Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Nov. 30, 2015 | Jan. 14, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Nov. 30, 2015 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | UNRF | |
Entity Registrant Name | UNITED REFINING CO | |
Entity Central Index Key | 101,462 | |
Current Fiscal Year End Date | --08-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 100 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Nov. 30, 2015 | Aug. 31, 2015 |
Current: | ||
Cash and cash equivalents | $ 100,852 | $ 117,028 |
Accounts receivable, net | 66,664 | 81,567 |
Refundable income taxes | 4,200 | |
Inventories, net | 154,300 | 206,066 |
Prepaid expenses and other assets | 41,848 | 28,000 |
Amounts due from affiliated companies, net | 2,307 | 393 |
Total current assets | 370,171 | 433,054 |
Property, plant and equipment, net | 360,582 | 347,757 |
Deferred financing costs, net | 4,834 | 2,667 |
Goodwill | 1,349 | 1,349 |
Trade name | 10,500 | 10,500 |
Amortizable intangible assets, net | 840 | 869 |
Deferred integrity and replacement costs, net | 110,085 | 58,634 |
Deferred turnaround costs and other assets, net | 27,905 | 30,636 |
Total assets | 886,266 | 885,466 |
Current: | ||
Current installments of long-term debt | 26,563 | 1,556 |
Accounts payable | 47,287 | 44,833 |
Accrued liabilities | 18,273 | 17,911 |
Income taxes payable | 5,395 | 7,397 |
Sales, use and fuel taxes payable | 22,847 | 23,373 |
Deferred income taxes | 5,822 | 5,822 |
Total current liabilities | 126,187 | 100,892 |
Long term debt: less current installments | 230,714 | 239,111 |
Deferred income taxes | 49,858 | 55,921 |
Deferred retirement benefits | 69,996 | 71,800 |
Total liabilities | $ 476,755 | $ 467,724 |
Commitments and contingencies | ||
Stockholder's equity: | ||
Common stock; $.10 par value per share-shares authorized 100; issued and outstanding 100 | $ 0 | $ 0 |
Additional paid-in capital | 156,846 | 156,846 |
Retained earnings | 255,735 | 263,464 |
Accumulated other comprehensive loss | (17,186) | (16,684) |
Total stockholder's equity | 409,511 | 417,742 |
Total liabilities and stockholder's equity | 886,266 | 885,466 |
Series A Preferred Stock [Member] | ||
Stockholder's equity: | ||
Series A Preferred stock; $1,000 par value per share-shares authorized 25,000; issued and outstanding 14,116 | $ 14,116 | $ 14,116 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Nov. 30, 2015 | Aug. 31, 2015 |
Common stock, par value per share | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 100 | 100 |
Common stock, shares issued | 100 | 100 |
Common stock, shares outstanding | 100 | 100 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value per share | $ 1,000 | $ 1,000 |
Preferred stock, shares authorized | 25,000 | 25,000 |
Preferred stock, shares issued | 14,116 | 14,116 |
Preferred stock, shares outstanding | 14,116 | 14,116 |
Consolidated Statements of Oper
Consolidated Statements of Operations - (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Income Statement [Abstract] | ||
Net sales | $ 574,941 | $ 824,697 |
Costs and expenses: | ||
Costs of goods sold (exclusive of depreciation and amortization) | 504,772 | 737,168 |
Selling, general and administrative expenses | 42,589 | 41,038 |
Depreciation and amortization expenses | 11,702 | 10,352 |
Total costs and expenses | 559,063 | 788,558 |
Operating income | 15,878 | 36,139 |
Other expense: | ||
Interest expense, net | (4,898) | (6,658) |
Other, net | (576) | (608) |
Loss on extinguishment of debt | (19,316) | |
Total other income(expense) | (24,790) | (7,266) |
(Loss) income before income tax (benefit) expense | (8,912) | 28,873 |
Income tax (benefit) expense | (3,300) | 11,259 |
Net (loss) income | $ (5,612) | $ 17,614 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||
Net (loss) income | $ (5,612) | $ 17,614 |
Other comprehensive loss, net of taxes: | ||
Unrecognized post retirement costs, net of taxes of $(321) and $(237) for the three months ended November 30, 2015 and 2014, respectively | (502) | (370) |
Other comprehensive loss | (502) | (370) |
Total comprehensive (loss) income | $ (6,114) | $ 17,244 |
