RATTLER MIDSTREAM LP The following discussion and analysis should be read in conjunction with our unaudited condensed consolidated financial statements and notes thereto presented in this report as well as our audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year endedDecember 31, 2021 . The following discussion contains "forward-looking statements" that reflect our future plans, estimates, beliefs and expected performance. Actual results and the timing of events may differ materially from those contained in these forward-looking statements due to a number of factors. See " Cautionary Statement Regarding Forward-Looking Statements ."
Overview
We are aDelaware limited partnership formed by Diamondback to own, operate, develop and acquire midstream and energy-related infrastructure assets in the Midland and Delaware Basins of thePermian Basin , one of the most prolific oil producing areas in the world. Our assets and operations are reported in one operating business segment. We have elected to be treated as a corporation forU.S. federal income tax purposes. We provide crude oil and water-related midstream services (including water sourcing and transportation and produced water gathering and disposal) to Diamondback under long-term, fixed-fee contracts. In addition to our midstream infrastructure assets, we own equity interests in four long-haul crude oil pipelines, which run from the Permian to theTexas Gulf Coast . In addition, we own equity interests in third-party operated gathering systems and processing facilities supported by dedications from Diamondback. We are critical to Diamondback's development plans because we provide a long-term midstream solution to its increasing crude oil and water-related services needs through our robust infield gathering systems and produced water disposal capabilities. As ofJune 30, 2022 , ourGeneral Partner held a 100% general partner interest in us. Diamondback held no common units and beneficially owned all of our 107,815,152 outstanding Class B units, representing approximately 74% of our total outstanding units. Diamondback also owns and controls ourGeneral Partner . As ofJune 30, 2022 , the Holding Company owned a 26% controlling membership interest and 100% of the sole managing membership interest in theOperating Company , and Diamondback owned, through its ownership of theOperating Company units, a 74% economic, non-voting interest in theOperating Company . As required by GAAP, we consolidate 100% of the assets and operations of the Holding Company and theOperating Company in our financial statements and reflect a non-controlling interest.
2022 Transactions and Recent Developments
Merger
OnMay 15, 2022 , we entered into the Merger Agreement with Diamondback, the General Partner, and Merger Sub. The Merger Agreement provides that, among other things and subject to the terms and conditions of the Merger Agreement, at the effective time of the Merger, (i) Merger Sub will be merged with and into the Partnership, with the Partnership surviving and continuing as the surviving entity in the Merger and (ii) each issued and outstanding publicly held common unit representing a limited partner interest in the Partnership (other than any common units owned by Diamondback and its subsidiaries) will be converted into the right to receive 0.113 of a share of common stock, par value$0.01 per share, of Diamondback. The Merger Agreement also specifies the treatment of our outstanding equity awards in connection with the Merger. The board of directors of the General Partner (acting upon the recommendation of its conflicts committee) and Diamondback's board of directors unanimously approved the Merger. We and Diamondback expect that the Merger will close, subject to certain closing conditions, reasonably promptly following the distribution payment date for the second quarter 2022 distribution to the Partnership's unitholders discussed in this report. Upon completion of the Merger, our common units will cease to be listed on Nasdaq and will be subsequently deregistered under the Exchange Act. 21 -------------------------------------------------------------------------------- Table of Contents Commodity Prices and Inflation Commodity prices and demand for oil and natural gas have been impacted in recent periods by economic challenges due to the war inUkraine , the COVID-19 pandemic, and recent measures to combat inflation. Such factors have continued to contribute to economic and pricing volatility and cautious oil and natural gas production outlook for 2022. Although the impact of inflation on our business has been insignificant in prior periods, inflation in theU.S. has been rising at its fastest rate in over 40 years, creating inflationary pressure on the cost of services, equipment and other goods in the energy industry and other sectors and contributing to labor and materials shortages across the supply-chain. Additionally,OPEC and its non-OPEC allies, known collectively as OPEC+, continues to meet regularly to evaluate the state of global oil supply, demand and inventory levels, and has planned production increases throughout 2022; however, such increases cannot be guaranteed. As such, pricing may remain volatile during the second half of 2022. We derive substantially all of our revenue from our commercial agreements with Diamondback, which do not contain minimum volume commitments. Diamondback has announced its 2022 production target of between 220,000 and 222,000 barrels of oil per day. We cannot predict the extent to which Diamondback's business would be impacted if conditions in the energy industry were to deteriorate, nor can we estimate the impact such conditions would have on Diamondback's ability to execute its drilling and development plan on the dedicated acreage or to perform under our commercial agreements. During 2022, we expect to increase our operated capital expenditures to more than double our 2021 expenditures, as we build out greenfield water infrastructure on assets acquired in the fourth quarter of 2021, and expand gas processing and NGL takeaway for Diamondback and other producers as part of the WTG and BANGL joint ventures. We expect such expenditures will result in sustainable free cash flow growth in 2023.
