United Store 10-Q 17 Jan 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Nov. 30, 2016	Jan. 17, 2017
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Nov. 30, 2016
Document Fiscal Year Focus	2,017
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, 2016	Aug. 31, 2016
Current:
Cash and cash equivalents	$ 50,589	$ 48,361
Short-term investments	10,188	10,156
Accounts receivable, net	60,243	71,504
Refundable income taxes	3,288	3,343
Inventories, net	159,936	167,062
Prepaid income taxes	11,004	4,018
Prepaid expenses and other assets	19,983	22,092
Amounts due from affiliated companies	189
Total current assets	315,420	326,536
Property, plant and equipment, net	410,080	403,631
Goodwill	1,349	1,349
Trade name	10,500	10,500
Amortizable intangible assets, net	776	807
Deferred integrity and replacement costs, net	109,505	112,892
Deferred turnaround costs and other assets, net	17,222	18,852
Total assets	864,852	874,567
Current:
Current installments of long-term debt	28,825	28,029
Accounts payable	47,044	61,832
Accrued liabilities	20,702	21,307
Sales, use and fuel taxes payable	19,942	21,649
Amounts due to affiliated companies	44	729
Total current liabilities	116,557	133,546
Long-term debt, less current installments	271,625	254,498
Deferred income taxes	49,870	48,173
Deferred retirement benefits	93,354	94,786
Total liabilities	531,406	531,003
Commitments and contingencies
Stockholder's equity:
Common stock; $.10 par value per share - shares authorized 100; issued and outstanding 100	0	0
Series A Preferred stock; $1,000 par value per share - shares authorized 25,000; issued and outstanding 14,116	14,116	14,116
Additional paid-in capital	157,316	157,316
Retained earnings	198,543	208,495
Accumulated other comprehensive loss	(36,529)	(36,363)
Total stockholder's equity	333,446	343,564
Total liabilities and stockholder's equity	$ 864,852	$ 874,567

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Nov. 30, 2016	Aug. 31, 2016
Statement of Financial Position [Abstract]
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
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, 2016	Nov. 30, 2015
Income Statement [Abstract]
Net sales	$ 513,378	$ 574,941
Costs and expenses:
Costs of goods sold (exclusive of depreciation and amortization)	466,858	504,772
Selling, general and administrative expenses	43,580	42,589
Depreciation and amortization expenses	12,252	11,702
Total costs and expenses	522,690	559,063
Operating (loss) income	(9,312)	15,878
Other expense:
Interest expense, net	(2,757)	(5,173)
Other, net	(370)	(301)
Loss on extinguishment of debt		(19,316)
Total other income(expense)	(3,127)	(24,790)
Loss before income tax benefit	(12,439)	(8,912)
Income tax benefit	(4,604)	(3,300)
Net loss	$ (7,835)	$ (5,612)

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Loss - (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Nov. 30, 2016	Nov. 30, 2015
Statement of Comprehensive Income [Abstract]
Net loss	$ (7,835)	$ (5,612)
Other comprehensive loss, net of taxes:
Unrecognized post retirement costs, net of taxes of $(97) and $(321) for the three months ended November 30, 2016 and 2015, respectively	(166)	(502)
Other comprehensive loss	(166)	(502)
Total comprehensive loss	$ (8,001)	$ (6,114)

Consolidated Statements of Com6

Consolidated Statements of Comprehensive Loss - (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Nov. 30, 2016	Nov. 30, 2015
Statement of Comprehensive Income [Abstract]
Unrecognized post retirement loss, taxes	$ (97)	$ (321)

