DEI Document
DEI Document - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2021 | Jan. 31, 2022 | Jun. 30, 2021 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Transition Report | false | ||
Entity File Number | 1-16417 | ||
Entity Registrant Name | NuStar Energy L.P. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 74-2956831 | ||
Entity Address, Address Line One | 19003 IH-10 West | ||
Entity Address, City or Town | San Antonio | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 78257 | ||
City Area Code | (210) | ||
Local Phone Number | 918-2000 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1.8 | ||
Entity Partnership Units Outstanding | 110,101,839 | ||
Entity Central Index Key | 0001110805 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Common Limited Partner [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Common units | ||
Trading Symbol | NS | ||
Security Exchange Name | NYSE | ||
Series A Preferred Limited Partner [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units | ||
Trading Symbol | NSprA | ||
Security Exchange Name | NYSE | ||
Series B Preferred Limited Partner [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Series B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units | ||
Trading Symbol | NSprB | ||
Security Exchange Name | NYSE | ||
Series C Preferred Limited Partner [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Series C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units | ||
Trading Symbol | NSprC | ||
Security Exchange Name | NYSE |
AUDIT INFORMATION
AUDIT INFORMATION | 12 Months Ended |
Dec. 31, 2021 | |
Auditor [Abstract] | |
Auditor Location | San Antonio, Texas |
Auditor Name | KPMG LLP |
Auditor Firm ID | 185 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 5,637 | $ 153,625 |
Accounts receivable | 135,126 | 133,473 |
Inventories | 16,644 | 11,059 |
Prepaid and other current assets | 27,135 | 25,400 |
Total current assets | 184,542 | 323,557 |
Property, plant and equipment, at cost | 5,728,848 | 6,164,742 |
Accumulated depreciation and amortization | (2,187,206) | (2,207,230) |
Property, plant and equipment, net | 3,541,642 | 3,957,512 |
Intangible assets, net | 557,785 | 630,209 |
Goodwill | 732,356 | 766,416 |
Other long-term assets, net | 140,007 | 139,324 |
Total assets | 5,156,332 | 5,817,018 |
Current liabilities: | ||
Accounts payable | 82,446 | 71,731 |
Current portion of finance lease obligations | 3,848 | 3,839 |
Accrued interest payable | 34,139 | 50,847 |
Accrued liabilities | 79,818 | 77,770 |
Taxes other than income tax | 14,475 | 16,998 |
Total current liabilities | 214,726 | 221,185 |
Long-term debt, less current portion | 3,183,555 | 3,593,496 |
Deferred income tax liability | 11,831 | 13,011 |
Other long-term liabilities | 147,956 | 157,825 |
Total liabilities | 3,558,068 | 3,985,517 |
Commitments and contingencies (Note 14) | ||
Series D preferred limited partners (23,246,650 units outstanding as of December 31, 2021 and 2020) (Note 17) | 616,439 | 599,542 |
Partners’ equity (Note 18): | ||
Common limited partners (109,986,273 and 109,468,127 common units outstanding as of December 31, 2021 and 2020, respectively) | 299,502 | 572,314 |
Accumulated other comprehensive loss | (73,978) | (96,656) |
Total partners' equity | 981,825 | 1,231,959 |
Total liabilities, mezzanine equity and partners' equity | 5,156,332 | 5,817,018 |
Series A Preferred Limited Partner [Member] | ||
Partners’ equity (Note 18): | ||
Preferred limited partners | 218,307 | 218,307 |
Series B Preferred Limited Partner [Member] | ||
Partners’ equity (Note 18): | ||
Preferred limited partners | 371,476 | 371,476 |
Series C Preferred Limited Partner [Member] | ||
Partners’ equity (Note 18): | ||
Preferred limited partners | $ 166,518 | $ 166,518 |
CONSOLIDATED BALANCE SHEETS (pa
CONSOLIDATED BALANCE SHEETS (parenthetical) - shares | Dec. 31, 2021 | Dec. 31, 2020 | Jul. 13, 2018 | Jun. 29, 2018 |
Series D preferred units outstanding | 23,246,650 | 23,246,650 | 7,486,209 | 15,760,441 |
Limited partners common units outstanding | 109,986,273 | 109,468,127 | ||
Series A Preferred Limited Partner [Member] | ||||
Preferred units outstanding | 9,060,000 | 9,060,000 | ||
Series B Preferred Limited Partner [Member] | ||||
Preferred units outstanding | 15,400,000 | 15,400,000 | ||
Series C Preferred Limited Partner [Member] | ||||
Preferred units outstanding | 6,900,000 | 6,900,000 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues: | |||
Total revenues | $ 1,618,500 | $ 1,481,564 | $ 1,498,021 |
Costs and expenses: | |||
Asset impairment losses | 154,908 | 0 | 0 |
Goodwill impairment loss | 34,060 | 225,000 | 0 |
General and administrative expenses (excluding depreciation and amortization expense) | 113,207 | 102,716 | 107,855 |
Other depreciation and amortization expense | 7,792 | 8,625 | 8,360 |
Total costs and expenses | 1,382,046 | 1,272,462 | 1,107,105 |
Operating income | 236,454 | 209,102 | 390,916 |
Interest expense, net | (213,985) | (229,054) | (183,070) |
Loss on extinguishment of debt | 0 | (141,746) | 0 |
Other income (expense), net | 19,644 | (34,622) | 3,742 |
Income (loss) from continuing operations before income tax expense (benefit) | 42,113 | (196,320) | 211,588 |
Income tax expense | 3,888 | 2,663 | 4,754 |
Income (loss) from continuing operations, net of tax | 38,225 | (198,983) | 206,834 |
Income (loss) from discontinued operations, net of tax | 0 | 0 | (312,527) |
Net income (loss) | $ 38,225 | $ (198,983) | $ (105,693) |
Basic net income (loss) per common unit (Note 19) | |||
Continuing operations | $ (0.99) | $ (3.15) | $ 0.60 |
Discontinued operations | 0 | 0 | (2.90) |
Total net income (loss) per common unit | (0.99) | (3.15) | (2.30) |
Diluted net income (loss) per common unit (Note 19) | |||
Continuing operations | (0.99) | (3.15) | 0.60 |
Discontinued operations | 0 | 0 | (2.90) |
Total net income (loss) per common unit | $ (0.99) | $ (3.15) | $ (2.30) |
Basic weighted-average common units outstanding | 109,585,635 | 109,155,117 | 107,789,030 |
Diluted weighted-average common units outstanding | 109,585,635 | 109,155,117 | 107,854,699 |
Service [Member] | |||
Revenues: | |||
Total revenues | $ 1,157,410 | $ 1,205,494 | $ 1,148,167 |
Costs and expenses: | |||
Operating expenses (excluding depreciation and amortization expense) | 388,078 | 403,579 | 404,682 |
Depreciation and amortization expense | 266,588 | 276,476 | 264,564 |
Total costs associated with service revenues/Cost associated with product sales | 654,666 | 680,055 | 669,246 |
Product [Member] | |||
Revenues: | |||
Total revenues | 461,090 | 276,070 | 349,854 |
Costs and expenses: | |||
Total costs associated with service revenues/Cost associated with product sales | $ 417,413 | $ 256,066 | $ 321,644 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Net income (loss) | $ 38,225 | $ (198,983) | $ (105,693) |
Other comprehensive income (loss): | |||
Foreign currency translation adjustment | 601 | 1,410 | 3,527 |
