Description of Business and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Aug. 31, 2013 |
Accounting Policies [Abstract] | ' |
Description of Business and Basis of Presentation | ' |
Description of Business and Basis of Presentation |
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The consolidated financial statements include the accounts of United Refining Company and its subsidiaries, United Refining Company of Pennsylvania and its subsidiaries, United Biofuels, Inc., Kiantone Pipeline Corporation (collectively, the “Company”) and United Refining Asphalt, Inc. (“URA”), a variable interest entity that was created in January 2011 for which the Company was the primary beneficiary. The Company ceased to be the primary beneficiary of URA as of August 31, 2011 and URA was deconsolidated as of that date and URA was dissolved. All significant intercompany balances and transactions have been eliminated in consolidation. |
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A variable interest entity (“VIE”) is defined as an entity that either has investor voting rights that are not proportional to their economic interests or has equity investors that do not provide sufficient financial resources for the entity to support its activities. A VIE is required to be consolidated by a company if that company is the primary beneficiary. The primary beneficiary of the VIE is the company that controls the VIE’s activities and is subject to a majority of the risk of loss from the VIE’s activities or, if no company is subject to a majority of such risk, the company that is entitled to receive a majority of the VIE’s residual returns. |
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The Company is a petroleum refiner and marketer in its primary market area of Western New York and Northwestern Pennsylvania. Operations are organized into two business segments: wholesale and retail. |
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The wholesale segment is responsible for the acquisition of crude oil, petroleum refining, supplying petroleum products to the retail segment and the marketing of petroleum products to wholesale and industrial customers. The retail segment operates a network of Company operated retail units under the Red Apple Food Mart® and Country Fair® brand names selling petroleum products under the Kwik Fill®, Citgo® and Keystone® brand names, as well as convenience and grocery items. |
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The Company is a wholly-owned subsidiary of United Refining, Inc. (“URI”), a wholly-owned subsidiary of United Acquisition Corp., which in turn is a wholly-owned subsidiary of Red Apple Group, Inc. (the “Parent”). |
Cash and Cash Equivalents | ' |
Cash and Cash Equivalents |
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For purposes of the consolidated statements of cash flows, the Company considers all highly liquid investment securities with maturities of three months or less at date of acquisition to be cash equivalents. |
Derivative Instruments | ' |
Derivative Instruments |
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From time to time the Company uses derivatives to reduce its exposure to fluctuations in crude oil purchase costs and refining margins. Derivative products, historically crude oil option contracts (puts) and crackspread option contracts have been used to hedge the volatility of these items. The Company does not enter such contracts for speculative purposes. The Company accounts for changes in the fair value of its contracts by marking them to market and recognizing any resulting gains or losses in its Statement of Operations. The Company includes the carrying amounts of the contracts in derivative liability in its Consolidated Balance Sheet. |
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At August 31, 2013, the Company had no derivative instruments outstanding as part of its risk management strategy. |
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The fair value and balance sheet classification of our derivative instruments as of August 31, 2013 and 2012 are as follows: |
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| | August 31, 2013 | |
| | Notional Balance | | | Maturity Date | | Derivative Liability | |
| | (in thousands) | |
Not designated as hedges under ASC 815 | | | | | | | | | | |
Heating oil crackspread swaps | | | 0 barrels | | | Not applicable | | $ | 0 | |
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Total derivative instruments | | | 0 barrels | | | | | $ | 0 | |
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| | August 31, 2012 | |
| | Notional Balance | | | Maturity Date | | Derivative Liability | |
| | (in thousands) | |
Not designated as hedges under ASC 815 | | | | | | | | | | |
Heating oil crackspread swaps | | | 780 barrels | | | Monthly September 2011 through December 2012 | | $ | 9,098 | |
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Total derivative instruments | | | 780 barrels | | | | | $ | 9,098 | |
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For the fiscal years ended August 31, 2013, 2012 and 2011 the Company recognized $2,319,000, $(28,848,000) and $58,733,000 of losses (gains) in costs and expenses in its Consolidated Statements of Operations. |
Inventories and Exchanges | ' |
Inventories and Exchanges |
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Inventories are stated at the lower of cost or market, with cost being determined under the Last-in, First-out (LIFO) method for crude oil and petroleum product inventories and the First-in, First-out (FIFO) method for merchandise. Supply inventories are stated at either lower of cost or market or replacement cost and include various parts for the refinery operations. If the cost of inventories exceeds their market value, provisions are made currently for the difference between the cost and the market value. |
Property, Plant and Equipment | ' |
Property, Plant and Equipment |
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Property, plant and equipment is stated at cost and depreciated by the straight-line method over the respective estimated useful lives. Routine current maintenance, repairs and replacement costs are charged against income. Expenditures which materially increase values expand capacities or extend useful lives are capitalized. A summary of the principal useful lives used in computing depreciation expense is as follows: |