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Nov. 30, 2016	Nov. 30, 2015
Cash flows from operating activities:
Net loss	$ (7,835)	$ (5,612)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	12,252	11,702
Amortization of debt discount and deferred financing costs	327	466
Deferred income taxes	1,794	(5,742)
Noncash portion of loss on extinguishment of debt		5,771
Loss on asset dispositions	1	27
Cash (used in) provided by working capital items	(4,409)	46,995
Change in operating assets and liabilities:
Other assets, net	169	168
Deferred retirement benefits	(1,695)	(2,627)
Total adjustments	8,439	56,760
Net cash provided by operating activities	604	51,148
Cash flows from investing activities:
Short-term investments	(32)
Additions to property, plant and equipment	(12,662)	(18,674)
Additions to deferred turnaround costs	(1,262)	(1,065)
Additions to deferred integrity and replacement costs		(53,674)
Proceeds from asset dispositions	101
Net cash used in investing activities	(13,855)	(73,413)
Cash flows from financing activities:
Dividends to preferred shareholder and stockholder	(2,117)	(2,117)
Proceeds from issuance of long-term debt	25,000	250,475
Principal reductions of long-term debt	(7,052)	(237,656)
Deferred financing costs	(352)	(4,613)
Net cash provided by financing activities	15,479	6,089
Net increase (decrease) in cash and cash equivalents	2,228	(16,176)
Cash and cash equivalents, beginning of year	48,361	117,028
Cash and cash equivalents, end of period	50,589	100,852
Cash provided by (used in) working capital items:
Accounts receivable, net	11,261	14,903
Refundable income taxes	55	(4,200)
Inventories, net	7,126	51,766
Prepaid income taxes	(6,986)
Prepaid expenses and other assets	2,109	(13,848)
Amounts due from/to affiliated companies	(874)	(1,914)
Accounts payable	(14,788)	2,454
Accrued liabilities	(605)	362
Income taxes payable		(2,002)
Sales, use, and fuel taxes payable	(1,707)	(526)
Total change	(4,409)	46,995
Cash paid during the period for:
Interest	2,483	3,808
Income taxes	$ 546	$ 8,644

Description of Business and Bas

Description of Business and Basis of Presentation	3 Months Ended
	Nov. 30, 2016
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 (“URC”) and its subsidiaries, United Refining Company of Pennsylvania and its subsidiaries and Kiantone Pipeline Corporation and its subsidiary (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 ® ® ® ® ® 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, 2016 are not necessarily indicative of the results that may be expected for the year ending August 31, 2017. 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, 2016. Recent Accounting Pronouncements In May, 2014, the FASB issued ASU No. 2014-09 “Revenue from Contracts with Customers,” which provides guidance for revenue recognition. The standard’s core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In August 2015, the FASB issued ASU No. 2015-14 which deferred the effective date of ASU 2014-09. This guidance will now be effective for our financial statements in the annual period beginning after December 15, 2017. We are currently evaluating the effect of adopting this new accounting guidance and do not expect adoption will have a material impact on our financial statements. In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” which requires debt issuance costs related directly to notes payable be deducted from the face amount of that note and the amortization of such costs be classified as interest expense. Effective November 30, 2016, the Company adopted the accounting and reporting requirements included in ASU 2015-03 and has applied these requirements retrospectively. Accordingly, the Company has included $5,150,000 of previously reported deferred financing cost assets in long-term debt, net of current installments in its August 31, 2016 consolidated balance sheet. The adoption of these accounting and reporting requirements resulted in an increase in interest expense and a decrease in other expense of $327,000 and $275,000 on the consolidated statements of operations for the three months ended November 30, 2016 and 2015, respectively. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities” (ASU 2016-01”). The standard addresses certain aspects of recognition, measurements, presentation and disclosure of financial instruments. ASU 2016-01 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017 and early adoption is not permitted. The Company expects to adopt this guidance when effective and adoption is not expected to have a material effect on the financial statements. In February 2016, the FASB issued ASU-2016-02 “Leases,” which replaces the existing guidance in Accounting Standards Codification (“ASC”) 840. This new guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018 with early adoption permitted. The guidance requires a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use (ROU) asset and a corresponding lease liability. For finance leases the lessee would recognize interest expense and amortization of the ROU asset and for operating leases the lessee would recognize a straight-line total lease expense. The Company is currently assessing the impact that adoption of this guidance will have on its financial statements and footnote disclosures. In August 2016, the FASB issued ASU 2016-15 which includes guidance to clarify how companies present and classify certain cash receipts and cash payments in the statement of cash flows, including contingent consideration payments made after a business acquisition and debt extinguishment costs. Specifically, cash payments to settle a contingent consideration liability which are not made soon after the acquisition date should be classified as cash used in financing activities up to the initial amount of contingent consideration recognized with the remaining amount classified as cash flows from operating activities. The guidance is effective for fiscal years and interim periods beginning after December 15, 2017, with early adoption permitted. The Company expects to adopt this guidance when effective and adoption is not expected to have a material effect on the financial statements.