Consolidated Statements of Com6
Consolidated Statements of Comprehensive Income (Loss) - (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||
Unrecognized post retirement loss, taxes | $ (321) | $ (237) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Cash flows from operating activities: | ||
Net (loss) income | $ (5,612) | $ 17,614 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation and amortization | 12,168 | 10,958 |
Deferred income taxes | (5,742) | 11,736 |
Noncash portion of loss on extinguishment of debt | 5,771 | |
Loss on asset dispositions | 27 | 500 |
Cash provided by (used in) working capital items | 46,995 | (26,609) |
Change in operating assets and liabilities: | ||
Other assets, net | 168 | 236 |
Deferred retirement benefits | (2,627) | (1,996) |
Total adjustments | 56,760 | (5,175) |
Net cash provided by operating activities | 51,148 | 12,439 |
Cash flows from investing activities: | ||
Additions to property, plant and equipment | (18,674) | (10,924) |
Additions to deferred turnaround costs | (1,065) | (1,723) |
Additions to deferred integrity and replacement costs | (53,674) | (28,630) |
Proceeds from asset dispositions | 3 | |
Net cash used in investing activities | (73,413) | (41,274) |
Cash flows from financing activities: | ||
Dividends to preferred shareholder and stockholder | (2,117) | (2,117) |
Proceeds from issuance of long-term debt | 250,475 | |
Principal reductions of long-term debt | (237,656) | (414) |
Deferred financing costs | (4,613) | |
Net cash provided by (used in) financing activities | 6,089 | (2,531) |
Net decrease in cash and cash equivalents | (16,176) | (31,366) |
Cash and cash equivalents, beginning of year | 117,028 | 99,037 |
Cash and cash equivalents, end of period | 100,852 | 67,671 |
Cash provided by (used in) working capital items: | ||
Accounts receivable, net | 14,903 | (986) |
Refundable income taxes | (4,200) | |
Inventories, net | 51,766 | (37,991) |
Prepaid income taxes | (433) | |
Prepaid expenses and other assets | (13,848) | 19,366 |
Amounts due from affiliated companies, net | (1,914) | (453) |
Accounts payable | 2,454 | (10,172) |
Accrued liabilities | 362 | 5,584 |
Income taxes payable | (2,002) | |
Sales, use, and fuel taxes payable | (526) | (1,524) |
Total change | 46,995 | (26,609) |
Cash paid during the period for: | ||
Interest | 3,808 | 163 |
Income taxes | $ 8,644 | 30 |
Non-cash investing activities: | ||
Property additions & capital leases | $ 285 |
Description of Business and Bas
Description of Business and Basis of Presentation | 3 Months Ended |
Nov. 30, 2015 | |
Accounting Policies [Abstract] | |
Description of Business and Basis of Presentation | 1. Description of Business and Basis of Presentation 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. and Kiantone Pipeline Corporation (collectively, the “Company”). All significant intercompany balances and transactions have been eliminated in consolidation. 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. 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. The Company is a wholly-owned subsidiary of United Refining, Inc., a wholly-owned subsidiary of United Acquisition Corp., which in turn is a wholly-owned subsidiary of Red Apple Group, Inc. (the “Parent”). The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of only normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended November 30, 2015 are not necessarily indicative of the results that may be expected for the year ending August 31, 2016. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s Form 10-K for the fiscal year ended August 31, 2015. |
Inventories
Inventories | 3 Months Ended |
