What changed in this filing

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Item 1. Business

2022-02-15 compared with 2021-02-16 · 61 added, 91 removed, 233 unchanged (39% of the section changed)

USA Compression Partners, LP (the “Partnership”) is a growth-oriented Delaware limited partnership.

We are managed by our general partner, USA Compression GP, LLC (the “General Partner”), which is a wholly owned subsidiary of Energy Transfer Operating, L.P.

(“ETO”), a consolidated subsidiary of Energy Transfer LP (“ET LP”).

On April 2, 2018 (the “Transactions Date”), we acquired (the “CDM Acquisition”) all of the equity interests in CDM Resource Management LLC and CDM Environmental & Technical Services LLC, which together represent the CDM Compression Business (the “USA Compression Predecessor”), and ET LP acquired all of the equity interests in the General Partner, which it subsequently contributed to ETO.

USA Compression Predecessor has been determined to be the historical predecessor of the Partnership for financial reporting purposes because ET LP controlled the USA Compression Predecessor prior to the CDM Acquisition and obtained control of the Partnership through its acquisition of the General Partner.

All references in this report to the USA Compression Predecessor, as well as the terms “our,” “we,” “us” and “its” refer to the USA Compression Predecessor when used in periods prior to the Transactions Date, unless the context otherwise requires or where otherwise indicated.

All references in this section to the Partnership, as well as the terms “our,” “we,” “us” and “its” refer to USA Compression Partners, LP, together with its consolidated subsidiaries, including the USA Compression Predecessor, when used in periods subsequent to the Transactions Date, unless the context otherwise requires or where otherwise indicated.

We are managed by our general partner, USA Compression GP, LLC (the “General Partner”), which is wholly owned by Energy Transfer.

All references in this section to the Partnership, as well as the terms “our,” “we,” “us” and “its” refer to USA Compression Partners, LP, together with its consolidated subsidiaries, unless the context otherwise requires or where otherwise indicated.

We believe that we are one of the largest independent providers of natural gas compression services in the U.S.

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We have been providing compression services since 1998 and completed our initial public offering in January 2013.

On April 2, 2018, we acquired all of the equity interests in CDM Resource Management LLC and CDM Environmental & Technical Services LLC (the “CDM Acquisition”).

As of December 31, 2021, we had 3,689,018 horsepower in our fleet.

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Demand for our services is driven by the domestic production of natural gas and crude oil.

As such, we have focused our activities in areas of attractive natural gas and crude oil production growth, which are generally found in these shale and unconventional resource plays.

According to studies promulgated by the EIA, the production and transportation volumes in these shale plays are expected to increase over the long term.

Furthermore, the changes in production volumes and pressures of shale plays over time require a wider range of compression services than in conventional basins.

As such, we have focused our activities in areas of attractive natural gas and crude oil production, which are generally found in these shale and unconventional resource plays.

According to studies promulgated by the EIA, the production and transportation volumes in these shale plays are expected to collectively increase over the long term.

Furthermore, the changes in production volumes and pressures of shale plays over time require a wider range of compression than in conventional basins.

We believe we are well-positioned to meet these changing operating conditions due to the operational design flexibility inherit in our compression units.

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Gas lift, a process by which natural gas is injected into the production tubing of an existing producing well, in order to reduce the hydrostatic pressure and allow the oil to flow at a higher rate, and other artificial lift technologies are critical to the enhancement of oil production from horizontal wells operating in tight shale plays.

We operate a modern fleet of compression units, with an average age of approximately seven years.

We operate a modern fleet of compression units, with an average age of approximately nine years.

We acquire our compression units from third-party fabricators who build the units to our specifications, utilizing specific components from original equipment manufacturers and assembling the units in a manner that provides us the ability to meet certain operating condition thresholds.

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The design flexibility of our units, particularly in midstream applications, allows us to enter into longer-term contracts and reduces the redeployment risk of our horsepower in the field.