Net gain (loss) on pension and other postretirement benefit adjustments, net of income tax (expense) benefit of ($61), $28 and $14 | 16,413 | (4,144) | (1,314) |
Change in unrealized loss on cash flow hedges | 0 | (30,291) | (19,045) |
Reclassification of loss on cash flow hedges to interest expense, net | 5,664 | 4,265 | 3,814 |
Total other comprehensive income (loss) | 22,678 | (28,760) | (13,018) |
Comprehensive income (loss) | $ 60,903 | $ (227,743) | $ (118,711) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Income tax (expense) benefit | $ (61) | $ 28 | $ 14 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash Flows from Operating Activities: | |||
Net income (loss) | $ 38,225 | $ (198,983) | $ (105,693) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization expense | 274,380 | 285,101 | 281,460 |
Amortization of unit-based compensation | 14,209 | 11,477 | 14,386 |
Amortization of debt related items | 12,490 | 11,463 | 5,209 |
(Gain) loss from sale or disposition of assets | (61) | 38,084 | 3,499 |
Gain from insurance recoveries | (14,860) | 0 | 0 |
Asset and goodwill impairment losses | 188,968 | 225,000 | 336,838 |
Loss on extinguishment of debt | 0 | 141,746 | 0 |
Deferred income tax (benefit) expense | (1,369) | 212 | (476) |
Changes in current assets and current liabilities (Note 20) | (14,147) | 11,928 | (44,765) |
Decrease (increase) in other long-term assets | 9,867 | (8,101) | 22,020 |
(Decrease) increase in other long-term liabilities | (6,636) | 7,920 | (1,407) |
Other, net | 412 | 151 | (2,314) |
Net cash provided by operating activities | 501,478 | 525,998 | 508,757 |
Cash Flows from Investing Activities: | |||
Capital expenditures | (181,133) | (198,079) | (533,568) |
Change in accounts payable related to capital expenditures | 1,264 | (10,645) | (12,731) |
Proceeds from insurance recoveries | 9,372 | 0 | 0 |
Proceeds from sale or disposition of assets | 246,475 | 110,640 | 228,152 |
Other, net | 0 | 0 | (1,100) |
Net cash (used in) provided by investing activities | 75,978 | (98,084) | (319,247) |
Cash Flows from Financing Activities: | |||
Proceeds from Term Loan, net of discount and issuance costs | 0 | 463,045 | 0 |
Proceeds from note offerings, net of issuance costs | 0 | 1,182,035 | 491,580 |
Proceeds from other long-term debt borrowings | 977,000 | 883,748 | 659,300 |
Proceeds from short-term debt borrowings | 0 | 52,000 | 307,500 |
Term Loan repayment, including debt extinguishment costs | 0 | (601,316) | 0 |
Other long-term debt repayments | (1,389,700) | (1,813,963) | (928,900) |
Short-term debt repayments | 0 | (57,500) | (320,500) |
Proceeds from issuance of common units | 0 | 0 | 15,000 |
Distributions to preferred unitholders | (127,551) | (124,622) | (121,693) |
Distributions to common unitholders | (175,263) | (196,203) | (258,354) |
Proceeds from (payments for) termination of interest rate swaps | 0 | (49,225) | 0 |
Payment of tax withholding for unit-based compensation | (3,384) | (10,028) | (8,771) |
Decrease in cash book overdrafts | (142) | (2,288) | (3,752) |
Other, net | (6,539) | (17,067) | (9,060) |
Net cash provided by (used in) financing activities | (725,579) | (291,384) | (177,650) |
Effect of foreign exchange rate changes on cash | 136 | 916 | (524) |
Net increase (decrease) in cash, cash equivalents and restricted cash | (147,987) | 137,446 | 11,336 |
Cash, cash equivalents and restricted cash as of the beginning of the period | 162,426 | 24,980 | 13,644 |
Cash, cash equivalents and restricted cash as of the end of the period | $ 14,439 | $ 162,426 | $ 24,980 |
CONSOLIDATED STATEMENTS OF PART
CONSOLIDATED STATEMENTS OF PARTNERS' EQUITY AND MEZZANINE EQUITY - USD ($) $ in Thousands | Total | Accumulated Other Comprehensive Loss [Member] | Preferred Limited Partner [Member] | Common Limited Partner [Member] | Series D Preferred Limited Partner [Member] |
Partners' capital - beginning balance at Dec. 31, 2018 | $ 2,257,731 | $ (54,878) | $ 756,301 | $ 1,556,308 | |
Temporary equity - beginning balance at Dec. 31, 2018 | 563,992 | ||||
Partners' capital and temporary equity - beginning balance at Dec. 31, 2018 | 2,821,723 | ||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Net income (loss) | (105,693) | 0 | 64,134 | (227,386) | |
Net income (loss), excluding portion attributable to temporary equity | (163,252) | ||||
Net income, temporary equity | $ 57,559 | ||||
Other comprehensive income (loss) | (13,018) | (13,018) | 0 | 0 | |
Cash distributions to partners | (64,134) | (258,354) | |||
Distributions to partners, temporary equity | (57,559) | ||||
Issuance of units | 15,000 | 0 | 15,000 | ||
Unit-based compensation | 20,766 | 0 | 0 | 20,766 | |
Series D Preferred Unit accretion, common | (18,085) | (18,085) | |||
Series D Preferred Unit accretion, preferred | 18,085 | ||||
Series D Preferred Unit accretion, total | 0 | ||||
Other | (444) | 0 | 0 | (444) | |
Other, temporary equity | (142) | ||||
Other, including temporary equity | (586) | ||||
Partners' capital - ending balance at Dec. 31, 2019 | 1,776,210 | (67,896) | 756,301 | 1,087,805 | |
Temporary equity - ending balance at Dec. 31, 2019 | 581,935 | ||||
Partners' capital and temporary equity - ending balance at Dec. 31, 2019 | 2,358,145 | ||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Net income (loss) | (198,983) | 0 | 64,134 | (323,865) | |
Net income (loss), excluding portion attributable to temporary equity | (259,731) | ||||
Net income, temporary equity | 60,748 | ||||
Other comprehensive income (loss) | (28,760) | (28,760) | 0 | 0 | |
Cash distributions to partners | (64,134) | (196,203) | |||
Distributions to partners, temporary equity | (60,748) | ||||
Unit-based compensation | 22,219 | 0 | 0 | 22,219 | |
Series D Preferred Unit accretion, common | (17,626) | (17,626) | |||
Series D Preferred Unit accretion, preferred | 17,626 | ||||
Series D Preferred Unit accretion, total | 0 | ||||
Other | (16) | 0 | 0 | (16) | |
Other, temporary equity | (19) | ||||
Other, including temporary equity | (35) | ||||
Partners' capital - ending balance at Dec. 31, 2020 | 1,231,959 | (96,656) | 756,301 | 572,314 | |
Temporary equity - ending balance at Dec. 31, 2020 | 599,542 | ||||
Partners' capital and temporary equity - ending balance at Dec. 31, 2020 | 1,831,501 | ||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Net income (loss) | 38,225 | 0 | 63,982 | (89,174) | |
Net income (loss), excluding portion attributable to temporary equity | (25,192) | ||||
Net income, temporary equity | 63,417 | ||||
Other comprehensive income (loss) | 22,678 | 22,678 | 0 | 0 | |
Cash distributions to partners | (63,982) | (175,263) | |||
Distributions to partners, temporary equity | (63,417) | ||||
Unit-based compensation | 8,528 | 0 | 0 | 8,528 | |
Series D Preferred Unit accretion, common | (16,903) | (16,903) | |||
Series D Preferred Unit accretion, preferred | 16,903 | ||||
Series D Preferred Unit accretion, total | 0 | ||||
Other | 0 | 0 | 0 | 0 | |