Nov. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | 2. Inventories 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 the lower of cost or market or replacement cost and include various parts for the refinery operations. Inventories consist of the following: November 30, August 31, (in thousands) Crude Oil $ 54,078 $ 60,209 Petroleum Products 76,580 92,452 Lower of Cost or Market Reserve (30,814 ) — Total Lower of LIFO Cost or Market 99,844 152,661 Merchandise 24,865 24,277 Supplies 29,591 29,128 Total FIFO 54,456 53,405 Total Inventory $ 154,300 $ 206,066 As of November 30, 2015 and August 31, 2015, the replacement cost of LIFO inventories exceeded their LIFO carrying values by approximately $4,913,000 and $6,201,000, respectively. In accordance with ASC 270, Interim reporting, and ASC 330, Inventory, as of November 30, 2015 and August 31, 2015, the Company recorded a market valuation reserve against its LIFO carrying values of $30,814,000 and $0, respectively. |
Amended, Restated and Consolida
Amended, Restated and Consolidated Revolving Credit, Term Loan and Security Agreement | 3 Months Ended |
Nov. 30, 2015 | |
Debt Disclosure [Abstract] | |
Amended, Restated and Consolidated Revolving Credit, Term Loan and Security Agreement | 3. Amended, Restated and Consolidated Revolving Credit, Term Loan and Security Agreement On October 20, 2015, URC, United Refining Company of Pennsylvania, Kiantone Pipeline Corporation (“Kiantone”), United Refining Company of New York Inc., United Biofuels, Inc., Country Fair, Inc. and Kwik-Fill Corporation (collectively, the “Borrowers”) entered into an Amended, Restated and Consolidated Revolving Credit, Term Loan and Security Agreement (“Credit Agreement”) with a group of lenders led by PNC Bank, National Association, as Administrative Agent (the “Agent”), and PNC Capital Markets LLC, as Sole Lead Arranger and Bookrunner. The Credit Agreement amends and restates the Amended and Restated Credit Agreement, dated May 18, 2011 and last amended June 18, 2013, by and between the Company and certain subsidiaries and PNC Bank, National Association, as Administrative Agent (the “Existing Credit Facility”). The Credit Agreement will terminate on October 19, 2020 (the “Expiration Date”). Until the Expiration Date, the Company may borrow on the New Revolving Credit Facility (as defined below) on a borrowing base formula set forth in the Credit Agreement. Pursuant to the Credit Agreement, the Company increased its existing senior secured revolving credit facility from $175,000,000 to $225,000,000. The New Revolving Credit Facility may be increased by an amount not to exceed $50,000,000 without additional approval from the lenders named in the Credit Agreement if existing lenders agree to increase their commitments or additional lenders commit to fund such increase. Interest under the New Revolving Credit Facility is calculated as follows: (a) for domestic rate borrowings, at (i) the greater of the Agent’s prime rate, federal funds rate plus .5% or the daily LIBOR rate plus 1%, plus (ii) an applicable margin of 1.25% to 1.75%, and (b) for euro-rate borrowings, at the LIBOR rate plus an applicable margin of 2.25% to 2.75%. The applicable margin will vary depending on a formula calculating the Company’s average unused availability under the facility. In addition, pursuant to the Credit Agreement, the Company entered into a term loan in the amount of $250,000,000, which was made in a single drawing on the Closing Date (“Term Loan” and, together with the New Revolving Credit Facility, the “Credit Obligations”). Under the Term Loan, interest is calculated as follows: (a) for domestic rate borrowings, at (i) the greater of the Agent’s prime rate, federal funds rate plus .5% or the daily LIBOR rate plus 1%, plus (ii) an applicable margin of 1.75% to 2.25%, and (b) for euro-rate borrowings, at the LIBOR rate plus an applicable margin of 2.75% to 3.25%. The applicable margin will vary depending on a formula calculating the Company’s average unused availability under the facility. The Term Loan is prepayable in whole or in part at any time without premium or penalty. The Term Loan shall be paid in full on or prior to the Expiration Date and shall be paid in equal quarterly amounts based on a ten-year straight line amortization schedule. The Credit Obligations are secured by a first priority security interest in certain cash accounts, accounts receivable, inventory, the refinery, including a related tank farm, and the capital stock of Kiantone. At such time as the Term Loan is repaid in full, and provided no event of default exists, the security