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Buckeye Partners, L.P. Reports 2012 Fourth Quarter and Full Year Earnings Results and Declares Cash Distribution



Buckeye Partners, L.P. Reports 2012 Fourth Quarter and Full Year Earnings
Results and Declares Cash Distribution

HOUSTON, Feb. 8, 2013 (GLOBE NEWSWIRE) -- Buckeye Partners, L.P. ("Buckeye")
(NYSE:BPL) today reported its financial results for the fourth quarter and
full year 2012. Buckeye reported net income attributable to Buckeye's
unitholders for the fourth quarter of 2012 of $94.9 million, or $0.96 per
diluted unit (excluding a non-cash impairment charge of $60.0 million related
to the ceasing of operations of a portion of Buckeye's NORCO pipeline system
in January 2013), compared to net income attributable to Buckeye's unitholders
for the fourth quarter of 2011 of $59.7 million, or $0.64 per diluted unit.
Buckeye's Adjusted EBITDA (as defined below) for the fourth quarter of 2012
was $172.0 million compared to $121.5 million for the fourth quarter of 2011.
Operating income for the fourth quarter of 2012, excluding the impairment
charge, was $122.4 million compared to $87.7 million for the fourth quarter of
2011. Including the impairment charge, net income attributable to Buckeye's
unitholders and operating income for the fourth quarter of 2012 were $35.0
million, or $0.35 per diluted unit, and $62.5 million, respectively.

For 2012, Buckeye reported net income attributable to Buckeye's unitholders of
$226.4 million, or $2.32 per diluted unit, operating income of $339.2 million,
Adjusted EBITDA of $559.5 million, and distributable cash flow of $392.5
million. Full year 2012 net income attributable to Buckeye's unitholders and
operating income were negatively impacted by the non-cash charge of $60.0
million for the impairment of a portion of Buckeye's NORCO pipeline system.
Full year 2011 net income attributable to Buckeye's unitholders and operating
income were $108.5 million, or $1.20 per diluted unit, and $188.7 million,
respectively, both of which were negatively impacted by a non-cash charge of
$169.6 million for the impairment of goodwill associated with the acquisition
of Lodi Gas Storage, L.L.C. Excluding the impairment charges, net income
attributable to Buckeye's unitholders would have been $286.4 million, or
$2.93 per diluted unit, and $278.1 million, or $3.06 per diluted unit, for
2012 and 2011, respectively.  Operating income, excluding the impairment
charges, would have been $399.2 million for 2012 and $358.2 million for 2011.

"We are pleased to report record Adjusted EBITDA for the fourth quarter and
full year 2012," stated Clark C. Smith, President and Chief Executive
Officer. "We finished the year exceptionally strong, with fourth quarter
results reflecting year-over-year improvement in each of our business
segments."

"During the fourth quarter of 2012, we continued to make progress on our
expansion at BORCO by placing into service 775,000 barrels of refined product
storage capacity, with another 1.6 million barrels of fully leased capacity to
be placed into service in the first quarter of 2013, increasing BORCO's
storage capacity to 24.9 million barrels," continued Smith. "We also commenced
crude oil operations during the quarter at our Albany terminal pursuant to the
previously announced multi-year agreement with Irving Oil Limited and
benefitted from our first full quarter of operating results for the Perth
Amboy terminal which was acquired from Chevron in late July." 

Buckeye also announced today that its general partner declared a cash
distribution of $1.0375 per limited partner ("LP") unitfor the quarter ended
December 31, 2012. Class B unitholders will not receive a distribution of
cash, but instead will be issued additional Class B units pursuant to
Buckeye's partnership agreement. The distribution will be payable on
February 28, 2013, to unitholders of record on February 19, 2013. Buckeye has
paid cash distributions in each quarter since its formation in 1986. 

Buckeye will host a conference call with members of executive management
today, February 8, 2013, at 11:00 a.m. Eastern Time. To access the live
webcast of the call, go to
http://investor.shareholder.com/media/eventdetail.cfm?eventid=123983&CompanyID=AMDA-QJUY2&e=1&mediaKey=D17492E652916DA0EAD3A8A9634A6324
10 minutes prior to its start. Interested parties may participate in the call
by dialing 877-870-9226 and referencing conference ID 88359046.  A replay will
be archived and available at this link through March 29, 2013, and the replay
also may be accessed by dialing 800-585-8367 and entering conference ID
88359046. 