Our modern and standardized fleet, decentralized field level operating structure and technical proficiency in predictive

and preventive maintenance and overhaul operations have enabled us to achieve average service run times consistently at or above the levels required by our customers and maintain high overall utilization rates for our fleet.

Our modern and standardized fleet, decentralized field level operating structure and technical proficiency in predictive and preventive maintenance and overhaul operations have enabled us to achieve average service run times consistently at or above the levels required by our customers and maintain high overall utilization rates for our fleet.

As part of our services, we engineer, design, operate, service and repair our compression units and maintain related support inventory and equipment.

The compression units in our modern fleet are designed to be easily adaptable to fit our customers’ changing compression requirements.

Focusing on the needs of our customers and providing them with reliable and flexible compression services in geographic areas of attractive growth helps us to generate stable cash flows for our unitholders.

Focusing on the needs of our customers and providing them with reliable and flexible compression services in geographic areas of attractive production helps us to generate stable cash flows for our unitholders.

We provide compression services to our customers under fixed-fee contracts with initial contract terms typically between six months and five years, depending on the application and location of the compression unit.

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Regardless of the application for which our services are provided, our customers rely upon the availability of the equipment used to provide compression services and our expertise to maximize the throughput of product, reduce fuel costs and minimize emissions.

While we significantly expanded our geographic footprint with the CDM Acquisition, our customers may have compression demands in areas of the U.S.

in conjunction with their field development projects where we are not currently operating.

We continually consider further expansion of our geographic areas of operation in the U.S.

Our customers may have compression demands in conjunction with their field development projects in areas of the U.S.

where we are not currently operating, and we continually consider further expansion of our geographic areas of operation in the U.S.

based upon the level of customer demand.

Our modern, flexible fleet of compression units, which have been designed to be rapidly deployed and redeployed throughout the country, provides us with opportunities to expand into other areas with both new and existing customers.

Our modern, flexible fleet of

compression units, which have been designed to be rapidly deployed and redeployed throughout the country, provides us with opportunities to expand into other areas with both new and existing customers.

We also own and operate a fleet of equipment used to provide natural gas treating services, such as carbon dioxide and hydrogen sulfide removal, natural gas cooling and dehydration, to natural gas producers and midstream companies.

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Recent Developments

Credit Agreement Amendment

The Credit Agreement was amended on August 3, 2020 (the “Amendment Effective Date”) to amend, among other things, the requirements of certain covenants and the date on which certain covenants in the Credit Agreement must be met beginning on the Amendment Effective Date until the last day of the fiscal quarter ending December 31, 2021 (the “Covenant Relief Period”).

The amendment, among other items, increases the maximum funded debt to EBITDA ratio to (i) 5.75 to 1.00 for the fiscal quarters ending September 30, 2020 and December 31, 2020, (ii) 5.50 to 1.00 for the fiscal quarters ending March 31, 2021 and June 30, 2021 and (iii) 5.25 to 1.00 for the fiscal quarters ending September 30, 2021 and December 31, 2021 (reverting back to 5.00 to 1.00 after the Covenant Relief Period).

In addition, during the Covenant Relief Period, the applicable margin for Eurodollar borrowings is increased from a range of 2.00% – 2.75% to a range of 2.25% – 3.00%.

Seventh Amended and Restated Credit Agreement

On December 8, 2021, we amended and restated our existing credit agreement by entering into the Credit Agreement which, among other things, extended the maturity of our revolving credit facility until 2026, as described further in Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Capital Resources – Revolving Credit Facility.”

Beginning in the first quarter of 2020, the COVID-19 pandemic prompted several states and municipalities in which we operate to take extraordinary and wide-ranging actions to contain and combat the outbreak and spread of the virus, including mandates for many individuals to substantially restrict daily activities and for many businesses to curtail or cease normal operations.

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Our units can be rapidly and cost effectively modified for specific customer applications.

As of December 31, 2020, the average age of our compression units was approximately seven years.

As of December 31, 2021, the average age of our compression units was approximately nine years.