Inventories

Inventories	3 Months Ended
	Nov. 30, 2016
Inventory Disclosure [Abstract]
Inventories	2. Inventories Inventories are stated at the lower of cost or market (LCM), 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 LCM or replacement cost and include various parts for the refinery operations. Inventories consist of the following: November 30, August 31, (in thousands) Crude Oil $ 39,847 $ 44,536 Petroleum Products 61,198 65,414 Total Lower of LIFO Cost or Market 101,045 109,950 Merchandise 27,379 26,293 Supplies 31,512 30,819 Total FIFO 58,891 57,112 Total Inventory $ 159,936 $ 167,062 As of November 30, 2016 and August 31, 2016, the replacement cost of LIFO inventories exceeded their LIFO carrying values on the balance sheets by approximately $3,397,000 and $4,718,000, respectively, which includes the LCM inventory write-down of $9,540,000 and $13,052,000, respectively, and a LIFO increase of $6,143,000 and $8,334,000, respectively.

Long-Term Debt

Long-Term Debt	3 Months Ended
	Nov. 30, 2016
Debt Disclosure [Abstract]
Long-Term Debt	3. Long-Term Debt Amended, Restated and Consolidated Revolving Credit, Term Loan and Security Agreement On October 20, 2015 (the “Closing Date”), 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 base 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. As of November 30, 2016 and August 31, 2016, there were no base rate or euro-rate borrowings outstanding under the facility. Letters of credit totaling $8,753,000 were outstanding at November 30, 2016 and August 31, 2016. 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. The Company is also 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 of $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. Term Loan – due 2022 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 a bank, 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. Under the terms of the agreement, the Company will make 84 monthly principal installments of approximately $129,000 with the remaining principal balance due on December 9, 2022. The loan is secured by a first lien mortgage on certain convenience store units owned by United Refining Company of Pennsylvania and contains various covenants applicable to the Borrower, which include, among others, maintaining a debt service coverage ratio. Payments due under a master lease between URC and the Borrower are guaranteed by the Company. Proceeds of the loan were used for general corporate purposes of the Company. Term Loan – due 2023 On October 20, 2016, Kwik-Fil, Inc. (as Borrower) and United Refining Company of Pennsylvania (as Fee Owner), entered into a loan agreement with a bank in the amount of $25,000,000 which matures on October 20, 2023. 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 greater of the Fixed Rate or 4.25% per annum. Under the terms of the agreement, the Company will make 83 monthly principal installments of approximately $83,000 with the remaining principal balance due on October 20, 2023. The loan is secured by a first lien mortgage on certain convenience store units owned by United Refining Company of Pennsylvania and contains various covenants applicable to the Borrower, which include, among others, maintaining a debt service coverage ratio. Payments due under a master lease between URC and the Borrower are guaranteed by the Company. Proceeds of the loan were used for general corporate purposes of the Company. A summary of long-term debt is as follows: November 30, August 31, (in thousands) Long-term debt: PNC term loan, LIBOR rate of 3.29%, due 2020 $ 225,000 $ 231,250 Term loan, LIBOR rate of 3.03%, due 2022 48,714 49,100 Term loan, LIBOR rate of 3.06%, due 2023 25,000 — Other long-term debt 6,911 7,327 305,625 287,677 Less: Unamortized debt issuance costs 5,175 5,150 Current installments of long-term debt 28,825 28,029 Total long-term debt, less current installments $ 271,625 $ 254,498

Segments of Business

Segments of Business	3 Months Ended
	Nov. 30, 2016
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 November 30, 2016 2015 Net Sales Retail $ 291,865 $ 290,777 Wholesale 221,513 284,164 $ 513,378 $ 574,941 Intersegment Sales Wholesale $ 108,058 $ 104,853 Operating (Loss) Income Retail $ (3,280 ) $ 3,508 Wholesale (6,032 ) 12,370 $ (9,312 ) $ 15,878 Depreciation and Amortization Retail $ 2,248 $ 2,109 Wholesale 10,004 9,593 $ 12,252 $ 11,702 November 30, August 31, Total Assets Retail $ 193,304 $ 191,063 Wholesale 671,548 683,504 $ 864,852 $ 874,567

Employee Benefit Plans

Employee Benefit Plans	3 Months Ended
	Nov. 30, 2016
Compensation and Retirement Disclosure [Abstract]
Employee Benefit Plans	5. Employee Benefit Plans For the periods ended November 30, 2016 and 2015, net pension and other postretirement benefit costs (income) were comprised of the following: Pension Benefits Other Post-Retirement Benefits Three Months Ended November 30, Three Months Ended November 30, 2016 2015 2016 2015 (in thousands) Service cost $ 143 $ 168 $ 138 $ 109 Interest cost on benefit obligation 1,001 1,356 315 385 Expected return on plan assets (1,448 ) (1,508 ) — — Amortization and deferral of net loss (income) 427 318 (691 ) (1,136 ) Net periodic benefit cost (income) $ 123 $ 334 $ (238 ) $ (642 ) As of November 30, 2016, $885,000 of contributions have been made to the Company pension plans for the fiscal year ending August 31, 2017. 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, 2016
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 the long-term debt was less than its carrying value at November 30, 2016 and August 31, 2016 by $354,000 and $220,000, respectively.