Other, temporary equity | $ (6) | ||||
Other, including temporary equity | (6) | ||||
Partners' capital - ending balance at Dec. 31, 2021 | 981,825 | $ (73,978) | $ 756,301 | $ 299,502 | |
Temporary equity - ending balance at Dec. 31, 2021 | 616,439 | ||||
Partners' capital and temporary equity - ending balance at Dec. 31, 2021 | $ 1,598,264 |
CONSOLIDATED STATEMENTS OF PA_2
CONSOLIDATED STATEMENTS OF PARTNERS' EQUITY AND MEZZANINE EQUITY (parenthetical) - $ / shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Common Limited Partner [Member] | |||
Cash distributions paid, per unit | $ 1.60 | $ 1.80 | $ 2.40 |
ORGANIZATION AND OPERATIONS
ORGANIZATION AND OPERATIONS | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND OPERATIONS | ORGANIZATION AND OPERATIONS Organization NuStar Energy L.P. (NYSE: NS) is a Delaware limited partnership primarily engaged in the transportation, terminalling and storage of petroleum products and renewable fuels and the transportation of anhydrous ammonia. Unless otherwise indicated, the terms “NuStar Energy,” “NS,” “the Partnership,” “we,” “our” and “us” are used in this report to refer to NuStar Energy L.P., to one or more of our consolidated subsidiaries or to all of them taken as a whole. Our business is managed under the direction of the board of directors of NuStar GP, LLC, the general partner of our general partner, Riverwalk Logistics, L.P., both of which are indirectly wholly owned subsidiaries of ours. Operations We conduct our operations through our subsidiaries, primarily NuStar Logistics, L.P. (NuStar Logistics) and NuStar Pipeline Operating Partnership L.P. (NuPOP). We have three business segments: pipeline, storage and fuels marketing. Pipeline. We own 3,205 miles of refined product pipelines and 2,230 miles of crude oil pipelines, as well as 5.6 million barrels of crude oil storage capacity, which comprise our Central West System. In addition, we own 2,500 miles of refined product pipelines, consisting of the East and North Pipelines, and a 2,000-mile ammonia pipeline, which comprise our Central East System. The East and North Pipelines have storage capacity of 7.4 million barrels. We charge tariffs on a per barrel basis for transporting refined products, crude oil and other feedstocks in our refined product and crude oil pipelines and on a per ton basis for transporting anhydrous ammonia in the Ammonia Pipeline. Storage. We own terminal and storage facilities in the United States, Canada and Mexico, with 44.2 million barrels of storage capacity. Our terminal and storage facilities provide storage, handling and other services on a fee basis for refined products, crude oil, specialty chemicals, renewable fuels and other liquids. Fuels Marketing. The fuels marketing segment includes our bunkering operations in the Gulf Coast, as well as certain of our blending operations associated with our Central East System. Recent Developments Point Tupper Terminal Sale Agreement. On February 11, 2022, we entered into an agreement to sell the equity interests in our wholly owned subsidiaries that own our Point Tupper terminal facility to EverWind Fuels for $60.0 million. The terminal facility has a storage capacity of 7.8 million barrels and is included in the storage segment. We expect to complete the sale in the first half of 2022 and will utilize the sales proceeds to improve our debt metrics. Please refer to Note 25 for more information. Debt Amendments. On January 28, 2022, we amended and restated our $1.0 billion unsecured revolving credit agreement to extend the maturity to April 27, 2025, replace the LIBOR-based interest rate and modify other terms. Also on January 28, 2022, we amended our $100.0 million receivables financing agreement to extend the scheduled termination date to January 31, 2025, replace the LIBOR-based interest rate and modify other terms. Please refer to Note 12 for more information. Eastern U.S. Terminals Disposition. On October 8, 2021, we completed the sale of nine U.S. terminal and storage facilities, including all our North East Terminals and one terminal in Florida (the Eastern U.S. Terminal Operations) to Sunoco LP for $250.0 million in cash (the Eastern U.S. Terminals Disposition). We recorded asset and goodwill impairment losses of $95.7 million and $34.1 million, respectively, in the third quarter of 2021. Please see Note 4 for further discussion. Houston Pipeline Impairment . In the third quarter of 2021, we recorded a long-lived asset impairment charge of $59.2 million related to the southern section of our Houston refined product pipeline. Please see Note 4 for further discussion. Senior Notes. On November 1, 2021, we repaid our $250.0 million of 4.75% senior notes due February 1, 2022 with proceeds from the Eastern U.S. Terminals Disposition. On February 1, 2021 we repaid our $300.0 million of 6.75% senior notes at maturity with borrowings under our Revolving Credit Agreement. Other Events Selby Terminal Fire. On October 15, 2019, our terminal facility in Selby, California experienced a fire that destroyed two storage tanks and temporarily shut down the terminal. The property damage was isolated, and in the fourth quarter of 2019, we incurred losses of $5.4 million, which represent the aggregate amount of our deductibles under various insurance policies. We received insurance proceeds of $28.5 million and $35.0 million, for the years ended December 31, 2021 and 2020, respectively. Gains from business interruption insurance of $4.0 million, $6.7 million and $1.3 million for the years ended December 31, 2021, 2020 and 2019, respectively, are included in “Operating expenses” in the consolidated statements of income (loss). For the year ended December 31, 2021, we recorded a gain of $14.9 million for the amount by which the insurance recoveries exceeded our expenses incurred to date, which is included in “Other income (expense), net” in the consolidated statements of income (loss). Insurance proceeds related to cleanup costs and business interruption are included in “Cash flows from operating activities” in the consolidated statements of cash flows. In addition, we received $5.8 million of insurance proceeds in January 2022. We believe we have adequate insurance to offset additional costs. Sale of Texas City Terminals . On December 7, 2020, we sold the equity interests in our wholly owned subsidiaries that owned two terminals in Texas City, Texas for $106.0 million. We recorded a non-cash loss of $34.7 million and utilized the sales proceeds to improve our debt metrics. Please refer to Note 4 for further discussion. Senior Notes. On September 14, 2020, NuStar Logistics issued $600.0 million of 5.75% senior notes due October 1, 2025 and $600.0 million of 6.375% senior notes due October 1, 2030. We received proceeds of $1,182.0 million, net of issuance costs of $18.0 million, which we used to repay outstanding borrowings under the Term Loan, as defined below, as well as outstanding