Our modern, standardized compression unit fleet is powered primarily by the Caterpillar 3400, 3500 and 3600 engine classes, which range from 401 to 5,000 horsepower per unit.

These larger horsepower units, which we define as 400 horsepower per unit or greater, represented 86.3% of our total fleet horsepower as of December 31, 2020.

These larger horsepower units, which we define as 400 horsepower per unit or greater, represented 86.3% of our total fleet horsepower (including compression units on order) as of December 31, 2021.

The remainder of our fleet consists of smaller horsepower units ranging from 40 horsepower to 399 horsepower that are primarily used in gas lift applications.

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Horsepower Number of

Units Horsepower

on Order (1) Number of Units

on Order Total

Horsepower Number of

Units Percent of

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≥1,000 2,749,845 1,684 25,000 10 2,774,845 1,694 74.7 % 31.2 %

2,778,515 1,702 74.6 % 31.2 %

Total large horsepower 3,180,522 2,420 25,000 10 3,205,522 2,430 86.3 % 44.8 %

3,216,058 2,453 86.3 % 45.0 %

Total horsepower 3,689,018 5,411 25,000 10 3,714,018 5,421 100.0 % 100.0 %

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The following table sets forth certain information regarding our compression fleet as of the dates and for the periods indicated and excludes certain natural gas treating assets for which horsepower is not a relevant metric:

Year Ended December 31, Percent

Operating Data:

2020 2019 Change

Fleet horsepower (at period end) (1) 3,726,181 3,682,968 1.2 %

Total available horsepower (at period end) (2) 3,726,181 3,709,468 0.5 %

Revenue generating horsepower (at period end) (3) 2,997,262 3,310,024 (9.4) %

Average revenue generating horsepower (4) 3,139,732 3,279,374 (4.3) %

Revenue generating compression units (at period end)

3,968 4,559 (13.0) %

Average horsepower per revenue generating compression unit (5)

746 720 3.6 %

Horsepower utilization (6):

At period end

82.8 % 93.7 % (11.6) %

Average for the period (7)

86.8 % 94.1 % (7.8) %

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(1) Fleet horsepower is horsepower for compression units that have been delivered to us (and excludes units on order).

(2) Total available horsepower is revenue generating horsepower under contract for which we are billing a customer, horsepower in our fleet that is under contract but is not yet generating revenue, horsepower not yet in our fleet that is under contract but not yet generating revenue and that is subject to a purchase order, and idle horsepower.

Total available horsepower excludes new horsepower on order for which we do not have an executed compression services contract.

(3) Revenue generating horsepower is horsepower under contract for which we are billing a customer.

(4) Calculated as the average of the month-end revenue generating horsepower for each of the months in the period.

(5) Calculated as the average of the month-end revenue generating horsepower per revenue generating compression unit for each of the months in the period.

(6) Horsepower utilization is calculated as (i) the sum of (a) revenue generating horsepower, (b) horsepower in our fleet that is under contract, but is not yet generating revenue and (c) horsepower not yet in our fleet that is under contract, not yet generating revenue and that is subject to a purchase order, divided by (ii) total available horsepower less idle horsepower that is under repair.

Horsepower utilization based on revenue generating horsepower and fleet horsepower was 80.4% and 89.9% at December 31, 2020 and 2019, respectively.

(7) Calculated as the average utilization for the months in the period based on utilization at the end of each month in the period.

Average horsepower utilization based on revenue generating horsepower and fleet horsepower was 84.5% and 89.8% for the years ended December 31, 2020 and 2019, respectively.

(1) As of December 31, 2021, we had 10 large horsepower units, consisting of 25,000 horsepower, on order for delivery during 2022.

Subsequent to December 31, 2021, we ordered an additional 20 large horsepower units, consisting of 50,000 horsepower, on order for delivery during 2022.

Many of our compression units contain devices that enable us to monitor the units remotely through cellular and satellite networks to supplement our technicians’ on-site monitoring visits.

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All of our compression units are designed to automatically shut down if operating conditions deviate from a pre-determined range.