Enbridge Agreements

Enbridge Agreements	3 Months Ended
	Nov. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Enbridge Agreements	7. Enbridge Agreements On July 31, 2014, URC and Kiantone (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”). The Carriers actual expenses with respect to the integrity costs will be recorded against Integrity Costs paid for any subsequent year, as well as against any Replacement Costs, which are defined and discussed below. 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 2.25%. 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 (as defined and discussed below), the Company will repay the Carriers the 50% of the Replacement Costs they funded over a 10-year period. On April 8, 2015 (the “Execution Date”), the Company entered into the Put and Call Option Agreement with each of the Enbridge LP (the “U.S. Agreement”) and Enbridge Inc (the “Canadian Agreement”, and together with the U.S. Agreement, the “Put and Call Options Agreement”), which agreements are substantially similar. Pursuant to the Put and Call Agreement; the Company was granted a right to purchase and the Company gave the Carriers a right to put to the Company 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”). The Carrier’s Put Option is exercisable beginning on the date that is the earlier of (a) January 1, 2026 and (b) the date that is 30 days after the latest of (i) the date on which the Carriers give notice that the Line 10 replacement work performed pursuant to the Letter Agreement is sufficiently completed (as contemplated in the Call and Put Agreement) and (ii) the ninth (9 th ) anniversary of the Execution Date (the “Put Option Commencement Date”). The Put Option terminates on the date that is 24 months after either (a) the Put Option Commencement Date if such date is the first of a month or (b) the first day of the calendar month immediately following the Put Option Commencement Date if it is not the first day of the month (the “Put/Call Option Expiry Date”). The Company’s Call Option is exercisable at any time beginning on the Execution Date and ending on the Put/Call Option Expiry Date. The Company considered whether the Put and Call Agreement should be separated from the host contract in accordance with ASC 815 embedded derivative guidance and concluded that it doesn’t meet the criteria for separation. The Company determined that the Put and Call Agreement is interdependent with the Line 10 Agreement, and therefore is not freestanding and is accounted for as part of the Line 10 Agreement. As such we concluded that there is no separate accounting impact of the Put and Call Agreement until it becomes probable that it will be exercised. As of November 30, 2016, neither the Company nor the Carrier have exercised their rights under the Put and Call Agreement.

Subsequent Events

Subsequent Events	3 Months Ended
	Nov. 30, 2016
Subsequent Events [Abstract]
Subsequent Events	8. Subsequent Events On December 30, 2016, Kwik-Fil, Inc. (as Borrower) and United Refining Company of Pennsylvania (as Fee Owner), entered into a loan agreement with a bank in the amount of $25,000,000 which matures on October 20, 2023. 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 greater of the Fixed Rate or 4.25% per annum. Under the terms of the agreement, the Company will make 83 monthly principal installments of approximately $83,000 with the remaining principal balance due on October 20, 2023. The loan is secured by a first lien mortgage on certain convenience store units owned by United Refining Company of Pennsylvania and contains various covenants applicable to the Borrower, which include, among others, maintaining a debt service coverage ratio. Payments due under a master lease between URC and the Borrower are guaranteed by the Company. Proceeds of the loan were used for general corporate purposes of the Company.