borrowings under our revolving credit agreement. On September 1, 2020, we repaid our $450.0 million of 4.80% senior notes at maturity with borrowings under our revolving credit agreement. Please refer to Note 12 for further discussion. Term Loan Credit Agreement. On April 19, 2020, NuStar Energy and NuStar Logistics entered into an unsecured term loan credit agreement with certain lenders and Oaktree Fund Administration, LLC, as administrative agent for the lenders (the Term Loan). The Term Loan provided for an aggregate commitment of up to $750.0 million pursuant to a three-year unsecured term loan credit facility. On April 21, 2020 we drew $500.0 million, which we repaid on September 16, 2020. The repayment required certain contractual premiums, and we recognized a loss of $137.9 million in the third quarter of 2020. On February 16, 2021, we terminated the Term Loan. Please refer to Note 12 for further discussion about the Term Loan. Sale of St. Eustatius Operations. On July 29, 2019, we sold our St. Eustatius terminal and bunkering operations (the St. Eustatius Operations) for net proceeds of approximately $230.0 million (the St. Eustatius Disposition). In 2019, we recorded long-lived asset and goodwill impairment charges totaling $336.8 million related to the St. Eustatius Operations in “Loss from discontinued operations, net of tax” on our consolidated statement of loss. In the second quarter of 2019, we determined the St. Eustatius Operations and the European operations, which we sold in 2018, met the requirements to be reported as discontinued operations, and as a result, we reclassified certain balances to assets held for sale and liabilities held for sale and certain revenues and expenses to discontinued operations for all applicable periods presented. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Consolidation The accompanying consolidated financial statements represent the consolidated operations of the Partnership and our subsidiaries. Inter-partnership balances and transactions have been eliminated in consolidation. The operations of certain pipelines and terminals in which we own an undivided interest are proportionately consolidated in the accompanying consolidated financial statements. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. On an ongoing basis, management reviews its estimates based on currently available information. Management may revise estimates due to changes in facts and circumstances. Cash and Cash Equivalents Cash equivalents are all highly liquid investments with an original maturity of three months or less when acquired. Accounts Receivable Trade receivables are carried at amortized cost, net of a valuation allowance for current expected credit losses. We extend credit to certain customers after review of various credit indicators, including the customer’s credit rating, and obtain letters of credit, guarantees or collateral as deemed necessary. We monitor our ongoing credit exposure through active review of customer balances against contract terms and due dates and pool customer receivables based upon days outstanding, which is our primary credit risk indicator. Our review activities include timely account reconciliations, dispute resolution and payment confirmations. Inventories Inventories consist of petroleum products, materials and supplies. Inventories are valued at the lower of cost or net realizable value. Cost is determined using the weighted-average cost method. Our inventory, other than materials and supplies, consists of one end-product category, petroleum products, which we include in the fuels marketing segment. Accordingly, we determine lower of cost or net realizable value adjustments on an aggregate basis. Materials and supplies are valued at the lower of average cost or net realizable value. Restricted Cash As of December 31, 2021 and 2020, we have restricted cash representing legally restricted funds that are unavailable for general use totaling $8.8 million, which is included in “Other long-term assets, net” on the consolidated balance sheet. Property, Plant and Equipment We record additions to property, plant and equipment, including reliability and strategic capital expenditures, at cost. Repair and maintenance costs associated with existing assets that are minor in nature and do not extend the useful life of existing assets are charged to operating expenses as incurred. Depreciation of property, plant and equipment is recorded on a straight-line basis over the estimated useful lives of the related assets. When property or equipment is retired, sold or otherwise disposed of, the difference between the carrying value and the net proceeds is recognized in “Other income (expense), net” or “Loss from discontinued operations, net of tax” in the consolidated statements of income (loss) in the year of disposition. We capitalize overhead costs and interest costs incurred on funds used to construct property, plant and equipment while the asset is under construction. The overhead costs and capitalized interest are recorded as part of the asset to which they relate and are amortized over the asset’s estimated useful life as a component of depreciation expense. Leases - Lessee We lease assets used in our operations, including land, docks, and marine vessels. We record all leases on our consolidated balance sheet except for those leases with an initial term of 12 months or less, which are expensed on a straight-line basis over the lease term. We use judgment in determining the reasonably certain lease term and consider factors such as the nature and utility of the leased asset, as well as the importance of the leased asset to our operations. We calculate the present value of our lease liabilities based upon our incremental borrowing rate unless the rate implicit in the lease is readily determinable. For all of our asset classes except the other pipeline and terminal equipment asset class, we combine lease and non-lease components and account for them as a single lease component. Certain of our leases are subject to variable payment arrangements, the most notable of which include: • dockage and wharfage charges, which are based on volumes moved over leased docks and are included in our calculation of our lease payments based on minimum throughput volume requirements. We recognize charges on excess throughput volumes in profit or loss in the period in which the obligation for those payments is incurred; and • consumer price index adjustments, which are measured and included in the calculation of our lease payments based on the consumer price index at the commencement date. We recognize changes in lease payments as a result of changes in the consumer price index in profit or loss in the period in which those payments are made. See Note 15 for further discussion of our lessee arrangements. Goodwill We assess goodwill for impairment annually on October 1, or more frequently if events or changes in circumstances indicate