While we retain the care, custody, ongoing maintenance and control of our compression units, we allow our customers, subject to a defined protocol, to start, stop, accelerate and slow down compression units in response to field conditions.

We adhere to routine, preventive and scheduled maintenance cycles.

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Suppliers and Service Providers

The principal manufacturers of components for our natural gas compression equipment include Caterpillar, Inc., Cummins Inc., and Arrow Engine Company for engines, Air-X-Changers and Alfa Laval (US) for coolers, and Ariel Corporation, GE Oil & Gas Gemini products and Arrow Engine Company for compressor frames and cylinders.

We also rely primarily on four vendors, A G Equipment Company, Alegacy Equipment, LLC, Standard Equipment Corp.

The principal manufacturers of components for our natural gas compression equipment include Caterpillar, Inc., Cummins Inc., and Arrow Engine Company for engines, Air-X-Changers and Alfa Laval (US) for coolers, and Ariel Corporation, Cooper Machinery Services Gemini products and Arrow Engine Company for compressor frames and cylinders.

We also rely primarily

on four vendors, A G Equipment Company, Alegacy Equipment, LLC, Standard Equipment Corp.

and Genis Holdings LLC, to package and assemble our compression units.

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We have not experienced any material supply problems to date.

Although lead-times for new Caterpillar engines and new Ariel compressor frames have in the past been in excess of one year due to increased demand and supply allocations imposed on equipment packagers and end-users, as of December 31, 2020, lead-times for such engines and frames are approximately six months.

Although lead-times for new Caterpillar engines and new Ariel compressor frames have in the recent past varied between six months and one year due to changes in demand and supply allocations, as of December 31, 2021, lead-times for such engines and frames are slightly less than one year.

Please read Part I, Item 1A “Risk Factors – Risks Related to Our Business – We depend on a limited number of suppliers and are vulnerable to product shortages and price increases, which could have a negative impact on our results of operations”.

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Please read Part I, Item 1A “Risk Factors – General Risk Factors – We do not insure against all potential losses and could be seriously harmed by unexpected liabilities”.

Environmental and Safety Regulations

Governmental Regulations

We are subject to stringent and complex federal, state and local laws and regulations governing the discharge of materials into the environment or otherwise relating to protection of human health, safety and the environment.

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Compliance with these environmental laws and regulations may expose us to significant costs and liabilities and cause us to incur significant capital expenditures in our operations.

We are often obligated to assist customers in obtaining permits or approvals in our operations from various federal, state and local authorities.

We are often obligated to provide information to customers in obtaining permits or approvals in our operations from various federal, state and local authorities.

Permits and approvals can be denied or delayed, which may cause us to lose potential and current customers, interrupt our operations and limit our growth and revenue.

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Any changes in, or more stringent enforcement of, existing environmental laws and regulations, or passage of additional environmental laws and regulations that result in more stringent and costly pollution control equipment, waste handling, storage, transport, disposal or remediation requirements could have a material adverse effect on our operations and financial position.

We do not believe that compliance with federal, state or local environmental laws and regulations will have a material adverse effect on our business, financial position or results of operations or cash flows.

We cannot assure you, however, that future events such as changes in existing laws or enforcement policies, the promulgation of new laws or regulations, or the development or discovery of new facts or conditions or unforeseen incidents will not cause us to incur significant costs.

We do not believe that compliance with current federal, state or local laws and regulations will have a material adverse effect on our business, financial position or results of operations or cash flows.

We cannot assure you, however, that future events such as changes in existing laws or regulations or enforcement policies, the promulgation of new laws or regulations, or the development or discovery of new facts or conditions or unforeseen incidents will not cause us to incur significant costs.

The following is a discussion of material environmental and safety laws that relate to our operations.

We believe that we are in substantial compliance with all of these environmental laws and regulations.

Please read Part I, Item 1A “Risk Factors – Risks Related to Government Legislation and Regulation – We are subject to substantial environmental regulation, and changes in these regulations could increase our costs or liabilities”.