Buckeye Partners, L.P. (NYSE:BPL) is a publicly traded master limited
partnership that owns and operates one of the largest independent liquid
petroleum products pipeline systems in the United States in terms of volumes
delivered, with approximately 6,000 miles of pipeline.  Buckeye also owns
approximately 100 liquid petroleum products terminals with aggregate storage
capacity of over 70 million barrels. In addition, Buckeye operates and/or
maintains third-party pipelines under agreements with major oil and gas and
chemical companies, owns a high-performance natural gas storage facility in
Northern California, and markets liquid petroleum products in certain regions
served by its pipeline and terminal operations.  Buckeye's flagship marine
terminal in The Bahamas, BORCO, is one of the largest crude oil and petroleum
products storage facilities in the world, serving the international markets as
a premier global logistics hub.  More information concerning Buckeye can be
found at www.buckeye.com.

Adjusted EBITDA and distributable cash flow are measures not defined by
GAAP. Adjusted EBITDA is the primary measure used by our senior management,
including our Chief Executive Officer, to (i) evaluate our consolidated
operating performance and the operating performance of our business segments,
(ii) allocate resources and capital to business segments, (iii) evaluate the
viability of proposed projects, and (iv) determine overall rates of return on
alternative investment opportunities.  Distributable cash flow is another
measure used by our senior management to provide a clearer picture of
Buckeye's cash available for distribution to its unitholders. Adjusted EBITDA
and distributable cash flow eliminate (i) non-cash expenses, including, but
not limited to, depreciation and amortization expense resulting from the
significant capital investments we make in our businesses and from intangible
assets recognized in business combinations, (ii) charges for obligations
expected to be settled with the issuance of equity instruments, and (iii)
items that are not indicative of our core operating performance results and
business outlook.

Buckeye believes that investors benefit from having access to the same
financial measures used by senior management and that these measures are
useful to investors because they aid in comparing Buckeye's operating
performance with that of other companies with similar operations. The Adjusted
EBITDA and distributable cash flow data presented by Buckeye may not be
comparable to similarly titled measures at other companies because these items
may be defined differently by other companies.

Please see the attached reconciliations of each of Adjusted EBITDA and
distributable cash flow to net income. 

This press release includes forward-looking statements that we believe to be
reasonable as of today's date. Such statements are identified by use of the
words "anticipates," "believes," "estimates," "expects," "intends," "plans,"
"predicts," "projects," "should," and similar expressions. Actual results may
differ significantly because of risks and uncertainties that are difficult to
predict and that may be beyond our control. Among them are (i) changes in
federal, state, local, and foreign laws or regulations to which we are
subject, including those governing pipeline tariff rates and those that permit
the treatment of us as a partnership for federal income tax purposes,
(ii) terrorism, adverse weather conditions, including hurricanes,
environmental releases, and natural disasters, (iii) changes in the
marketplace for our products or services, such as increased competition,
better energy efficiency, or general reductions in demand, (iv) adverse
regional, national, or international economic conditions, adverse capital
market conditions, and adverse political developments, (v) shutdowns or
interruptions at our pipeline, terminal, and storage assets or at the source
points for the products we transport, store, or sell, (vi) unanticipated
capital expenditures in connection with the construction, repair, or
replacement of our assets, (vii) volatility in the price of refined petroleum
products and the value of natural gas storage services, (viii) nonpayment or
nonperformance by our customers, (ix) our ability to integrate acquired assets
with our existing assets and to realize anticipated cost savings and other
efficiencies and benefits, (x) our ability to successfully complete our
organic growth projects and to realize the anticipated financial benefits, and
(xi) an unfavorable outcome with respect to the proceedings pending before the
Federal Energy Regulatory Commission ("FERC") regarding Buckeye Pipe Line
Company, L.P.'s tariff rates. You should read our filings with the U.S.
Securities and Exchange Commission, including our Annual Report on Form 10-K
for the year ended December 31, 2011 and our most recently filed Quarterly
Report on Form 10-Q, for a more extensive list of factors that could affect
results. We undertake no obligation to revise our forward-looking statements
to reflect events or circumstances occurring after today's date. 