Description of Business and B16

Description of Business and Basis of Presentation (Policies)	3 Months Ended
	Nov. 30, 2016
Accounting Policies [Abstract]
Description of Business and Basis of Presentation	Description of Business and Basis of Presentation The consolidated financial statements include the accounts of United Refining Company (“URC”) and its subsidiaries, United Refining Company of Pennsylvania and its subsidiaries and Kiantone Pipeline Corporation and its subsidiary (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 ® ® ® ® ® 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, 2016 are not necessarily indicative of the results that may be expected for the year ending August 31, 2017. 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, 2016.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In May, 2014, the FASB issued ASU No. 2014-09 “Revenue from Contracts with Customers,” which provides guidance for revenue recognition. The standard’s core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In August 2015, the FASB issued ASU No. 2015-14 which deferred the effective date of ASU 2014-09. This guidance will now be effective for our financial statements in the annual period beginning after December 15, 2017. We are currently evaluating the effect of adopting this new accounting guidance and do not expect adoption will have a material impact on our financial statements. In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” which requires debt issuance costs related directly to notes payable be deducted from the face amount of that note and the amortization of such costs be classified as interest expense. Effective November 30, 2016, the Company adopted the accounting and reporting requirements included in ASU 2015-03 and has applied these requirements retrospectively. Accordingly, the Company has included $5,150,000 of previously reported deferred financing cost assets in long-term debt, net of current installments in its August 31, 2016 consolidated balance sheet. The adoption of these accounting and reporting requirements resulted in an increase in interest expense and a decrease in other expense of $327,000 and $275,000 on the consolidated statements of operations for the three months ended November 30, 2016 and 2015, respectively. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities” (ASU 2016-01”). The standard addresses certain aspects of recognition, measurements, presentation and disclosure of financial instruments. ASU 2016-01 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017 and early adoption is not permitted. The Company expects to adopt this guidance when effective and adoption is not expected to have a material effect on the financial statements. In February 2016, the FASB issued ASU-2016-02 “Leases,” which replaces the existing guidance in Accounting Standards Codification (“ASC”) 840. This new guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018 with early adoption permitted. The guidance requires a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use (ROU) asset and a corresponding lease liability. For finance leases the lessee would recognize interest expense and amortization of the ROU asset and for operating leases the lessee would recognize a straight-line total lease expense. The Company is currently assessing the impact that adoption of this guidance will have on its financial statements and footnote disclosures. In August 2016, the FASB issued ASU 2016-15 which includes guidance to clarify how companies present and classify certain cash receipts and cash payments in the statement of cash flows, including contingent consideration payments made after a business acquisition and debt extinguishment costs. Specifically, cash payments to settle a contingent consideration liability which are not made soon after the acquisition date should be classified as cash used in financing activities up to the initial amount of contingent consideration recognized with the remaining amount classified as cash flows from operating activities. The guidance is effective for fiscal years and interim periods beginning after December 15, 2017, with early adoption permitted. The Company expects to adopt this guidance when effective and adoption is not expected to have a material effect on the financial statements.

Inventories (Tables)

Inventories (Tables)	3 Months Ended
	Nov. 30, 2016
Inventory Disclosure [Abstract]
Schedule of Inventories	Inventories consist of the following: November 30, August 31, (in thousands) Crude Oil $ 39,847 $ 44,536 Petroleum Products 61,198 65,414 Total Lower of LIFO Cost or Market 101,045 109,950 Merchandise 27,379 26,293 Supplies 31,512 30,819 Total FIFO 58,891 57,112 Total Inventory $ 159,936 $ 167,062

Long-Term Debt (Tables)

Long-Term Debt (Tables)	3 Months Ended
	Nov. 30, 2016
Debt Disclosure [Abstract]
Summary of Long-Term Debt	A summary of long-term debt is as follows: November 30, August 31, (in thousands) Long-term debt: PNC term loan, LIBOR rate of 3.29%, due 2020 $ 225,000 $ 231,250 Term loan, LIBOR rate of 3.03%, due 2022 48,714 49,100 Term loan, LIBOR rate of 3.06%, due 2023 25,000 — Other long-term debt 6,911 7,327 305,625 287,677 Less: Unamortized debt issuance costs 5,175 5,150 Current installments of long-term debt 28,825 28,029 Total long-term debt, less current installments $ 271,625 $ 254,498

Segments of Business (Tables)

Segments of Business (Tables)	3 Months Ended
	Nov. 30, 2016
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 November 30, 2016 2015 Net Sales Retail $ 291,865 $ 290,777 Wholesale 221,513 284,164 $ 513,378 $ 574,941 Intersegment Sales Wholesale $ 108,058 $ 104,853 Operating (Loss) Income Retail $ (3,280 ) $ 3,508 Wholesale (6,032 ) 12,370 $ (9,312 ) $ 15,878 Depreciation and Amortization Retail $ 2,248 $ 2,109 Wholesale 10,004 9,593 $ 12,252 $ 11,702 November 30, August 31, Total Assets Retail $ 193,304 $ 191,063 Wholesale 671,548 683,504 $ 864,852 $ 874,567