Please read Part I, Item 1A “Risk Factors – Risks Related to Governmental Legislation and Regulation – We and our customers are subject to substantial environmental regulation, and changes in these regulations could increase our and their costs or liabilities and result in decreased demand for our services”.

Air emissions .

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Specifically, the EPA’s rule package included New Source Performance Standards to address emissions of sulfur dioxide and volatile organic compounds (“VOCs”) and a separate set of emissions standards to address hazardous air pollutants frequently associated with oil and natural gas production and processing activities.

The rules established specific new requirements regarding emissions from compressors and controllers at natural gas processing plants, dehydrators, storage tanks

and other production equipment as well as the first federal air standards for natural gas wells that are hydraulically fractured.

The rules established specific new requirements regarding emissions from compressors and controllers at natural gas processing plants, dehydrators, storage tanks and other production equipment as well as the first federal air standards for natural gas wells that are hydraulically fractured.

In June 2016, the EPA took steps to expand on these regulations when it published New Source Performance Standards, known as Subpart OOOOa, that required certain new, modified or reconstructed facilities in the oil and natural gas sector to reduce methane gas and VOC emissions.

These Subpart OOOOa standards would have expanded the 2012 New Source Performance Standards by using certain equipment-specific emissions control practices, requiring additional controls for pneumatic controllers and pumps as well as compressors, and imposing leak detection and repair requirements for natural gas compressor and booster stations.

However, in September 2020, the EPA issued a final rule that removed the transmission and storage segment from the 2016 New Source Performance Standards, rescinded VOCs and methane emissions standards for the transmission and storage segment, and rescinded methane emissions standards for the production and processing segments.

Various states and industry and environmental groups are separately challenging the EPA’s 2016 standards and its September 2020 final rule.

Notwithstanding the current court challenges, on January 20, 2021, President Biden issued an executive order directing the EPA to consider publishing for notice and comment a proposed rule suspending, revising, or rescinding the September 2020 rule, which could result in more stringent methane emission rulemaking.

These Subpart OOOOa standards expanded the 2012 New Source Performance Standards by using certain equipment-specific emissions control practices, requiring additional controls for pneumatic controllers and pumps as well as compressors, and imposing leak detection and repair requirements for natural gas compressor and booster stations.

In addition, in November 2021, the EPA proposed a rule to further reduce methane and VOC emissions from new and existing sources in the oil and gas sector.

Any additional regulation of air emissions from the oil and gas sector could result in increased expenditures for pollution control equipment, which could impact our customers’ operations and negatively impact our business.

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The cost to comply with the revised air permit programs is not expected to be material at this time.

However, the TCEQ has stated it will consider expanding application of the new air permit program statewide.

However, the TCEQ has stated it will consider

expanding application of the new air permit program statewide.

At this point, we cannot predict the cost to comply with such requirements if the geographic scope is expanded.

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Congress has considered legislation to reduce GHG emissions.

At the federal level, President Biden could seek to pursue legislative, regulatory or executive initiatives that may impose significant restrictions on fossil-fuel exploration, production and use such as limitations or bans on hydraulic fracturing of oil and gas wells, bans or restrictions on new leases for production of minerals on federal properties, and imposing restrictive requirements on new pipeline infrastructure or fossil-fuel export facilities.

For example, on January 27, 2021, President Biden issued an executive order directing the Secretary of the Interior to pause approval of new oil and natural gas leases on public lands or in offshore waters pending completion of a comprehensive review and reconsideration of federal oil and gas permitting and leasing practices.

Other energy legislation and initiatives could include a carbon tax or cap and trade program.

At the federal level, the government could seek to pursue legislative, regulatory or executive initiatives that may impose significant restrictions on fossil-fuel exploration and production and use such as limitations or bans on hydraulic fracturing of oil and gas wells, bans or restrictions on new leases for production of minerals on federal properties, and imposing restrictive requirements on new pipeline infrastructure or fossil-fuel export facilities.