This release is intended to be a qualified notice under Treasury Regulation
Section 1.1446-4(b). Brokers and nominees should treat one hundred percent
(100.0%) of Buckeye's distributions to non-U.S. investors as being
attributable to income that is effectively connected with a United States
trade or business.  Accordingly, Buckeye's distributions to non-U.S. investors
are subject to federal income tax withholding at the highest applicable
effective tax rate.

                                                                    
BUCKEYE PARTNERS, L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per unit amounts)
(Unaudited)
                                                                    
                                Three Months Ended     Year Ended
                                December 31,           December 31,
                                2012       2011        2012        2011 
Revenue:                                                            
Product sales                   $ 869,602  $ 1,069,190 $ 3,332,301 $ 3,844,888
Transportation, storage and      279,591    243,881     1,024,941   914,722
other services
Total revenue                    1,149,193  1,313,071   4,357,242   4,759,610
                                                                    
Costs and expenses:                                                 
Cost of product sales and        868,158    1,077,680   3,344,817   3,851,579
natural gas storage services
Operating expenses               97,921     99,032      397,007     366,133
Depreciation and amortization    41,938     32,307      146,424     119,534
General and administrative       18,762     16,371      69,836      64,122
Asset impairment expense         59,950     --          59,950      --
Goodwill impairment expense      --         --          --          169,560
Total costs and expenses         1,086,729  1,225,390   4,018,034   4,570,928
                                                                    
Operating income                 62,464     87,681      339,208     188,682
                                                                    
Other income (expense):                                             
Earnings from equity             1,813      2,674       6,100       10,434
investments
Gain on sale of equity           --         615         --          34,727
investment
Interest and debt expense       (29,821)   (29,269)    (114,980)   (119,561)
Other income (expense)          (509)      (242)       (452)        190
Total other expense, net        (28,517)   (26,222)    (109,332)   (74,210)
                                                                    
Income before taxes              33,947     61,459      229,876     114,472
Income tax benefit              (1,852)    --          (675)       (192)
Net Income                      $ 35,799   $ 61,459    $ 230,551   $ 114,664
Less: Net income attributable   (836)      (1,772)     (4,134)     (6,163)
to noncontrolling interests
Net income attributable to      $ 34,963   $ 59,687    $ 226,417   $ 108,501
Buckeye Partners, L.P.
                                                                    
Earnings per unit:                                                  
Basic                           $ 0.36     $ 0.64      $ 2.33      $ 1.20
Diluted                         $ 0.35     $ 0.64      $ 2.32      $ 1.20
                                                                    
Weighted average units                                              
outstanding:
Basic                            98,180     93,166      97,309      90,423
Diluted                          98,514     93,565      97,635      90,772

 
BUCKEYE PARTNERS, L.P.
SELECTED FINANCIAL AND OPERATING DATA
(In thousands)
(Unaudited)
                                                            
                      Three Months Ended       Year Ended
                      December 31,             December 31,
                      2012         2011        2012        2011 
Revenue:                                                    
Pipelines &           $ 191,277    $ 175,233   $ 719,126   $ 631,289
Terminals 
International          102,013      47,909      254,362     193,960
Operations 
Natural Gas Storage    24,430       16,559      71,339      65,990
Energy Services        824,152      1,078,906   3,293,274   3,888,961
Development &          12,796       12,131      50,211      43,068
Logistics 
Intersegment          (5,475)      (17,667)    (31,070)    (63,658)
Total revenue         $ 1,149,193  $ 1,313,071 $ 4,357,242 $ 4,759,610
                                                            
Total costs and                                             
expenses: (1) 
Pipelines &           $ 162,852    $ 93,037    $ 458,806   $ 340,710
Terminals 
International          78,563       32,200      171,223     121,893
Operations 
Natural Gas Storage    21,465       15,626      77,832      243,153
Energy Services        818,567      1,092,308   3,301,423   3,893,423
Development &          10,757       9,886       39,820      35,407
Logistics 
Intersegment          (5,475)      (17,667)    (31,070)    (63,658)
Total costs and       $ 1,086,729  $ 1,225,390 $ 4,018,034 $ 4,570,928
expenses 
                                                            