Employee Benefit Plans (Tables)

Employee Benefit Plans (Tables)	3 Months Ended
	Nov. 30, 2016
Compensation and Retirement Disclosure [Abstract]
Components of Net Pension and Other Post-Retirement Benefit Cost (Income)	For the periods ended November 30, 2016 and 2015, net pension and other postretirement benefit costs (income) were comprised of the following: Pension Benefits Other Post-Retirement Benefits Three Months Ended November 30, Three Months Ended November 30, 2016 2015 2016 2015 (in thousands) Service cost $ 143 $ 168 $ 138 $ 109 Interest cost on benefit obligation 1,001 1,356 315 385 Expected return on plan assets (1,448 ) (1,508 ) — — Amortization and deferral of net loss (income) 427 318 (691 ) (1,136 ) Net periodic benefit cost (income) $ 123 $ 334 $ (238 ) $ (642 )

Description of Business and Sum

Description of Business and Summary of Significant Accounting Policies - Additional Information (Detail)	3 Months Ended
	Nov. 30, 2016USD ($)Segment	Nov. 30, 2015USD ($)	Aug. 31, 2016USD ($)
Description Of Business And Summary Of Significant Accounting Policies [Line Items]
Number of business segments | Segment	2
Increase in interest expense	$ 2,757,000	$ 5,173,000
Decrease in other expense	(370,000)	(301,000)
Accounting Standards Update 2015-17 [Member]
Description Of Business And Summary Of Significant Accounting Policies [Line Items]
Deferred financing cost assets			$ 5,150,000
Increase in interest expense	327,000	275,000
Decrease in other expense	$ 327,000	$ 275,000

Inventories - Schedule of Inven

Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands	Nov. 30, 2016	Aug. 31, 2016
Inventory Disclosure [Abstract]
Crude Oil	$ 39,847	$ 44,536
Petroleum Products	61,198	65,414
Total @ Lower of LIFO Cost or Market	101,045	109,950
Merchandise	27,379	26,293
Supplies	31,512	30,819
Total @ FIFO	58,891	57,112
Total Inventory	$ 159,936	$ 167,062

Inventories - Additional Inform

Inventories - Additional Information (Detail) - USD ($)	3 Months Ended	12 Months Ended
	Nov. 30, 2016	Aug. 31, 2016
Inventory Disclosure [Abstract]
Replacement cost of LIFO, over LIFO carrying values		$ 4,718,000
Replacement cost of LIFO, under LIFO carrying values	$ 3,397,000
LCM inventory write-down	9,540,000	13,052,000
LIFO increase	$ 6,143,000	$ 8,334,000