interest in the refinery and the equity interest in Kiantone shall be released. The Credit Agreement requires minimum undrawn availability of $15,000,000 at all times prior to the repayment of the Term Loan and the greater of 12.5% of the maximum New Revolving Credit Facility or $25,000,000 after the repayment of the Term Loan. Upon the repayment of the Term Loan, the Company is required to maintain a consolidated net worth of no less than $100,000,000. The Credit Agreement includes customary mandatory prepayment provisions, including in connection with non-ordinary course asset sales, equity issuances and the incurrence of additional debt. Unless assets sold in non-ordinary course transactions were included in the borrowing base for the New Revolving Credit Facility, mandatory prepayments shall be applied first to the repayment of the Term Loan and then the New Revolving Credit Facility. The Credit Agreement also includes customary affirmative and negative covenants, including, among other things, covenants related to the fixed charge coverage ratio, payment of fees, conduct of business, maintenance of existence and assets, payment of indebtedness and the incurrence of additional indebtedness, intercompany obligations, affiliate transactions, amendments to organizational documents, and financial statements. The proceeds of the Credit Agreement were used to (i) repay and satisfy in full those certain 10.500% senior secured notes due 2018 (the “Senior Secured Notes due 2018”), (ii) provide for the Company’s general corporate needs, including working capital requirements and capital expenditures and (iii) pay the fees and expenses associated with the Credit Agreement. In connection with the redemption of all its Senior Secured Notes due 2018, the Company recorded a loss $19,316,000 on the early extinguishment of debt consisting of a redemption premium of $7,009,000, a consent payment of $6,536,000, a write-off of unamortized net debt discount of $3,600,000 and a write-off of deferred finance costs of $2,171,000. |
Segments of Business
Segments of Business | 3 Months Ended |
Nov. 30, 2015 | |
Segment Reporting [Abstract] | |
Segments of Business | 4. Segments of Business Intersegment revenues are calculated using market prices and are eliminated upon consolidation. Summarized financial information regarding the Company’s reportable segments is presented in the following tables (in thousands): Three Months Ended 2015 2014 Net Sales Retail $ 290,777 $ 379,156 Wholesale 284,164 445,541 $ 574,941 $ 824,697 Intersegment Sales Wholesale $ 104,853 $ 180,256 Operating Income Retail $ 3,508 $ 9,759 Wholesale 12,370 26,380 $ 15,878 $ 36,139 Depreciation and Amortization Retail $ 2,109 $ 1,763 Wholesale 9,593 8,589 $ 11,702 $ 10,352 November 30, August 31, Total Assets Retail $ 178,156 $ 178,200 Wholesale 708,110 707,266 $ 886,266 $ 885,466 |
Employee Benefit Plans
Employee Benefit Plans | 3 Months Ended |
Nov. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | 5. Employee Benefit Plans For the periods ended November 30, 2015 and 2014, net pension and other postretirement benefit costs were comprised of the following: Pension Benefits Other Post-Retirement Benefits Three Months Ended November 30, Three Months Ended 2015 2014 2015 2014 (in thousands) Service cost $ 168 $ 157 $ 109 $ 151 Interest cost on benefit obligation 1,356 1,213 385 413 Expected return on plan assets (1,508 ) (1,588 ) — — Amortization and deferral of net loss 318 180 (1,136 ) (786 ) Net periodic benefit cost (income) $ 334 $ (38 ) $ (642 ) $ (222 ) As of November 30, 2015, $1,445,000 of contributions have been made to the Company pension plans for the fiscal year ending August 31, 2016. The Company accrues post-retirement benefits other than pensions, during the years that the employees render the necessary service, of the expected cost of providing those benefits to an employee and the employee’s beneficiaries and covered dependents. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Nov. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 6. Fair Value Measurements The carrying values of all financial instruments classified as a current asset or a current liability approximate fair value because of the short maturity of these instruments. The fair value of marketable securities is determined by available market prices. The fair value exceeded the carrying value of the long term debt at November 30, 2015 and August 31, 2015 by $307,000 and $16,636,000, respectively. |