Acquisition
BANGL Joint Venture Acquisition
OnJanuary 19, 2022 , we invested approximately$22.2 million in cash to acquire a 10% interest in the BANGL joint venture. The BANGL pipeline, which began full commercial service in the fourth quarter of 2021, provides NGL takeaway capacity from the MPLX and WTG gas processing plants in thePermian Basin to the NGL fractionation hub inSweeny, Texas and has expansion capacity of up to 300,000 Bbl/d.
See Note 4- Acquisitions and Divestitures included in the condensed notes to the consolidated financial statements included elsewhere in this report for further discussion of our acquisitions and divestitures.
Operational Update
Highlights
For the three months ended
•average crude oil gathering volumes were 72,324 Bbl/d, a decrease of 7% quarter over quarter;
•average produced water gathering and disposal volumes were 840,205 Bbl/d, a decrease of 1% quarter over quarter; and
•average sourced water gathering volumes were 373,619 Bbl/d, a decrease of 4% quarter over quarter.
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Pipeline Infrastructure Assets
The following tables provide information regarding our gathering, compression
and transportation system as of June 30, 2022 and utilization for the quarter
ended June 30, 2022 :
(Miles)(1) Delaware Basin Midland Basin Permian Total
Crude oil 114 46 160
Produced water 276 333 609
Sourced water 27 102 129
Total 417 481 898
(Capacity/capability)(1) Delaware Basin Midland Basin Permian Total Utilization
Crude oil gathering (Bbl/d) 240,000 65,000 305,000 26 %
Produced water gathering and disposal (Bbl/d) 1,330,000 2,108,000 3,438,000 23 %
Sourced water gathering (Bbl/d) 120,000 655,000 775,000 37
%
(1)Does not include any assets of our equity method investment joint ventures.
Sources of Our Revenues
We currently generate a substantial portion of our revenues under fee-based
commercial agreements with Diamondback, each with an initial term ending in
2034, utilizing our existing or planned infrastructure assets to provide an
array of essential services critical to Diamondback's upstream operations on
certain dedicated acreage in the
Commodity price fluctuations indirectly influence our activities and results of operations over the long-term, since they can affect production rates and investments by Diamondback and third-parties in the development of new crude oil and natural gas reserves. Commodity prices are volatile and influenced by numerous factors beyond our or Diamondback's control, including the domestic and global supply of and demand for crude oil and natural gas. Furthermore, our ability to execute our development strategy in thePermian Basin will depend on crude oil and natural gas production in that area, which is also affected by the supply of and demand for crude oil and natural gas. 23 -------------------------------------------------------------------------------- Table of Contents Results of Operations for the Three Months EndedJune 30, 2022 andMarch 31, 2022 As noted in "- 2022 Transactions and Recent Developments, " our business is highly dependent on the operational decisions made by Diamondback and our other customers in thePermian Basin , which are affected by highly volatile oil and natural gas markets. Such volatility can, in turn, lead to significant changes in our results of operations and management's operational strategy on a quarterly basis. Accordingly, our results of operations discussion focuses on a comparison of the current quarter's results of operations with those of the immediately preceding quarter. We believe our discussion provides investors with a more meaningful assessment of our quarterly performance based on current market and operational trends.