Depreciation and                                            
amortization: 
Pipelines &           $ 22,863     $ 14,967    $ 72,231    $ 55,469
Terminals 
International          15,265       13,712      59,138      50,011
Operations 
Natural Gas Storage    1,899        1,810       7,567       7,136
Energy Services        1,417        1,367       5,521       5,261
Development &          494          451         1,967       1,657
Logistics 
Total depreciation    $ 41,938     $ 32,307    $ 146,424   $ 119,534
and amortization 
                                                            
Operating income                                            
(loss): 
Pipelines &           $ 28,425     $ 82,196    $ 260,320   $ 290,579
Terminals 
International          23,450       15,709      83,139      72,067
Operations 
Natural Gas Storage    2,965        933        (6,493)     (177,163)
Energy Services        5,585       (13,402)    (8,149)     (4,462)
Development &          2,039        2,245       10,391      7,661
Logistics 
Total operating       $ 62,464     $ 87,681    $ 339,208   $ 188,682
income 
                                                            
Adjusted EBITDA:                                            
Pipelines &           $ 118,346    $ 100,274   $ 409,055   $ 361,018
Terminals 
International          36,299       26,748      132,104     112,996
Operations 
Natural Gas Storage    6,417        3,938       6,118       4,204
Energy Services        8,283       (11,781)     524         1,797
Development &          2,688        2,369       11,722      7,932
Logistics 
Adjusted EBITDA       $ 172,033    $ 121,548   $ 559,523   $ 487,947
                                                            
Capital additions,                                          
net: (2) 
Pipelines &           $ 49,006     $ 42,522    $ 156,056   $ 103,678
Terminals 
International          47,496       61,601      169,699     184,438
Operations 
Natural Gas Storage    405          4,424       2,369       10,097
Energy Services        983          596         2,490       1,824
Development &          443          4,813       724         5,287
Logistics 
Total capital         $ 98,333     $ 113,956   $ 331,338   $ 305,324
additions, net 
                                                            
Summary of capital                                          
additions, net: (2) 
Maintenance capital   $ 18,661     $ 20,898    $ 54,425    $ 57,467
expenditures 
Expansion and cost     79,672       93,058      276,913     247,857
reduction 
Total capital         $ 98,333     $ 113,956   $ 331,338   $ 305,324
additions, net 
                                                            
                                               December 31,
Key Balance Sheet                              2012        2011
Information: 
Cash and cash                                  $ 6,776     $ 12,986
equivalent 
Long-term debt, total                           2,735,244   2,393,574
(3) 
_________________                                           
 (1) Includes depreciation and amortization, asset impairment expense     
and goodwill impairment expense.
 (2) Amounts exclude accruals for capital expenditures.                       
 (3) Includes long-term debt portion of Buckeye Partners, L.P. Credit
Facility of $665.0 million and $324.0 million for 2012 and 2011,
respectively.

 
BUCKEYE PARTNERS, L.P.
SELECTED FINANCIAL AND OPERATING DATA - Continued
(Unaudited)
                                                             
                         Three Months Ended      Year Ended
                         December, 31            December, 31
                         2012        2011        2012       2011 
Pipeline & Terminals
(average bpd in                                              
thousands):
Pipelines:                                                   
Gasoline                  690.4       697.5       701.9      668.1
Jet fuel                  328.5       342.9       339.2      340.6
Middle distillates (1)    345.2       379.8       322.3      327.2
Other products (2)        18.4        14.8        22.2       22.2
Total pipelines           1,382.5     1,435.0     1,385.6    1,358.1
throughput 
                                                             
Terminals:                                                   
Products throughput (3)   924.0       877.4       897.3      730.9
                                                             
Pipeline Average Tariff   80.3        79.0        81.5       76.9
(cents/bbl) 
                                                             
Energy Services (in                                          
millions of gallons) 
Sales volumes             269.6       377.0       1,106.3    1,337.8
                                                             
_________________                                            
(1)  Includes diesel fuel, heating oil and kerosene.                          
(2)  Includes liquefied petroleum gas ("LPG").                                
(3)  Amounts for 2011 include throughput volumes on terminals acquired
from BP Products North America Inc. and its affiliates ("BP") and             
ExxonMobil Corporation on June 1, 2011 and July 19, 2011,
respectively. 

