 25,336 25,448
Operating Income (Loss) after Eliminations 19,927 17,329 37,822 34,834
Capital Expenditures and Plant Turnaround Costs 13,204 9,795 30,597 17,415
Terminalling and storage        
Segment Reporting Information        
Total revenue 22,375 21,684 44,892 42,542
Transportation        
Segment Reporting Information        
Total revenue 57,676 54,750 115,983 110,473
Sulfur services        
Segment Reporting Information        
Total revenue 37,192 40,330 70,873 76,009
Specialty products        
Segment Reporting Information        
Total revenue 67,288 78,872 133,613 211,141
Operating Segments        
Segment Reporting Information        
Total revenue 190,379 201,529 376,733 455,343
Operating Segments | Terminalling and storage        
Segment Reporting Information        
Total revenue 24,402 23,906 48,687 47,825
Depreciation and Amortization 5,729 5,195 11,124 10,794
Operating Income (Loss) after Eliminations 1,316 2,236 3,273 2,300
Capital Expenditures and Plant Turnaround Costs 2,075 3,324 9,125 7,109
Operating Segments | Transportation        
Segment Reporting Information        
Total revenue 61,467 58,395 123,509 120,334
Depreciation and Amortization 3,381 3,760 6,857 7,522
Operating Income (Loss) after Eliminations 4,226 5,345 10,268 8,524
Capital Expenditures and Plant Turnaround Costs 1,770 2,471 4,625 3,999
Operating Segments | Sulfur services        
Segment Reporting Information        
Total revenue 37,193 40,330 70,874 76,009
Depreciation and Amortization 2,778 2,756 5,760 5,433
Operating Income (Loss) after Eliminations 11,128 8,493 17,901 15,897
Capital Expenditures and Plant Turnaround Costs 8,561 3,660 14,897 5,708
Operating Segments | Specialty products        
Segment Reporting Information        
Total revenue 67,317 78,898 133,663 211,175
Depreciation and Amortization 799 836 1,595 1,699
Operating Income (Loss) after Eliminations 7,076 5,149 14,035 16,205
Capital Expenditures and Plant Turnaround Costs 798 340 1,950 599
Intersegment Revenues Eliminations        
Segment Reporting Information        
Total revenue (5,848) (5,893) (11,372) (15,178)
Intersegment Revenues Eliminations | Terminalling and storage        
Segment Reporting Information        
Total revenue (2,027) (2,222) (3,795) (5,283)
Intersegment Revenues Eliminations | Transportation        
Segment Reporting Information        
Total revenue (3,791) (3,645) (7,526) (9,861)
Intersegment Revenues Eliminations | Sulfur services        
Segment Reporting Information        
Total revenue (1) 0 (1) 0
Intersegment Revenues Eliminations | Specialty products        
Segment Reporting Information        
Total revenue (29) (26) (50) (34)
Indirect selling, general and administrative        
Segment Reporting Information        
Operating Income (Loss) after Eliminations $ (3,819) $ (3,894) $ (7,655) $ (8,092)
v3.24.2
Business Segments - Balance Sheet (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Total assets:    
Total assets $ 535,078 $ 509,375
Terminalling and storage    
Total assets:    
Total assets 179,047 171,320
Transportation    
Total assets:    
Total assets 164,571 161,506
Sulfur services    
Total assets:    
Total assets 112,644 103,779
Specialty products    
Total assets:    
Total assets $ 78,816 $ 72,770
v3.24.2
Fair Value Measurements (Details) - Nonrecurring - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Carrying Value    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis    
Notes payable $ 384,168 $ 381,965
Fair Value    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis    
Notes payable 432,751 414,453
2028 Notes | Carrying Value    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis    
Notes payable 384,168 381,965
2028 Notes | Fair Value    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis    
Notes payable $ 432,751 $ 414,453
v3.24.2
Investment in DSM Semichem LLC (Details)
$ in Thousands
 6 Months Ended
Apr. 01, 2024
USD ($)
Jun. 30, 2024
USD ($)
Jun. 30, 2023
USD ($)
Oct. 19, 2022
a
Summary of Investment Holdings [Line Items]        
Payments to acquire equity method investments   $ 6,938 $ 0  
DSM Semichem LLC        
Summary of Investment Holdings [Line Items]        
Ownership percentage       10.00%
Payments to acquire equity method investments $ 6,500      
Area of land | a       22
v3.24.2
Income Taxes - Income Tax Expense (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Income Tax Disclosure [Abstract]        
Provision for income taxes $ 1,772 $ 996 $ 2,568 $ 2,831
v3.24.2
Income Taxes - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Income Tax Contingency          
Income tax expense $ 1,772 $ 996 $ 2,568 $ 2,831  
Deferred income tax expense (benefit)     26 1,867  
MTI          
Income Tax Contingency          
Income tax expense $ 1,302 $ 916 $ 2,018 $ 2,631  
Effective income tax rate (percentage) 30.68% 26.60% 22.94% 25.16%  
Current federal income tax expense $ 786 $ 162 $ 1,576 $ 487  
State income tax expense 165 64 416 277  
Deferred income tax expense (benefit) 351 690 26 1,867  
Deferred tax asset 10,174   10,174   $ 10,200
TEXAS          
Income Tax Contingency          
State income taxes $ 470 $ 80 $ 550 $ 200  
v3.24.2
Subsequent Events (Details) - Subsequent Event
Jul. 17, 2024
$ / shares
Subsequent Event  
Dividends declared (USD per share) $ 0.005
Estimated annualized dividends (USD per share) $ 0.020
Martin Midstream Partners (NASDAQ:MMLP)
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