it might be impaired. We have the option to first assess qualitative factors to determine whether it is necessary to perform a quantitative goodwill impairment test. We elected to bypass the qualitative assessment for all reporting units as of October 1, 2021 and October 1, 2020 and performed quantitative assessments, resulting in the determination that goodwill was not impaired. We measure goodwill impairment as the excess of each reporting unit’s carrying value over its fair value, not to exceed the carrying amount of goodwill for that reporting unit. The carrying value of each reporting unit equals the total identified assets (including goodwill) less the sum of each reporting unit’s identified liabilities. We used reasonable and supportable methods to assign the assets and liabilities to the appropriate reporting units in a consistent manner. As of December 31, 2021 and 2020, our reporting units to which goodwill has been allocated consisted of the following: • crude oil pipelines; • refined product pipelines; and • terminals, excluding our Point Tupper facility and our refinery crude storage tanks. Please see Notes 4 and 10 for a discussion of the balances of and changes in the carrying amount of goodwill. We recognize an impairment of goodwill if the carrying value of a reporting unit that contains goodwill exceeds its estimated fair value. In order to estimate the fair value of the reporting unit, including goodwill, management must make certain estimates and assumptions that affect the total fair value of the reporting unit including, among other things, an assessment of market conditions, projected cash flows, discount rates and growth rates. Management’s estimates of projected cash flows related to the reporting unit include, but are not limited to, future earnings of the reporting unit, assumptions about the use or disposition of the asset, estimated remaining life of the asset, and future expenditures necessary to maintain the asset’s existing service potential. We calculate the estimated fair value of each of our reporting units using a weighted-average of values calculated using an income approach and a market approach. The income approach involves estimating the fair value of each reporting unit by discounting its estimated future cash flows using a discount rate that would be consistent with a market participant’s assumption. The market approach bases the fair value measurement on information obtained from observed stock prices of public companies and recent merger and acquisition transaction data of comparable entities. Management’s estimates are based on numerous assumptions about future operations and market conditions, which we believe to be reasonable but are inherently uncertain. The uncertainties underlying our assumptions and estimates could differ significantly from actual results, including with respect to the duration and severity of the COVID-19 pandemic, which could lead to a different determination of the fair value of our assets. We will continue to monitor the business and consider additional interim analysis of goodwill as appropriate. Impairment of Long-Lived Assets We review long-lived assets, including property, plant and equipment, for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. We evaluate recoverability using undiscounted estimated net cash flows generated by the related asset or asset group. If the results of that evaluation indicate that the undiscounted cash flows are less than the carrying amount of the asset (i.e., the asset is not recoverable) we perform an impairment analysis. If our intent is to hold the asset for continued use, we determine the amount of impairment as the amount by which the net carrying value exceeds its fair value. If our intent is to sell the asset, and the criteria required to classify an asset as held for sale are met, we determine the amount of impairment as the amount by which the net carrying amount exceeds its fair value less costs to sell. See Note 4 for a discussion of our long-lived asset impairment charges. We believe that the carrying amounts of our long-lived assets as of December 31, 2021 are recoverable. Income Taxes We are a limited partnership and generally are not subject to federal or state income taxes. Accordingly, our taxable income or loss, which may vary substantially from income or loss reported for financial reporting purposes, is generally included in the federal and state income tax returns of our partners. For transfers of publicly held common units subsequent to our initial public offering, we have made an election permitted by Section 754 of the Internal Revenue Code (the Code) to adjust the common unit purchaser’s tax basis in our underlying assets to reflect the purchase price of the units. This results in an allocation of taxable income and expenses to the purchaser of the common units, including depreciation deductions and gains and losses on sales of assets, based upon the new unitholder’s purchase price for the common units. We conduct certain of our operations through taxable wholly owned corporate subsidiaries. We account for income taxes related to our taxable subsidiaries using the asset and liability method. Under this method, we recognize deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. We measure deferred taxes using enacted tax rates expected to apply to taxable income in the year those temporary differences are expected to be recovered or settled. We recognize a tax position if it is more likely than not that the tax position will be sustained, based on the technical merits of the position, upon examination. We record uncertain tax positions in the financial statements at the largest amount of benefit that is more likely than not to be realized. We had no unrecognized tax benefits as of December 31, 2021 and 2020. NuStar Energy and certain of its subsidiaries file income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. For U.S. federal and state purposes, as well as for our major non-U.S. jurisdictions, tax years subject to examination are 2016 through 2020, according to standard statute of limitations. Asset Retirement Obligations We record a liability for asset retirement obligations at the fair value of the estimated costs to retire a tangible long-lived asset at the time we incur that liability, which is generally when the asset is purchased, constructed or leased, when we have a legal obligation to incur costs to retire the asset and when a reasonable estimate of the fair value of the obligation can be made. If a reasonable estimate cannot be made at the time the liability is incurred, we record the liability when sufficient information is available to estimate the fair value. We have asset retirement obligations with respect to certain of our assets due to various legal obligations to clean and/or dispose of those assets at the time they are retired. However, these assets can be used for an extended and indeterminate period