 
BUCKEYE PARTNERS, L.P.
SELECTED FINANCIAL AND OPERATING DATA
Non-GAAP Reconciliations
(In thousands, except per unit amounts and coverage ratio)
(Unaudited)
                                                               
                            Three Months Ended     Year Ended
                            December 31,           December 31,
                            2012        2011       2012       2011 
                                                               
Net income                  $ 35,799    $ 61,459   $ 230,551  $ 114,664
Less: Net income
attributable to             (836)       (1,772)    (4,134)    (6,163)
noncontrolling interests 
Net income attributable to   34,963      59,687     226,417    108,501
Buckeye Partners, L.P. 
Add: Interest and debt       29,821      29,269     114,980    119,561
expense 
Income tax benefit          (1,852)      --        (675)      (192)
Depreciation and             41,938      32,307     146,424    119,534
amortization 
Non-cash deferred lease      976         1,031      3,901      4,122
expense 
Non-cash unit-based          8,986       2,618      19,520     9,150
compensation expense 
Asset impairment expense     59,950      --         59,950     --
Goodwill impairment          --          --         --         169,560
expense 
Less: Amortization of
unfavorable storage         (2,749)     (2,749)    (10,994)   (7,562)
contracts (1)
Gain on sale of equity       --         (615)       --        (34,727)
investment 
Adjusted EBITDA             $ 172,033   $ 121,548  $ 559,523  $ 487,947
Less: Interest and debt
expense, excluding
amortization of deferred    (28,959)    (28,400)   (111,511)  (111,941)
financing costs and debt
discounts 
Income tax (expense)
benefit, excluding non-cash  82          --        (1,095)    (6)
taxes 
Maintenance capital         (18,661)    (20,898)   (54,425)   (57,467)
expenditures 
Distributable cash flow     $ 124,495   $ 72,250   $ 392,492  $ 318,533
                                                               
Distributions for coverage  $ 94,033    $ 89,478   $ 376,193  $ 351,245
ratio (2)
                                                               
Coverage ratio               1.32        0.81       1.04       0.91
_____________________                                          
(1) Represents the amortization of the negative fair values allocated to
certain unfavorable storage contracts acquired in connection with the         
BORCO acquisition. 
(2) Represents cash distributions declared for LP units outstanding as
of each respective period. Amounts for 2012 reflect actual cash
distributions paid on LP units for the quarters ended March 31, 2012,
June 30, 2012 and September 30, 2012 and estimated cash distribution for
the quarter ended December 31, 2012. Distributions with respect to the
7,445,999, 7,605,510 and 7,777,811 Class B Units outstanding on the
record date for the quarters ended March 31, 2012, June 30, 2012, and
September 30, 2012, respectively, and the 7,974,750 Class B units
expected to be outstanding on the record date for the quarter ending
December 31, 2012 are paid in additional Class B units rather than in
cash.

 
BUCKEYE PARTNERS, L.P.
SELECTED FINANCIAL AND OPERATING DATA
Non-GAAP Reconciliations - Continued
(In thousands, except per unit amounts and coverage ratio)
(Unaudited)
                                                                      
                                        Three Months Ended Year Ended
                                        December 31,       December 31,
                                        2012      2011     2012      2011 
                                                                      
Net income attributable to Buckeye                                    
Partners, L.P. (as adjusted):
Net income (as reported)                 $ 35,799 $ 61,459 $ 230,551 $ 114,664
Add: Asset impairment expense            59,950    --       59,950    --
Goodwill impairment expense              --        --       --        169,560
Net income (as adjusted)                 95,749    61,459   290,501   284,224
Less: Net income attributable to        (836)     (1,772)  (4,134)   (6,163)
noncontrolling interests
Net income attributable to Buckeye      $ 94,913  $ 59,687 $ 286,367 $ 278,061
Partners, L.P. (as adjusted)
                                                                      
Earnings per unit-diluted (as adjusted) $ 0.96    $ 0.64   $ 2.93    $ 3.06
                                                                      
Operating income (as adjusted):                                       
Operating income (as reported)          $ 62,464  $ 87,681 $ 339,208 $ 188,682
Add: Asset impairment expense            59,950    --       59,950    --
Goodwill impairment expense              --        --       --        169,560
Operating income (as adjusted)          $ 122,414 $ 87,681 $ 399,158 $ 358,242

CONTACT: Kevin J. Goodwin
         Senior Director, Investor Relations
         Irelations@buckeye.com
         (800) 422-2825
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