Other energy legislation and initiatives could include a carbon tax, methane fee or cap and trade program.

At the state level, many states, including the states in which we or our customers conduct operations, have adopted legal requirements that have imposed new or more stringent permitting, disclosure or well construction requirements on oil and gas activities.

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Hydraulic fracturing involves the injection of water, sand and chemicals under pressure into the rock formation to stimulate gas production.

On January 27, 2021, President Biden issued an executive order directing the Secretary of the Interior to pause approval of new oil and natural gas leases on public lands or in offshore waters pending completion of a comprehensive review

and reconsideration of federal oil and gas permitting and leasing practices, effectively limiting hydraulic fracturing on federal lands and waters.

Any limitations or bans on hydraulic fracturing at the federal level could increase the costs of operations for our customers who operate on federal land, and negatively impact our business.

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At the international level, nearly 200 nations entered into an international climate agreement at the 2015 United Nations Framework Convention on Climate Change in Paris, under which participating countries did not assume any binding obligation to reduce future emissions of GHGs but instead pledged to voluntarily limit or reduce future emissions.

The Paris Agreement went into effect on November 4, 2016.

While the U.S.

withdrew from the Paris Agreement on November 4, 2020, President Biden issued an executive order on January 20, 2021 recommitting the United States to the Paris Agreement.

The Paris Agreement went into effect on November 4, 2016, and the United States formally rejoined in February 2021.

The United States has established an economy-wide target of reducing its net GHG emissions by 50-52 percent below 2005 levels in 2030 and achieving net zero GHG emissions economy-wide by no later than 2050.

In addition, certain U.S.

city and state governments have announced their intention to satisfy their proportionate obligations under the Paris Agreement.

Although it is not currently possible to predict with specificity how any proposed or future GHG legislation, regulation, agreements or initiatives will impact our business, any legislation or regulation of GHG emissions that may be imposed in areas in which we conduct business or on the assets we operate, including a carbon tax or cap and trade program, could result in increased compliance or operating costs or additional operating restrictions or reduced demand for our services, and could have a material adverse effect on our business, financial condition and results of operations.

Although it is not currently possible to predict with specificity how any proposed or future GHG legislation, regulation, agreements or initiatives will impact our business, any legislation or regulation of GHG emissions that may be imposed in areas in which we conduct business or on the assets we operate, including a carbon tax, methane fee or cap and trade program, could result in increased compliance or operating costs or additional operating restrictions or reduced demand for our services, and

could have a material adverse effect on our business, financial condition and results of operations.

Notwithstanding potential risks related to climate change, the EIA estimates that oil and gas will continue to represent a major share of energy use through 2050.

However, recent activism directed at shifting funding away from companies with energy-related assets could result in limitations or restrictions on certain sources of funding for the energy sector.

However, recent activism directed at shifting funding away from companies with energy-related assets could result in limitations or restrictions on certain sources of funding for the energy sector, which could have an adverse effect on our ability to obtain external financing.

Finally, it should be noted that some scientists have concluded that increasing concentrations of GHG in Earth’s atmosphere may produce climate changes that have significant weather-related effects, such as increased frequency and severity of storms, droughts, floods and other climatic events.

If any of those effects were to occur, they could have an adverse effect on our assets and operations.

If any of those effects were to occur, they could have an adverse effect on our or our customers’ assets and operations, or result in increased cost or difficulty obtaining insurance.

Another possible consequence of climate change is increased volatility in seasonal temperatures.

The market for natural gas liquids (“NGLs”) and natural gas is generally impacted by periods of colder weather and warmer weather, so any changes in climate could affect the market for these fuels, and thus demand for our services.

Despite the use of the term “global warming” as a shorthand for climate change, some studies indicate that climate change could cause some areas to experience temperatures substantially colder than their historical averages.

As a result, it is difficult to predict how the market for our services could be affected by increased temperature volatility.

We recognize the need to decrease emissions and integrate alternative energy sources into our operations, and we actively pursue economically beneficial opportunities to reduce our environmental footprint.