The following table sets forth selected historical operating data for the periods indicated:
Three Months Ended
June 30, 2022 March 31, 2022
(In thousands, except operating data)
Revenues:
Midstream revenues-related-party $ 91,130 $ 90,302
Midstream revenues-third-party 10,524 10,446
Other revenues-related-party 1,748 1,751
Other revenues-third-party 960 964
Total revenues 104,362 103,463
Costs and expenses:
Direct operating expenses 21,195 21,628
Cost of goods sold (exclusive of depreciation and amortization) 20,117 15,180
Real estate operating expenses 610 533
Depreciation, amortization and accretion 15,112 20,687
Impairment and abandonments 177 1,082
General and administrative expenses 6,389 5,345
(Gain) loss on disposal of assets 1,187 (71)
Total costs and expenses 64,787 64,384
Income (loss) from operations 39,575 39,079
Other income (expense):
Interest income (expense), net (9,126) (8,684)
Income (loss) from equity method investments 27,952 9,080
Total other income (expense), net 18,826 396
Net income (loss) before income taxes 58,401 39,475
Provision for (benefit from) income taxes 3,330 2,384
Net income (loss) 55,071 37,091
Less: Net income (loss) attributable to non-controlling interest 43,083 29,160
Net income (loss) attributable to Rattler Midstream LP $ 11,988 $ 7,931
Operating Data: Throughput(1) Crude oil gathering (Bbl/d) 72,324 77,989 Produced water gathering and disposal (Bbl/d) 840,205 845,835 Sourced water gathering (Bbl/d) 373,619 387,542
(1) Does not include any volumes from our equity method investment joint ventures.
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Comparison of the Three Months Ended June 30, 2022 and March 31, 2022 Revenues
Total revenues increased by$0.9 million to$104.4 million for the second quarter of 2022, compared to$103.5 million for the first quarter of 2022, primarily due to a$1.9 million increase in produced water gathering and disposal revenue as a result of placing certain assets acquired in the Drop Down in service as well as the continued build out of the systems. This increase was partially offset by aggregate insignificant decreases of$1.0 million in revenues from sourced water gathering, crude oil gathering, caliche and real estate contracts. Cost of Goods Sold Cost of goods sold (exclusive of depreciation and amortization) increased by$4.9 million to$20.1 million for the second quarter of 2022, compared to$15.2 million for the first quarter of 2022, primarily due to (i)$1.8 million in additional variable costs incurred for sourced water, including the higher costs associated with chemicals used to treat recycled produced water, (ii) a$1.6 million increase in write-offs associated with water evaporation, and (iii)$0.3 million in adjustments recorded on our water pits. The remainder of the change is largely attributable to 1% growth in our recycled produced water volumes in the second quarter of 2022 that carry higher variable costs than our fresh water volumes which declined by 5% in the second quarter of 2022.
Depreciation, Amortization and Accretion
Depreciation, amortization and accretion decreased by$5.6 million to$15.1 million for the second quarter of 2022, compared to$20.7 million for the first quarter of 2022, primarily due to recording accelerated depreciation of$1.8 million on two facilities that were abandoned in the second quarter of 2022 compared to recording accelerated depreciation of$8.0 million on a produced water pit that was abandoned in the first quarter of 2022.
Income (loss) from Equity Method Investments
Income from equity method investments increased by$18.9 million to$28.0 million for the second quarter of 2022, compared to$9.1 million for the first quarter of 2022, primarily due to higher capacity utilization and price realizations from our investees. The increase consisted of (i)$8.8 million from our interest in the WTG joint venture, which began operations in the fourth quarter of 2021, (ii)$6.0 million from our investment in OMOG (iii)$2.2 million from our investment inWink toWebster , which became fully operational in theFebruary 2022 , (iv)$1.2 million from our investment inGray Oak , and (v) a$0.7 million reduction in losses recorded for our EPIC investment. 25 -------------------------------------------------------------------------------- Table of Contents Results of Operations for the Six Months EndedJune 30, 2022 and 2021 The following table sets forth selected historical operating data for the periods indicated: Six Months EndedJune 30, 2022 2021 (In thousands, except operating data)
Revenues:
Midstream revenues-related-party$ 181,432 $ 178,657 Midstream revenues-third-party 20,970 14,088 Other revenues-related-party 3,499 5,082 Other revenues-third-party 1,924 2,112 Total revenues 207,825 199,939 Costs and expenses: Direct operating expenses 42,823 58,810 Cost of goods sold (exclusive of depreciation and amortization) 35,297 19,109 Real estate operating expenses 1,143 1,061 Depreciation, amortization and accretion 35,799 26,485 Impairment and abandonments 1,259 3,371 General and administrative expenses 11,734 9,590 (Gain) loss on disposal of assets 1,116 5,011 Total costs and expenses 129,171 123,437 Income (loss) from operations 78,654 76,502 Other income (expense): Interest income (expense), net (17,810) (15,545) Gain (loss) on sale of equity method investments - 22,989 Income (loss) from equity method investments 37,032 1,649 Total other income (expense), net 19,222 9,093 Net income (loss) before income taxes 97,876 85,595 Provision for (benefit from) income taxes 5,714 5,210 Net income (loss) 92,162 80,385 Less: Net income (loss) attributable to non-controlling interest 72,243 61,925 Net income (loss) attributable to Rattler Midstream LP$ 19,919 $ 18,460 Operating Data: Throughput(1) Crude oil gathering (Bbl/d) 75,141 84,609 Natural gas gathering (MMBtu/d) - 136,014 Produced water gathering and disposal (Bbl/d) 843,004 783,878 Sourced water gathering (Bbl/d) 380,542 254,629
(1) Does not include any volumes from our equity method investment joint ventures.