Enbridge Agreements
Enbridge Agreements | 3 Months Ended |
Nov. 30, 2015 | |
Text Block [Abstract] | |
Enbridge Agreements | 7. Enbridge Agreements On July 31, 2014, URC and Kiantone Pipeline Corporation (together the “Company Parties”), on the one hand, and Enbridge Energy Limited Partnership (“EEPL”) and Enbridge Pipelines Inc. (“EPI” and, together with EEPL, the “Carriers”), on the other hand, entered into a letter agreement (the “Letter Agreement”) with respect to approximately 88.85 miles of pipeline owned by the Carriers, which transports crude oil from Canada to the Company’s Kiantone Pipeline in West Seneca, New York and serves the Company’s refinery in Warren, Pennsylvania (“Line 10”). Pursuant to the Letter Agreement, the Company agreed to fund certain integrity costs necessary to maintain Line 10 (the “Integrity Costs”). Pursuant to the Letter Agreement the Carriers agreed to reconcile their actual expenses for the integrity maintenance and refund any excess payments made by the Company. The parties agreed to apply any credit to the Company as a result of such reconciliation to amounts owed by the Company for Subsequent Year Pipe Replacement Costs (as defined below). For each subsequent calendar year through the earlier of the expiration or closing of the purchase rights granted to the Company pursuant to the Put and Call Agreement (which is defined and discussed below), the Carriers will provide the Company with an invoice for the Integrity Costs for such calendar year (“Subsequent Year Integrity Costs”). The Carriers’ actual expenses with respect to the integrity maintenance and pipe replacement will be reconciled against the Subsequent Year Integrity and Pipe Replacement Costs for each fiscal year. In addition, the Company agreed to pay for half the cost of replacing certain portions of Line 10 in accordance with a plan agreed to between the Company Parties and the Carriers. The Company will pay 50% of the estimated expenses of the replacement project for each segment of Line 10 to be replaced (the “Replacement Costs”) within 30 days of its receipt of an invoice for the same, along with a project management fee of 2 1/4%. Each Carrier will initially fund the remaining 50% of the Replacement Costs during construction, provided that the Company will reimburse the Carriers for their actual cost of funds during the construction process. Once construction is complete and each replaced segment of Line 10 is put into service, and assuming the Company has not exercised its rights to purchase Line 10 pursuant to the Put and Call Agreement, the Company will repay the Carriers the 50% of the Replacement Costs they funded over a 10 year period. On November 12, 2015, pursuant to the Letter Agreement, the Company made a payment to the Carriers in the amount of $60,700,000 for Subsequent Year Pipe Replacement Costs, which amount reflects credits received by the Company upon reconciliation of the Integrity Costs funded in fiscal 2014 and other refunds due to the Company of $7,000,000 reflected in other current assets. Kiantone, as the owner of the Kiantone Pipeline, has agreed to guaranty any and all payments due by the Company pursuant to the Letter Agreement. Pursuant to the Letter Agreement, the Company and the Carriers agreed to negotiate the terms and conditions of a put and call option agreement for Line 10 (the “Put and Call Option Agreement” and, together with the Letter Agreement, the “Enbridge Agreement”). On April 8, 2015 (the “Execution Date”), the Company entered into the Put and Call Option Agreement with the Carriers as called for in the Letter Agreement. The Put and Call Option Agreement entered into with Enbridge LP (the “U.S. Agreement”) is substantially similar to the Put and Call Option Agreement entered into