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| | Estimated Useful | | | | | | | |
Lives (Years) | | | | | | |
Refining | | | 20-30 | | | | | | | |
Marketing | | | 15-30 | | | | | | | |
Transportation | | | 20-30 | | | | | | | |
Leases | ' |
Leases |
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The Company leases land, buildings, and equipment under long-term operating and capital leases and accounts for the leases in accordance with ASC 360-10-30-8. Lease expense for operating leases is recognized on a straight-line basis over the expected lease term. The lease term begins on the date the Company has the right to control the use of the leased property pursuant to the terms of the lease. |
Deferred Maintenance Turnarounds | ' |
Deferred Maintenance Turnarounds |
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The cost of maintenance turnarounds, which consist of complete shutdown and inspection of significant units of the refinery at intervals of two or more years for necessary repairs and replacements, are deferred when incurred and amortized on a straight-line basis over the period of benefit, which ranges from 2 to 10 years. As of August 31, 2013 and 2012, deferred turnaround costs included in Deferred Turnaround Costs and Other Assets, amounted to $8,476,000 and $14,316,000, net of accumulated amortization of $32,202,000 and $26,695,000, respectively. Amortization expense included in costs of goods sold for the fiscal years ended August 31, 2013, 2012 and 2011 amounted to $7,082,000, $7,198,000 and $4,350,000, respectively. |
Amortizable Intangible Assets | ' |
Amortizable Intangible Assets |
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The Company amortizes identifiable intangible assets such as brand names, non-compete agreements, leasehold covenants and deed restrictions on a straight line basis over their estimated useful lives which range from 5 to 25 years. |
Revenue Recognition | ' |
Revenue Recognition |
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Revenues for products sold by the wholesale segment are recorded upon delivery of the products to our customers, at which time title to those products is transferred and when payment has either been received or collection is reasonably assured. At no point do we recognize revenue from the sale of products prior to the transfer of its title. Title to product is transferred to the customer at the shipping point, under pre-determined contracts for sale at agreed upon or posted prices to customers of which collectability is reasonably assured. Revenues for products sold by the retail segment are recognized immediately upon sale to the customer. Included in Net Sales and Costs of Goods Sold are consumer excise taxes of $225,125,000, $225,605,000 and $224,551,000 for the years ended August 31, 2013, 2012 and 2011, respectively. |
Cost Classifications | ' |
Cost Classifications |
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Our Cost of goods sold (which excludes depreciation and amortization on property, plant and equipment and (gains) or losses on derivative contracts) includes Refining Cost of Products Sold and related Refining Operating expenses. |
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Refining Cost of Products Sold includes cost of crude oil, other feedstocks, blendstocks, the cost of purchased finished products, amortization of turnaround costs, transportation costs and distribution costs. Retail cost of products sold includes cost for motor fuels and for merchandise. Motor fuel cost of products sold represents net cost for purchased fuel. Merchandise cost of products sold includes merchandise purchases, net of merchandise rebates and inventory shrinkage. Wholesale cost of products sold includes the cost of fuel and lubricants, transportation and distribution costs and labor. |
Income Taxes | ' |
Income Taxes |
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The Company accounts for income taxes using the asset and liability method. Under the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. |
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The Company’s results of operations are included in the consolidated Federal Income tax return of the Parent and separately in various state jurisdictions. Income taxes are calculated on a separate return basis with consideration of the Tax Sharing Agreement between the Parent and its subsidiaries. The Company is open to examination for tax years 2002 through 2012, due to the carryback of net operating losses, and there was a federal tax audit for the tax years 2007 through 2010 which has been settled. There are currently state tax audits in process and there are unsettled income tax assessments outstanding in the amount of $45,000. The Company’s policy is to recognize interest and penalties accrued on any unrecognized tax positions as a component of interest expense, net and other, net, respectively. No amounts of such expenses are currently accrued. |
Post-Retirement Healthcare and Pension Benefits | ' |
Post-Retirement Healthcare and Pension Benefits |
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The Company provides post-retirement healthcare benefits to salaried and certain hourly employees that retired prior to September 1, 2010. The benefits provided are hospitalization and medical coverage for the employee and spouse until age 65. Benefits continue until the death of the retiree, which results in the termination of benefits for all dependent coverage. If an employee leaves the Company as a terminated vested member of a pension plan prior to normal retirement age, the person is not entitled to any post-retirement healthcare benefits. Benefits payable under this program are secondary to any benefits provided by Medicare or any other governmental programs. |