Comparison of the Six Months Ended
Revenues
Total revenues increased by$7.9 million to$207.8 million for the six months endedJune 30, 2022 , compared to$199.9 million for the same period of 2021, primarily due to$13.1 million in additional revenue from sourced water gathering and disposal and$9.0 million in additional revenue from produced water gathering and disposal largely resulting from placing assets acquired in the Drop Down in service as well as the continued buildout of our gathering systems. These increases were partially offset by declining revenues of (i)$11.3 million due to the sale of substantially all of our natural gas gathering assets in the fourth quarter of 2021, (ii)$1.8 million due to the sale of one of our real estate properties at the end of the second quarter 26
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of 2021, and (iii)
Direct Operating Expenses
Direct operating expenses decreased by$16.0 million to$42.8 million for the six months endedJune 30, 2022 , compared to$58.8 million for the same period in 2021, primarily due to reductions of (i)$3.9 million for workover expenses,$3.5 million for generator rental,$3.5 million for equipment repair and maintenance,$2.6 million for roustabouts, due to lower levels of workover activity and the release of multiple generators in the first half of 2022, and (ii)$6.0 million due to the sale of thePecos gas gathering assets in the fourth quarter of 2021. These reductions were partially offset by$2.7 million in additional employee onsite supervision costs
Cost of Goods Sold
Cost of goods sold (exclusive of depreciation and amortization) increased by$16.2 million to$35.3 million for the six months endedJune 30, 2022 , compared to$19.1 million for the same period in 2021, primarily due to (i)$9.4 million in additional variable costs incurred for sourced water, including higher costs associated with chemicals used to treat recycled produced water, (ii)$2.6 million in additional write-offs due to water evaporation, and (iii)$1.8 million in additional adjustments to our water pits in 2022 compared to 2021. The remainder of the change is largely attributable to the 49% growth in our average sourced water gathering volumes transported in 2022 compared to 2021.
Depreciation, Amortization and Accretion
Depreciation, amortization and accretion increased by$9.3 million to$35.8 million for the six months endedJune 30, 2022 , compared to$26.5 million for the same period in 2021 primarily due to (i) the accelerated depreciation of$9.8 million for assets that were plugged and abandoned in the first half of 2022 compared to$3.5 million in the first half of 2021 and (ii) an increase of$4.1 million associated with assets acquired in the Drop Down. These increases were partially offset by a reduction of$2.5 million resulting from the sale of thePecos gas gathering assets.
General and Administrative Expenses
General and administrative expenses increased by$2.1 million to$11.7 million for the six months endedJune 30, 2022 , compared to$9.6 million for the same period in 2021 primarily due to (i)$1.5 million in additional salaries and benefits costs related to higher incentive compensation accruals in 2022, (ii)$0.5 million in additional legal and advisory fees related to the Merger and other legal matters, and (iii)$0.1 million in additional director fees.
Gain (loss) on Sale of Equity Method Investments
The gain on sale of equity method investments for the six months endedJune 30, 2021 related to the sale of our interest in Amarillo Rattler in the second quarter of 2021. See Note 4- Divestitures included in the condensed notes to the consolidated financial statements included elsewhere in this report for discussion of the sale.