of time as long as they are properly maintained and/or upgraded. It is our practice and current intent to maintain our assets and continue making improvements to those assets based on technological advances. As a result, we believe that our assets have indeterminate lives for purposes of estimating asset retirement obligations because dates or ranges of dates upon which we would retire these assets cannot reasonably be estimated at this time. When a date or range of dates can reasonably be estimated for the retirement of any asset, we estimate the costs of performing the retirement activities and record a liability for the fair value of these costs. We also have legal obligations in the form of leases and right-of-way agreements, which require us to remove certain of our assets upon termination of the agreement. However, these lease or right-of-way agreements generally contain automatic renewal provisions that extend our rights indefinitely or we have other legal means available to extend our rights. Liabilities for conditional asset retirement obligations related to the retirement of terminal assets with lease and right-of-way agreements were not material as of December 31, 2021 and 2020. Environmental Remediation Costs Environmental remediation costs are expensed and an associated accrual established when site restoration and environmental remediation and cleanup obligations are either known or considered probable and can be reasonably estimated. These environmental obligations are based on estimates of probable undiscounted future costs using currently available technology and applying current regulations, as well as our own internal environmental policies. The environmental liabilities have not been reduced by possible recoveries from third parties. Environmental costs include initial site surveys, costs for remediation and restoration and ongoing monitoring costs, as well as fines, damages and other costs, when applicable and estimable. Adjustments to initial estimates are recorded, from time to time, to reflect changing circumstances and estimates based upon additional information developed in subsequent periods. Revenue Recognition Revenue-Generating Activities. Revenues for the pipeline segment are derived from interstate and intrastate pipeline transportation of refined products, crude oil and anhydrous ammonia and the applicable pipeline tariff on a per barrel basis for crude oil or refined products and on a per ton basis for ammonia. Revenues generated from product sales in the pipeline segment relate to surplus pipeline loss allowance volumes. Revenues for the storage segment include fees for tank storage agreements, under which a customer agrees to pay for a certain amount of storage in a tank over a period of time (storage terminal revenues), and throughput agreements, under which a customer pays a fee per barrel for volumes moving through our terminals (throughput terminal revenues). Our terminals also provide blending, additive injections, handling and filtering services for which we charge additional fees. Certain of our facilities charge fees to provide marine services such as pilotage, tug assistance, line handling, launch service, emergency response services and other ship services (all of which are considered optional services). We are considered to be the lessor in certain revenue contracts. To the extent that a contract contains both lease and non-lease components, such as when we provide both storage capacity and optional services to a customers, we combine the lease and non-lease components and account for the transaction based on the predominant component. Revenues for the fuels marketing segment are derived from the sale of petroleum products. Within our pipeline and storage segments, we provide services on uninterruptible and interruptible bases. Uninterruptible services within our pipeline segment typically result from contracts that contain take-or-pay minimum volume commitments (MVCs) from the customer. Contracts with MVCs obligate the customer to pay for that minimum amount. If a customer fails to meet its MVC for the applicable service period, the customer is obligated to pay a deficiency fee based upon the shortfall between the actual volumes transported or stored and the MVC for that service period (deficiency payments). In exchange, those contracts with MVCs obligate us to stand ready to transport volumes up to the customer’s MVC. Within our storage segment, uninterruptible services arise from contracts containing a fixed monthly fee for the portion of storage capacity reserved by the customer. These contracts require that the customer pay the fixed monthly fee, regardless of whether or not it uses our storage facility (i.e., take-or-pay obligation), and that we stand ready to store that volume. Interruptible services within our pipeline and storage segments are generally provided when and to the extent we determine the requested capacity is available. The customer typically pays a per-unit rate for the actual quantities of services it receives. For the majority of our contracts, we recognize revenue in the amount to which we have a right to invoice. Generally, payment terms do not exceed 30 days. Performance Obligations. The majority of our contracts contain a single performance obligation. For our pipeline segment, the single performance obligation encompasses multiple activities necessary to deliver our customers’ products to their destinations. Typically, we satisfy this performance obligation over time as the product volume is delivered in or out of the pipelines. Certain of our pipeline segment customer contracts include an incentive pricing structure, which provides a discounted rate for the remainder of the contract once the customer exceeds a cumulative volume. The ability to receive discounted future services represents a material right to the customer, which results in a second performance obligation in those contracts. The performance obligation for our storage segment consists of multiple activities necessary to receive, store and deliver our customers’ products. We typically satisfy this performance obligation over time as the product volume is delivered in or out of the tanks (for throughput terminal revenues) or with the passage of time (for storage terminal revenues). Product sales contracts generally include a single performance obligation to deliver specified volumes of a commodity, which we satisfy at a point in time, when the product is delivered and the customer obtains control of the commodity. Optional services described in our contracts do not provide a material right to the customer, and are not considered a separate performance obligation in the contract. If and when a customer elects an optional service, and the terms of the contract are otherwise met, those services become part of the existing performance obligation. Transaction Price. For uninterruptible services, we determine the transaction price at