with Enbridge Inc. (the “Canadian Agreement” and, together with the U.S. Agreement, the “Put and Call Agreement”). The Carriers own Line 10, including real property interests through and under which Line 10 passes, the Carriers’ assignable permits related to the ownership and operation of Line 10, as well as personal property, contract rights, records and incidental rights held solely in connection with Line 10 (collectively, the “Assets”). Pursuant to the Put and Call Agreement, the Carriers granted the Company a right (the “Call Option”) to purchase all of the Assets and the Company granted the Carriers the right to put all the Assets to the Company (the “Put Option” and, together with the Call Option, the “Purchase Options”) subject to the terms and conditions of the Put and Call Agreement. The Put and Call Agreement may be terminated by the mutual consent of the Company and the Carriers and shall automatically terminate if neither Purchase Option is exercised prior to the expiration dates identified in the Put and Call Agreement. Moreover, either the Company or a Carrier may terminate the Put and Call Agreement if a closing of the Asset sale shall not have occurred on or before December 31, 2028 assuming the terminating party is not then in breach of the Put and Call Agreement and if a party has breached a representation, such breach has not been cured within the time periods allotted by the Put and Call Agreement. Finally, the Company may terminate the Put and Call Agreement by notifying the Carriers to cease the replacement work contemplated in the Letter Agreement. The Company has assessed the accounting impact of the Put and Call Agreement and determined there is no impact until the time when it becomes probable that the Put or Call will be exercised. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Nov. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 8. Subsequent Events On December 9, 2015, United Refining Company of New York Inc. (as Borrower) and United Refining Company of Pennsylvania (as Fee Owner), entered into a Loan Agreement with Signature Bank (as Administrative Agent), in the amount of $50,000,000 which matures on December 9, 2022. Pursuant to the Loan Agreement, interest is calculated as follows: (a) for LIBOR Loans, at either the LIBOR plus 2.50% or the Prime Rate, (b) for Reference Rate Loans, the Prime Rate and (c) for Fixed Rate Loans, at the Fixed Rate. Loans are secured by a first lien mortgage on certain convenience store units owned by United Refining Company of Pennsylvania. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Nov. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consist of the following: November 30, August 31, (in thousands) Crude Oil $ 54,078 $ 60,209 Petroleum Products 76,580 92,452 Lower of Cost or Market Reserve (30,814 ) — Total Lower of LIFO Cost or Market 99,844 152,661 Merchandise 24,865 24,277 Supplies 29,591 29,128 Total FIFO 54,456 53,405 Total Inventory $ 154,300 $ 206,066 |
Segments of Business (Tables)
Segments of Business (Tables) | 3 Months Ended |
Nov. 30, 2015 | |
Segment Reporting [Abstract] | |
Summarized Financial Information of Company's Reportable Segments | Summarized financial information regarding the Company’s reportable segments is presented in the following tables (in thousands): Three Months Ended 2015 2014 Net Sales Retail $ 290,777 $ 379,156 Wholesale 284,164 445,541 $ 574,941 $ 824,697 Intersegment Sales Wholesale $ 104,853 $ 180,256 Operating Income Retail $ 3,508 $ 9,759 Wholesale 12,370 26,380 $ 15,878 $ 36,139 Depreciation and Amortization Retail $ 2,109 $ 1,763 Wholesale 9,593 8,589 $ 11,702 $ 10,352 November 30, August 31, Total Assets Retail $ 178,156 $ 178,200 Wholesale 708,110 707,266 $ 886,266 $ 885,466 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 3 Months Ended |