Long-Term Debt - Additional Inf

Long-Term Debt - Additional Information (Detail)	Oct. 20, 2016USD ($)Installments	Dec. 09, 2015USD ($)Installments	Oct. 20, 2015USD ($)	Nov. 30, 2016USD ($)	Nov. 30, 2015USD ($)	Aug. 31, 2016USD ($)	Oct. 19, 2015USD ($)
Debt Instrument [Line Items]
Letter of credit outstanding under credit facility agreement				$ 8,753,000		$ 8,753,000
Loss on early extinguishment of debt					$ (19,316,000)
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] | Kwik-Fil Inc [Member]
Debt Instrument [Line Items]
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 greater of the Fixed Rate or 4.25% per annum.
Term Loan [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity under new credit agreement			$ 250,000,000
Debt instrument term			10 years
Base Rate Borrowings [Member]
Debt Instrument [Line Items]
Credit borrowings outstanding under the agreement				$ 0		0
Euro-Rate Borrowings [Member]
Debt Instrument [Line Items]
Credit borrowings outstanding under the agreement				0		$ 0
Domestic Bank Rate [Member] | Revolving Credit Facility [Member] | Minimum [Member]
Debt Instrument [Line Items]
Debt instrument interest rates			1.25%
Domestic Bank Rate [Member] | Revolving Credit Facility [Member] | Maximum [Member]
Debt Instrument [Line Items]
Debt instrument interest rates			1.75%
Domestic Bank Rate [Member] | Revolving Credit Facility [Member] | Federal Funds Rate [Member]
Debt Instrument [Line Items]
Debt instrument interest rates			0.50%
Domestic Bank Rate [Member] | Revolving Credit Facility [Member] | LIBOR [Member]
Debt Instrument [Line Items]
Debt instrument interest rates			1.00%
Domestic Bank Rate [Member] | Term Loan [Member] | Minimum [Member]
Debt Instrument [Line Items]
Debt instrument interest rates			1.75%
Domestic Bank Rate [Member] | Term Loan [Member] | Maximum [Member]
Debt Instrument [Line Items]
Debt instrument interest rates			2.25%
Domestic Bank Rate [Member] | Term Loan [Member] | Federal Funds Rate [Member]
Debt Instrument [Line Items]
Debt instrument interest rates			0.50%
Domestic Bank Rate [Member] | Term Loan [Member] | LIBOR [Member]
Debt Instrument [Line Items]
Debt instrument interest rates			1.00%
Euro Currency Rate [Member] | Revolving Credit Facility [Member] | LIBOR [Member] | Minimum [Member]
Debt Instrument [Line Items]
Debt instrument interest rates			2.25%
Euro Currency Rate [Member] | Revolving Credit Facility [Member] | LIBOR [Member] | Maximum [Member]
Debt Instrument [Line Items]
Debt instrument interest rates			2.75%
Euro Currency Rate [Member] | Term Loan [Member] | LIBOR [Member] | Minimum [Member]
Debt Instrument [Line Items]
Debt instrument interest rates			2.75%
Euro Currency Rate [Member] | Term Loan [Member] | LIBOR [Member] | Maximum [Member]
Debt Instrument [Line Items]
Debt instrument interest rates			3.25%
Senior Secured Notes Due 2018 [Member]
Debt Instrument [Line Items]
Debt instrument fixed interest rate			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
Term Loan Due 2022 [Member] | Revolving Credit Facility [Member]
Debt Instrument [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
Number of principal installments | Installments		84
Periodic principal payment		$ 129,000
Principal balance due date		Dec. 9, 2022
Term Loan Due 2022 [Member] | Revolving Credit Facility [Member] | LIBOR [Member]
Debt Instrument [Line Items]
Debt instrument interest rates		2.50%
Term Loan Due 2023 [Member] | Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity under new credit agreement	$ 25,000,000
Debt instrument fixed interest rate	4.25%
Number of principal installments | Installments	83
Periodic principal payment	$ 83,000
Principal balance due date	Oct. 23, 2023
Term Loan Due 2023 [Member] | Revolving Credit Facility [Member] | Kwik-Fil Inc [Member]
Debt Instrument [Line Items]
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 greater of the Fixed Rate or 4.25% per annum.
Term Loan Due 2023 [Member] | Revolving Credit Facility [Member] | LIBOR [Member]
Debt Instrument [Line Items]
Debt instrument interest rates	2.50%

Long-Term Debt - Summary of Lon

Long-Term Debt - Summary of Long-Term Debt (Detail) - USD ($) $ in Thousands	Nov. 30, 2016	Aug. 31, 2016
Long-term debt:
Long-term debt	$ 305,625	$ 287,677
Long-term debt	305,625	287,677
Less: Unamortized debt issuance costs	5,175	5,150
Current installments of long-term debt	28,825	28,029
Total long-term debt, less current installments	271,625	254,498
PNC Term Loan LIBOR Rate of 3.29% Due 2020 [Member]
Long-term debt:
Long-term debt	225,000	231,250
Long-term debt	225,000	231,250
Term Loan LIBOR Rate of 3.03% Due 2022 [Member]
Long-term debt:
Long-term debt	48,714	49,100
Long-term debt	48,714	49,100
Term Loan LIBOR Rate of 3.06% Due 2023 [Member]
Long-term debt:
Long-term debt	25,000
Long-term debt	25,000
Other Long Term Debt [Member]
Long-term debt:
Long-term debt	6,911	7,327
Long-term debt	$ 6,911	$ 7,327

Long-Term Debt - Summary of L26

Long-Term Debt - Summary of Long-Term Debt (Parenthetical) (Detail)	3 Months Ended
	Nov. 30, 2016
PNC Term Loan LIBOR Rate of 3.29% Due 2020 [Member]
Debt Instrument [Line Items]
Libor rate	3.29%
Term loan due	2,020
Term Loan LIBOR Rate of 3.03% Due 2022 [Member]
Debt Instrument [Line Items]
Libor rate	3.03%
Term loan due	2,022
Term Loan LIBOR Rate of 3.06% Due 2023 [Member]
Debt Instrument [Line Items]
Libor rate	3.06%
Term loan due	2,023