contract inception based on the guaranteed minimum amount of revenue over the term of the contract. For interruptible services and optional services, we determine the transaction price based on our right to invoice the customer for the value of services provided to the customer for the applicable period. In certain instances, our customers reimburse us for capital projects, in arrangements referred to as contributions in aid of construction, or CIAC. Typically, in these instances, we receive upfront payments for future services, which are included in the transaction price of the underlying service contract. We collect taxes on certain revenue transactions to be remitted to governmental authorities, which may include sales, use, value-added and some excise taxes. These taxes are not included in the transaction price and are, therefore, excluded from revenues. Allocation of Transaction Price. We allocate the transaction price to the single performance obligation that exists in the vast majority of our contracts with customers. For the few contracts that have a second performance obligation, such as those that include an incentive pricing structure, we calculate an average rate based on the estimated total volumes to be delivered over the term of the contract and the resulting estimated total revenue to be billed using the applicable rates in the contract. We allocate the transaction price to the two performance obligations by applying the average rate to product volumes as they are delivered to the customer over the term of the contract. Determining the timing and amount of volumes subject to these incentive pricing contracts requires judgment that can impact the amount of revenue allocated to the two separate performance obligations. We base our estimates on our analysis of expected future production information available from our customers or other sources, which we update at least quarterly. Some of our MVC contracts include provisions that allow the customer to apply deficiency payments to future service periods (the carryforward period). In those instances, we have not satisfied our performance obligation as we still have the obligation to perform those services, subject to contractual and/or capacity constraints, at the customer’s request. At least quarterly, we assess the customer’s ability to utilize any deficiency payments during the carryforward period. If we receive a deficiency payment from a customer that we expect the customer to utilize during the carryforward period, we defer that amount as a contract liability. We will consider the performance obligation satisfied and allocate any deferred deficiency payments to our performance obligation when the customer utilizes the deficiency payment, the carryforward period ends or we determine the customer cannot or will not utilize the deficiency payment (i.e. breakage). If our contract does not allow the customer to apply deficiency payments to future service periods, we allocate the deficiency payment to the already satisfied portion of the performance obligation. Income Allocation Our partnership agreement contains provisions for the allocation of net income to the unitholders. Our net income for each quarterly reporting period is first allocated to the preferred limited partner unitholders in an amount equal to the earned distributions for the respective reporting period. We allocate the remaining net income or loss among the common unitholders. Basic and Diluted Net Income (Loss) Per Common Unit Basic and diluted net income (loss) per common unit is determined pursuant to the two-class method. Under this method, all earnings are allocated to our limited partners and participating securities based on their respective rights to receive distributions earned during the period. Participating securities include restricted units awarded under our long-term incentive plans. We compute basic net income (loss) per common unit by dividing net income (loss) attributable to our common limited partners by the weighted-average number of common units outstanding during the period. We compute diluted net income (loss) per common unit by dividing net income (loss) attributable to our common limited partners by the sum of (i) the weighted-average number of common units outstanding during the period and (ii) the effect of dilutive potential common units outstanding during the period. Dilutive potential common units include contingently issuable performance units awarded and the Series D Preferred Units. See Note 22 for additional information on our performance units, Note 17 for additional information on our Series D Preferred Units and Note 19 for the calculation of basic and diluted net income (loss) per common unit. Derivative Financial Instruments When we apply hedge accounting, we formally document all relationships between hedging instruments and hedged items. This process includes identification of the hedging instrument and the hedged transaction, the nature of the risk being hedged and how the hedging instrument’s effectiveness will be assessed. To qualify for hedge accounting, at inception of the hedge we assess whether the derivative instruments that are used in our hedging transactions are expected to be highly effective in offsetting changes in cash flows. Throughout the designated hedge period and at least quarterly, we assess whether the derivative instruments are highly effective and continue to qualify for hedge accounting. We enter into the forward-starting swaps in order to hedge the risk of changes in the interest payments attributable to changes in the benchmark interest rate during the period from the effective date of the swap to the issuance of the forecasted debt. For forward-starting interest rate swaps designated and qualifying as cash flow hedges, we recognize the fair value of each interest rate swap in the consolidated balance sheets. We record changes in the fair value of the hedge as a component of accumulated other comprehensive income (loss) (AOCI), to the extent those cash flow hedges remain highly effective. If at any point a cash flow hedge ceases to qualify for hedge accounting, changes in the fair value of the hedge are recognized in “Interest expense, net” from that date forward. The amount accumulated in AOCI is amortized into “Interest expense, net” as the forecasted interest payments occur or if the interest payments are probable not to occur. We classify cash flows associated with our derivative instruments as operating cash flows in the consolidated statements of cash flows, except for receipts or payments associated with terminated forward-starting interest rate swap agreements, which are included in cash flows from financing activities. See Note 16 for additional information regarding our derivative financial instruments. Unit-based Compensation Unit-based compensation for our long-term incentive plans is recorded in our consolidated balance sheets based on the fair value of the