Nov. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Components of Net Pension and Other Post-Retirement Benefit Cost | For the periods ended November 30, 2015 and 2014, net pension and other postretirement benefit costs were comprised of the following: Pension Benefits Other Post-Retirement Benefits Three Months Ended November 30, Three Months Ended 2015 2014 2015 2014 (in thousands) Service cost $ 168 $ 157 $ 109 $ 151 Interest cost on benefit obligation 1,356 1,213 385 413 Expected return on plan assets (1,508 ) (1,588 ) — — Amortization and deferral of net loss 318 180 (1,136 ) (786 ) Net periodic benefit cost (income) $ 334 $ (38 ) $ (642 ) $ (222 ) |
Description of Business and B19
Description of Business and Basis of Presentation - Additional Information (Detail) | 3 Months Ended |
Nov. 30, 2015Segment | |
Accounting Policies [Abstract] | |
Number of business segments | 2 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Nov. 30, 2015 | Aug. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Crude Oil | $ 54,078 | $ 60,209 |
Petroleum Products | 76,580 | 92,452 |
Lower of Cost or Market Reserve | (30,814) | 0 |
Total @ Lower of LIFO Cost or Market | 99,844 | 152,661 |
Merchandise | 24,865 | 24,277 |
Supplies | 29,591 | 29,128 |
Total @ FIFO | 54,456 | 53,405 |
Total Inventory | $ 154,300 | $ 206,066 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) - USD ($) | Nov. 30, 2015 | Aug. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Replacement cost of LIFO, over LIFO carrying values | $ 4,913,000 | $ 6,201,000 |
Reserve against LIFO carrying values | $ 30,814,000 | $ 0 |
Amended, Restated and Consoli22
Amended, Restated and Consolidated Revolving Credit, Term Loan and Security Agreement - Additional Information (Detail) - USD ($) | Oct. 20, 2015 | Nov. 30, 2015 | Oct. 19, 2015 |
Debt Instrument [Line Items] | |||
Loss on early extinguishment of debt | $ (19,316,000) | ||
Senior Secured Notes Due 2018 [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate of Senior Secured Notes | 10.50% | ||
Loss on early extinguishment of debt | (19,316,000) | ||
Redemption premium on note | 7,009,000 | ||
Debt instrument consent payment | 6,536,000 | ||
Deferred financing costs of Senior Secured Notes | 2,171,000 | ||
Unamortized debt discount of Senior Secured Notes | $ 3,600,000 | ||
Senior Secured Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity under new credit agreement | $ 225,000,000 | $ 175,000,000 | |
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity under new credit agreement | $ 50,000,000 | ||
Revolving credit facility expiration date | Oct. 19, 2020 | ||
Line of credit undrawn availability required | $ 15,000,000 | ||
Line of credit borrowing capacity maximum percentage | 12.50% | ||
Line of credit facility maximum repayment amount | $ 25,000,000 | ||
Line of credit minimum amount required to be maintained | $ 100,000,000 | ||
Revolving Credit Facility [Member] | Minimum [Member] | Domestic Bank Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rates | 1.25% | ||
Revolving Credit Facility [Member] | Maximum [Member] | Domestic Bank Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rates | 1.75% | ||
Revolving Credit Facility [Member] | Federal Funds Rate [Member] | Domestic Bank Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rates | 0.50% | ||
Revolving Credit Facility [Member] | LIBOR [Member] | Domestic Bank Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rates | 1.00% | ||
Revolving Credit Facility [Member] | LIBOR [Member] | Minimum [Member] | Euro Currency Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rates | 2.25% | ||
Revolving Credit Facility [Member] | LIBOR [Member] | Maximum [Member] | Euro Currency Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rates | 2.75% | ||
Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity under new credit agreement | $ 250,000,000 | ||
Debt instrument term | 10 years | ||
Term Loan [Member] | Minimum [Member] | Domestic Bank Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rates | 1.75% | ||
Term Loan [Member] | Maximum [Member] | Domestic Bank Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rates | 2.25% | ||
Term Loan [Member] | Federal Funds Rate [Member] | Domestic Bank Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rates | 0.50% | ||
Term Loan [Member] | LIBOR [Member] | Domestic Bank Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rates | 1.00% | ||