Segments of Business - Summariz

Segments of Business - Summarized Financial Information of Company's Reportable Segments (Detail) - USD ($) $ in Thousands	3 Months Ended
	Nov. 30, 2016	Nov. 30, 2015	Aug. 31, 2016
Net Sales
Sales, Net	$ 513,378	$ 574,941
Operating (Loss) Income
Operating (Loss) Income	(9,312)	15,878
Depreciation and Amortization
Depreciation and amortization	12,252	11,702
Total Assets
Assets, Total	864,852		$ 874,567
Operating Segments [Member] | Retail [Member]
Net Sales
Sales, Net	291,865	290,777
Operating (Loss) Income
Operating (Loss) Income	(3,280)	3,508
Depreciation and Amortization
Depreciation and amortization	2,248	2,109
Total Assets
Assets, Total	193,304		191,063
Operating Segments [Member] | Wholesale [Member]
Net Sales
Sales, Net	221,513	284,164
Operating (Loss) Income
Operating (Loss) Income	(6,032)	12,370
Depreciation and Amortization
Depreciation and amortization	10,004	9,593
Total Assets
Assets, Total	671,548		$ 683,504
Intersegment Eliminations [Member] | Wholesale [Member]
Intersegment Sales
Intersegment Sales	$ 108,058	$ 104,853

Employee Benefit Plans - Compon

Employee Benefit Plans - Components of Net Pension and Other Post-Retirement Benefit Cost (Income) (Detail) - USD ($) $ in Thousands	3 Months Ended
	Nov. 30, 2016	Nov. 30, 2015
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 143	$ 168
Interest cost on benefit obligation	1,001	1,356
Expected return on plan assets	(1,448)	(1,508)
Amortization and deferral of net loss (income)	427	318
Net periodic benefit cost (income)	123	334
Other Post-Retirement Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	138	109
Interest cost on benefit obligation	315	385
Expected return on plan assets	0	0
Amortization and deferral of net loss (income)	(691)	(1,136)
Net periodic benefit cost (income)	$ (238)	$ (642)

Employee Benefit Plans - Additi

Employee Benefit Plans - Additional Information (Detail)	3 Months Ended
	Nov. 30, 2016USD ($)
Compensation and Retirement Disclosure [Abstract]
Defined pension plan contributions	$ 885,000

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Detail) - USD ($)	Nov. 30, 2016	Aug. 31, 2016
Debt Instrument Fair Value Carrying Value [Abstract]
Fair value of long term debt	$ 354,000	$ 220,000

Enbridge Agreements - Additiona

Enbridge Agreements - Additional Information (Detail) - mi	Jul. 31, 2014	Nov. 30, 2016
Schedule of Investments [Abstract]
Miles of pipeline	88.85
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
Carrier's put option terms		The Carrier’s Put Option is exercisable beginning on the date that is the earlier of (a) January 1, 2026 and (b) the date that is 30 days after the latest of (i) the date on which the Carriers give notice that the Line 10 replacement work performed pursuant to the Letter Agreement is sufficiently completed (as contemplated in the Call and Put Agreement) and (ii) the ninth (9th) anniversary of the Execution Date (the “Put Option Commencement Date”).
Put Option termination terms		The Put Option terminates on the date that is 24 months after either (a) the Put Option Commencement Date if such date is the first of a month or (b) the first day of the calendar month immediately following the Put Option Commencement Date if it is not the first day of the month (the “Put/Call Option Expiry Date”).

Subsequent Events - Additional

Subsequent Events - Additional Information (Detail) - Revolving Credit Facility [Member]	Dec. 30, 2016USD ($)Installments	Nov. 30, 2016	Oct. 20, 2015USD ($)
Subsequent Event [Line Items]
Maximum borrowing capacity under new credit agreement			$ 50,000,000
Kwik-Fil Inc [Member]
Subsequent Event [Line Items]
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 greater of the Fixed Rate or 4.25% per annum.
Subsequent Event [Member]
Subsequent Event [Line Items]
Maximum borrowing capacity under new credit agreement	$ 25,000,000
Debt instrument fixed interest rate	4.25%
Number of principal installments | Installments	83
Periodic principal payment	$ 83,000
Principal balance due date	Oct. 23, 2023
Subsequent Event [Member] | LIBOR [Member]
Subsequent Event [Line Items]
Debt instrument interest rates	2.50%