Income (loss) from Equity Method Investments
Income from equity method investments increased by$35.4 million to$37.0 million for the six months endedJune 30, 2022 , compared to$1.6 million for the same period in 2021, primarily due to additional income of$19.4 million from the WTG joint venture, which was acquired in the fourth quarter of 2021. The remaining change in income is due primarily to higher capacity utilization and price realizations by our investees and consisted of (i)$5.4 million from our investment in OMOG, (ii)$4.9 million from our investment inGray Oak , and (iii)$3.2 million through a reduction in losses recorded for our EPIC investment. See Note 8- Equity Method Investments included in the condensed notes to the consolidated financial statements included elsewhere in this report for additional discussion of our equity method investments. 27 -------------------------------------------------------------------------------- Table of Contents Liquidity and Capital Resources
Overview of Sources and Uses of Cash
As we pursue our business and financial strategy, we regularly consider which capital resources, including cash flow and equity and debt financings, are available to meet our future financial obligations and liquidity requirements. Our primary sources of liquidity have included cash generated from operations, borrowings under the Credit Agreement and the issuance of the Notes. Our primary uses of capital have been for additions to property, plant and equipment, contributions to equity method investments, distributions to our unitholders and repurchases of our common units. As ofJune 30, 2022 , we had approximately$385.8 million of liquidity consisting of$17.8 million in cash and$368.0 million available under the Credit Agreement. Our working capital requirements are supported by our cash and the Credit Agreement. We believe that cash generated from the sources discussed above will be sufficient to meet our short-term and long-term funding requirements, including our capital spending programs, distribution payments, repayment of the Credit Agreement, common unit repurchase program, expenses under the services and secondment agreement with Diamondback and other amounts that may ultimately be paid in connection with commitments and contingencies. We do not have any commitment from Diamondback, ourGeneral Partner or any of their respective affiliates to fund our cash flow deficits or provide us with other direct or indirect financial assistance. Although we expect that our sources of capital will be adequate to fund our short-term and long-term liquidity requirements, should we require additional capital, the indirect effect of volatile commodity markets and/or adverse macroeconomic conditions may limit our access to, or increase our cost of, capital or make capital unavailable on terms acceptable to us or at all. Cash Flows
The following table presents our cash flows for the periods indicated:
Six Months Ended
2022 2021
(In thousands)
Cash Flow Data:
Net cash provided by (used in) operating activities $ 133,101 $ 128,412
Net cash provided by (used in) investing activities (78,088) 17,763
Net cash provided by (used in) financing activities (57,126) (152,552)
Net increase (decrease) in cash $ (2,113) $ (6,377)
Operating Activities
Net cash provided by operating activities increased by $4.7 million during the
six months ended June 30, 2022 compared to the six months ended June 30, 2021 ,
due primarily to decreases in direct operating expenses of $16.0 million , an
increase in receipt of distributions representing returns on investment from our
equity method investments of $9.9 million and an increase of $7.9 million in
revenues. These cash inflows were partially offset by higher costs of goods sold
of $16.2 million and higher general and administrative expenses of $2.1 million .
The remaining change stems largely from fluctuations in working capital due
primarily to the timing of when collections are made on accounts receivable and
payments are made on accounts payable and accrued liabilities. See -Results of
Operations for further discussion of changes in revenue and operating expenses
and Note 8- Equity Method Investments included in the condensed notes to the
consolidated financial statements included elsewhere in this report for further
discussion of distributions.
Investing Activities
Net cash used in investing activities was $78.1 million during the six months
ended June 30, 2022 , and consisted primarily of (i) $29.1 million in
contributions to our equity method investments, including the $22.2 million
initial investment in BANGL, (ii) $43.1 million in capital expenditures related
to our midstream and real estate assets and (iii) $4.3 million in acquisitions
of midstream assets.
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Net cash provided by investing activities was $17.8 million during the six
months ended June 30, 2021 , and primarily related to (i) $23.5 million in
proceeds from the sale of our Amarillo Rattler equity method investment, (ii)
$9.1 million in proceeds from the sale of a real estate asset, and (iii) $9.1
million in distributions considered to be returns of investment received from
our Gray Oak and OMOG equity method investments. These cash inflows were
partially offset by capital expenditures for property, plant and equipment of
$17.7 million and contributions to our equity method investments of $6.5
million .