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In June 2010, the Company announced changes to the healthcare and pension plans provided to salaried employees. Effective September 1, 2010, postretirement medical benefits for new hires and active salaried employees retiring after September 1, 2010 were eliminated. Additionally, effective January 1, 2011, deductibles and co-payments were added to the medical benefits plan for all active and retired employees. For salaried employees meeting certain age and service requirements, the Company contributes a defined dollar amount towards the cost of retiree healthcare based upon the employee’s length of service. Similarly, effective August 31, 2010, benefits under the Company’s defined benefit pension plan were frozen for all salaried employees, including the Company’s Chief Executive Officer and Chief Financial Officer. The Company will provide an enhanced contribution under its defined contribution 401(k) plan as well as a transition contribution for older employees. The changes made for the salary group described above were also incorporated into the collective bargaining agreement reached with the International Union of Operating Engineers, Local No.95 effective February 1, 2012. |
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The Company accrues post-retirement benefits other than pensions, during the years that the employee renders the necessary service, of the expected cost of providing those benefits to an employee and the employee’s beneficiaries and covered dependents. |
Use of Estimates | ' |
Use of Estimates |
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The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Allowance for Doubtful Accounts | ' |
Allowance for Doubtful Accounts |
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The Company records an allowance for doubtful accounts based on specifically identified amounts that we believe to be uncollectible. The Company also recorded additional allowances based on historical collection experience and its assessment of the general financial conditions affecting the customer base. Senior management reviews accounts receivable on a weekly basis to determine if any receivables will potentially be uncollectible. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. |
Concentration Risks | ' |
Concentration Risks |
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Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of temporary cash investments. |
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The Company places its temporary cash investments with quality financial institutions. At times, such investments were in excess of FDIC insurance limits. The Company has not experienced any losses in such accounts. |
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The Company purchased approximately 9% and 10% of its cost of goods sold from one vendor during the fiscal years ended August 31, 2013 and 2012, respectively. The Company is not obligated to purchase from this vendor, and, if necessary, there are other vendors from which the Company can purchase crude oil and other petroleum based products. The Company had approximately $0 and $1,004,000 in accounts payable for the years ended August 31, 2013 and 2012 to this respective vendor. |
Environmental Matters | ' |
Environmental Matters |
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The Company expenses environmental expenditures related to existing conditions resulting from past or current operations and from which no current or future benefit is discernible. Expenditures, which extend the life of the related property or mitigate or prevent future environmental contamination are capitalized. The Company determines its liability on a site by site basis and records a liability at the time when it is probable and can be reasonably estimated. The Company’s estimated liability is reduced to reflect the anticipated participation of other potentially responsible parties in those instances where it is probable that such parties are legally responsible and financially capable of paying their respective shares of the relevant costs. The estimated liability of the Company is not reduced for possible recoveries from insurance carriers and is recorded in accrued liabilities. |
Goodwill and Other Non-Amortizable Assets | ' |
Goodwill and Other Non-Amortizable Assets |
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In accordance with ASC 350, goodwill and intangible assets deemed to have indefinite lives are no longer amortized but are subject to annual impairment tests in accordance with ASC 350. Other definite lived intangible assets continue to be amortized over their estimated useful lives. |
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The Company performed separate impairment tests for its goodwill and tradename using the discounted cash flow method. The fair value of the goodwill and tradename exceeded their respective carrying values. The Company has noted no subsequent indication that would require testing its goodwill and tradename for impairment. |
Long-Lived Assets | ' |
Long-Lived Assets |
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Whenever events or changes in circumstances indicate that the carrying value of any of these assets (other than goodwill and tradename) may not be recoverable, the Company will assess the recoverability of such assets based upon estimated undiscounted cash flow forecasts. When any such impairment exists, the related assets will be written down to fair value. |
Other Comprehensive (Loss) Income | ' |
Other Comprehensive (Loss) Income |
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The Company reports comprehensive (loss) income in accordance with ASC 220-10. ASC 220-10 establishes guidelines for the reporting and display of comprehensive (loss) income and its components in financial statements. Comprehensive (loss) income includes charges and credits to equity that is not the result of transactions with the shareholder. Included in other comprehensive loss for the Company is a charge for unrecognized post-retirement costs, which is net of taxes in accordance with ASC 715. The accumulated other comprehensive loss balance is made up entirely of unrecognized post-retirement costs. |
Reclassification | ' |
Reclassification |
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Certain amounts in the prior year’s consolidated financial statements have been reclassified to conform with the presentation in the current year. |