Term Loan [Member] | LIBOR [Member] | Minimum [Member] | Euro Currency Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rates | 2.75% | ||
Term Loan [Member] | LIBOR [Member] | Maximum [Member] | Euro Currency Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rates | 3.25% |
Segments of Business - Summariz
Segments of Business - Summarized Financial Information of Company's Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Nov. 30, 2015 | Nov. 30, 2014 | Aug. 31, 2015 | |
Net Sales | |||
Sales, Net | $ 574,941 | $ 824,697 | |
Operating Income | |||
Operating Income | 15,878 | 36,139 | |
Depreciation and Amortization | |||
Depreciation and Amortization | 11,702 | 10,352 | |
Total Assets | |||
Assets, Total | 886,266 | $ 885,466 | |
Operating Segments [Member] | Retail [Member] | |||
Net Sales | |||
Sales, Net | 290,777 | 379,156 | |
Operating Income | |||
Operating Income | 3,508 | 9,759 | |
Depreciation and Amortization | |||
Depreciation and Amortization | 2,109 | 1,763 | |
Total Assets | |||
Assets, Total | 178,156 | 178,200 | |
Operating Segments [Member] | Wholesale [Member] | |||
Net Sales | |||
Sales, Net | 284,164 | 445,541 | |
Operating Income | |||
Operating Income | 12,370 | 26,380 | |
Depreciation and Amortization | |||
Depreciation and Amortization | 9,593 | 8,589 | |
Total Assets | |||
Assets, Total | 708,110 | $ 707,266 | |
Intersegment Eliminations [Member] | Wholesale [Member] | |||
Intersegment Sales | |||
Intersegment Sales | $ 104,853 | $ 180,256 |
Employee Benefit Plans - Compon
Employee Benefit Plans - Components of Net Pension and Other Post-Retirement Benefit Cost (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Pension Benefits [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | $ 168 | $ 157 |
Interest cost on benefit obligation | 1,356 | 1,213 |
Expected return on plan assets | (1,508) | (1,588) |
Amortization and deferral of net loss | 318 | 180 |
Net periodic benefit cost (income) | 334 | (38) |
Other Post-Retirement Benefits [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 109 | 151 |
Interest cost on benefit obligation | 385 | 413 |
Amortization and deferral of net loss | (1,136) | (786) |
Net periodic benefit cost (income) | $ (642) | $ (222) |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Detail) $ in Thousands | 3 Months Ended |
Nov. 30, 2015USD ($) | |
Compensation and Retirement Disclosure [Abstract] | |
Defined pension plan contributions | $ 1,445 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Thousands | Nov. 30, 2015 | Aug. 31, 2015 |
Debt Instrument Fair Value Carrying Value [Abstract] | ||
Fair value of long term debt | $ 307 | $ 16,636 |
Enbridge Agreements - Additiona
Enbridge Agreements - Additional Information (Detail) | Nov. 12, 2015USD ($) | Jul. 31, 2015mi | Jul. 31, 2014 |
Open Option Contracts Written [Line Items] | |||
Other refunds due | $ 7,000,000 | ||
Initial payment percentage of replacement cost | 50.00% | ||
Initial payment period of replacement cost | 30 days | ||
Percentage of construction management fees paid | 2.25% | ||
Remaining payment percentage of replacement cost | 50.00% | ||
Funding period of remaining replacement cost | 10 years | ||
Miles of pipeline | mi | 88.85 | ||
Carriers [Member] | |||
Open Option Contracts Written [Line Items] | |||
Payment on subsequent year pipe replacement costs | $ 60,700,000 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Revolving Credit Facility [Member] - USD ($) | Dec. 09, 2015 | Oct. 20, 2015 |
Subsequent Event [Line Items] | ||
Maximum borrowing capacity under new credit agreement | $ 50,000,000 | |
Revolving credit facility expiration date | Oct. 19, 2020 | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Maximum borrowing capacity under new credit agreement | $ 50,000,000 | |
Revolving credit facility expiration date | Dec. 9, 2022 | |
Debt instrument interest rate term | (a) for LIBOR Loans, at either the LIBOR plus 2.50% or the Prime Rate, (b) for Reference Rate Loans, the Prime Rate and (c) for Fixed Rate Loans, at the Fixed Rate | |
LIBOR [Member] | Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Debt instrument interest rates | 2.50% |