Financing Activities
Net cash used in financing activities was$57.1 million during the six months endedJune 30, 2022 , and primarily related to the return of capital to our unitholders through distributions of$87.6 million and$2.6 million in repurchases of common units under our repurchase program. These cash outflows were partially offset by borrowings on the credit facility of$37.0 million . Net cash used in financing activities was$152.6 million during the six months endedJune 30, 2021 , and primarily related to (i) the return of capital to our unitholders through distributions of$59.6 million , (ii) net payments on the Credit Agreement of$74.0 million and (iii)$16.3 million in repurchases of common units under our repurchase program.
Capital Resources
The Credit Agreement provides for a revolving credit facility in the maximum credit amount of$600.0 million , which is expandable to$1.0 billion upon our election, subject to obtaining additional lender commitments and satisfaction of customary conditions. As ofJune 30, 2022 , we had$232.0 million in outstanding borrowings under the Credit Agreement, which matures onMay 28, 2024 .
For additional information regarding the Credit Agreement and other outstanding debt, see Note 9- Debt included in the condensed notes to the consolidated financial statements included elsewhere in this report.
Capital Requirements
2022 Capital Budget
The midstream energy business is capital intensive, requiring the maintenance of existing gathering systems and other midstream assets and facilities and the acquisition or construction and development of new gathering systems and other midstream assets and facilities. However, with respect to capital expenditures incurred for acquisitions or capital improvements, we have some discretion and control. In times of reduced operational activity, we may choose to defer a portion of our budgeted capital expenditures until later periods to achieve the desired balance between sources and uses of liquidity and prioritize capital projects that we believe have the highest expected returns and potential to generate near-term cash flow. Subject to financing alternatives, we may also increase our capital expenditures significantly to take advantage of opportunities we consider to be attractive. We consistently monitor and may adjust our projected capital expenditures in response to factors both within and outside our control. We estimate that our total capital expenditures related to midstream assets for 2022 will be between$80 million and$100 million , excluding our anticipated total capital commitments related to our equity method investments of approximately$10 million to$15 million . We also estimate that distributions from our equity method investments will be between$45 million and$55 million . However, this range could decrease due to the continued impact, either directly or indirectly, of the war inUkraine , the COVID-19 pandemic or volatile crude oil prices on our business. 29
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We own equity interests in several joint ventures including EPIC,Gray Oak ,Wink toWebster , OMOG, the WTG joint venture and BANGL. Each of these joint ventures is accounted for using the equity method. The following table sets forth our cumulative capital contributions and anticipated future capital commitment for each of our equity method investments: Ownership Cumulative Capital Anticipated Future Interest Acquisition Date Contributions to Date Capital Commitment (In thousands) EPIC Crude Holdings, LP 10 % February 1, 2019 $ 139,334 $ 3,000 Gray Oak Pipeline, LLC 10 % February 15, 2019 $ 142,096 $ 2,250 Wink to Webster Pipeline LLC 4 % July 30, 2019 $ 90,053 $ 9,947 OMOG JV LLC 60 % October 1, 2019 $ 218,569 $ - WTG joint venture 25 % October 5, 2021 $ 106,513 $ - BANGL LLC 10 % January 19, 2022 $ 25,150 $ 2,000
As of
Common Unit Repurchase Program
During the six months endedJune 30, 2022 , we repurchased approximately$2.6 million of common units under our common unit repurchase program. As ofJune 30, 2022 ,$85.1 million remained available for future repurchases of our common units under our program. See Note 11- Unitholders' Equity and Distributions included in the condensed notes to the consolidated financial statements included elsewhere in this report for further discussion of the common unit repurchase program.
Cash Distributions on Common Units
OnJuly 27, 2022 , the board of directors of our general partner approved a cash distribution for the second quarter of 2022 of$0.30 per common unit, payable onAugust 23, 2022 , to common unitholders of record at the close of business onAugust 16, 2022 . The board of directors of our general partner may change the distribution policy at any time and from time to time. See Note 11- Unitholders' Equity and Distributions included in the condensed notes to the consolidated financial statements included elsewhere in this report for additional discussion of our distribution policy.
Critical Accounting Estimates
There have been no changes in our critical accounting estimates from those
disclosed in our Annual Report on Form 10-K for the year ended
Recent Accounting Pronouncements
See Note 2- Summary of Significant Accounting Policies in the notes to the
consolidated financial statements included elsewhere in this report for recent
accounting pronouncements and accounting policies not yet adopted, if any.
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