To that end, we have been exploring the use of a dual-drive technology, which offers the ability to switch compression drivers between an electric motor and a natural gas engine, to reduce our emissions of nitrogen oxide, carbon monoxide, CO2 and VOCs.

Water discharge .

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In any event, our customers assume responsibility under the majority of our standard natural gas compression contracts for obtaining any permits that may be required under the CWA, whether for discharges or developing property by filling wetlands.

On April 21, 2020, the EPA and the U.S.

Army Corps of Engineers issued a rule streamlining the standard for what constitutes jurisdictional waters and wetlands subject to the protections and requirements of the CWA.

Lawsuits have been filed challenging the rule, and on January 20, 2021, President Biden issued an executive order directing the heads of all agencies to immediately review all

regulatory actions taken between January 20, 2017 and January 20, 2021, including the April 2020 rule.

Should the April 2020 rule be rescinded or a different rule promulgated that expands the jurisdictional reach of the CWA, our customers could face increased costs and delays due to additional permitting and regulatory requirements and possible challenges to permitting decisions.

On December 7, 2021, the EPA and the U.S.

Army Corps of Engineers issued a proposed rule revising the standard for what constitutes jurisdictional waters and wetlands subject to the protections and requirements of the CWA.

Should the proposed rule be adopted or a different rule promulgated that expands the jurisdictional reach of the CWA, our customers could face increased costs and delays due to additional permitting and regulatory requirements and possible challenges to permitting decisions.

Safe Drinking Water Act.

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The Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) and comparable state laws may impose strict, joint and several liability without regard to fault or the legality of the original conduct on certain classes of persons that contributed to the release of a hazardous substance into the environment.

These persons include the owner and operator of a disposal site where a hazardous substance release occurred and any company that transported, disposed of or arranged for the transport or disposal of hazardous substances released at the site.

These persons include the owner and operator of a disposal site where a hazardous substance release occurred and any company that

transported, disposed of or arranged for the transport or disposal of hazardous substances released at the site.

Under CERCLA, such persons may be liable for the costs of remediating the hazardous substances that have been released into the environment, for damages to natural resources, and for the costs of certain health studies.

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Please refer to Part III, Item 10 “Directors, Executive Officers and Corporate Governance” for additional information on our Code of Business Conduct and Ethics.

Commitment to Safety and the Environment.

We have a strong commitment to safety and the environment.

Commitment to Safety.

We have a strong commitment to safety.

We provide continuous training opportunities for employees, including training that is required by applicable laws, regulations, standards, and permit conditions.

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We promote employee empowerment, leadership, communication, personal responsibility to comply with standard operating procedures and regulatory requirements, effective risk reduction processes, and personal wellness.

Our goal is operational excellence, which includes maintaining an injury- and incident-free workplace.

goal is operational excellence, which includes maintaining an injury- and incident-free workplace.

To achieve this, we strive to hire and maintain the most qualified and dedicated workforce in the industry and make safety and safety accountability part of our daily operations.

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TRIR provides a measure of occupational safety performance for the year by calculating the number of recordable incidents compared to the total number of hours worked by all employees.

Out of more than 1,850,000 hours worked, our TRIR was 0.32 for 2020, compared to 0.84 in 2019, versus the industry average for 2020 which was 0.90.

Out of approximately 1,600,000 hours worked in 2021, our TRIR was 0.75 for 2021.

We believe our low TRIR and our 3,800,000 hours worked without a lost time event speaks to our investment in and focus on safety.

Regarding COVID-19, as an essential business providing critical energy infrastructure, the safety of our employees and the continued operation of our assets are our top priorities, and we continue to follow and operate in accordance with federal, state and local health guidelines and safety protocols.

Regarding COVID-19, as an essential business providing critical energy infrastructure services, we place a high priority on the safety of our employees and the continued operation of our assets, and we continue to follow and operate in accordance with federal, state and local health guidelines and safety protocols.

We also continue to follow the U.S.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business