awards granted and recognized as compensation expense primarily on a straight-line basis over the requisite service period. Forfeitures of our unit-based compensation awards are recognized as an adjustment to compensation expense when they occur. Unit-based compensation expense is included in “General and administrative expenses” on our consolidated statements of income (loss). Most of our currently outstanding awards are classified as equity awards as we intend to settle these awards through the issuance of our common units. See Note 22 for additional information regarding our unit-based compensation. Foreign Currency Translation The functional currencies of our foreign subsidiaries are the local currencies of the countries in which the subsidiaries are located. The assets and liabilities of our foreign subsidiaries with local functional currencies are translated to U.S. dollars at period-end exchange rates, and income and expense items are translated to U.S. dollars at weighted-average exchange rates in effect during the period. These translation adjustments are included in “Accumulated other comprehensive loss” in the equity section of the consolidated balance sheets. Gains and losses on foreign currency transactions are included in “Other income (expense), net” in the consolidated statements of income (loss). Reclassifications We have reclassified certain previously reported amounts in the consolidated financial statements and notes to conform to current-period presentation. |
NEW ACCOUNTING PRONOUNCEMENTS
NEW ACCOUNTING PRONOUNCEMENTS | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
NEW ACCOUNTING PRONOUNCEMENTS | NEW ACCOUNTING PRONOUNCEMENTS Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity In August 2020, the Financial Accounting Standards Board (FASB) issued guidance intended to simplify the accounting for convertible instruments by eliminating certain accounting models for convertible debt instruments and convertible preferred stock, requiring the calculation of diluted earnings-per-unit to include the effect of potential unit settlement for any convertible instruments that may be settled in either cash or units, and amending the disclosure requirements for convertible instruments. The guidance is effective for annual periods beginning after December 15, 2021, and early adoption was permitted for annual periods beginning after December 15, 2020. Amendments may be applied using either a modified retrospective approach or a fully retrospective approach. We adopted the amended guidance on January 1, 2022 using the modified retrospective approach. While the amended guidance did not have a material impact on our financial position, results of operations, or disclosures at adoption, changes to the earnings-per-unit guidance could result in changes to our diluted net income (loss) per common unit. Reference Rate Reform In March 2020, the FASB issued guidance intended to provide relief to companies impacted by reference rate reform. The amended guidance provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The publication of U.S. dollar LIBOR rates for the most common tenors is expected to cease after publication on June 30, 2023. As of December 31, 2021, approximately $0.6 billion of our variable-rate debt uses LIBOR as a benchmark for establishing the interest rate. In addition, the distribution rates on our Series A, B and C preferred units convert from fixed rates to floating rates based on LIBOR, beginning in December 2021, June 2022 and December 2022, respectively. The FASB’s guidance is effective as of March 12, 2020 through December 31, 2022. We adopted the guidance on the effective date on a prospective basis. The guidance did not have an impact on our financial position, results of operations or disclosures at transition, but we will continue to evaluate its impact on contracts modified on or before December 31, 2022. |
DISPOSITIONS, DISCONTINUED OPER
DISPOSITIONS, DISCONTINUED OPERATIONS AND IMPAIRMENTS | 12 Months Ended |
Dec. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISPOSITIONS, DISCONTINUED OPERATIONS AND IMPAIRMENTS | DISPOSITIONS, DISCONTINUED OPERATIONS AND IMPAIRMENTS Eastern U.S. Terminals Disposition On August 1, 2021, we entered into an agreement (the Purchase Agreement) to sell the Eastern U.S. Terminal Operations to Sunoco LP for $250.0 million in cash. The Eastern U.S. Terminal Operations include terminals in the following locations; Jacksonville, Florida; Andrews Air Force Base, Maryland; Baltimore, Maryland; Piney Point, Maryland; Virginia Beach, Virginia; Paulsboro, New Jersey; and Blue Island, Illinois, as well as both Linden, New Jersey terminals. The Eastern U.S. Terminal Operations had an aggregate storage capacity of 14.8 million barrels and were included in the storage segment. We determined these assets were no longer synergistic with our core assets. The Eastern U.S. Terminal Operations did not qualify for reporting as discontinued operations, as the sale did not represent a strategic shift that would have a major effect on our operations or financial results. We closed the sale on October 8, 2021 and used the proceeds from the sale to reduce debt and thereby improve our debt metrics. The Eastern U.S. Terminal Operations met the criteria to be classified as held for sale upon our entrance into the Purchase Agreement during the third quarter of 2021. At that time, we allocated goodwill of $34.1 million to the Eastern U.S. Terminal Operations based on its fair value relative to the terminals reporting unit, with which it had been fully integrated. We tested the allocated goodwill for impairment by comparing the fair value of the Eastern U.S. Terminal Operations to its carrying value. The results of our goodwill impairment test indicated that the carrying value of the Eastern U.S. Terminal Operations exceeded its fair value, and we recognized a related goodwill impairment charge of $34.1 million in the third quarter of 2021 to reduce the allocated goodwill to $0. The goodwill impairment loss is reported in “Goodwill impairment losses” on the consolidated statement of income for the year ended December 31, 2021. We believe that the sales price of $250.0 million provided a reasonable indication of the fair value of the Eastern U.S. Terminal Operations as it represents an exit price in an orderly transaction between market participants. The sales price is a quoted price for identical assets and liabilities in a market that is not active and, thus, our fair value estimate falls within Level 2 of the fair value hierarchy. We compared the remaining carrying value of the Eastern U.S. Terminal Operations, after its goodwill impairment, to its fair value less costs to sell. We recognized an asset impairment loss of $95.7 million in the third quarter of 2021, which is reported in “Asset impairment losses” on the consolidated statement of income for the year ended December 31, 2021. The asset impairment loss included $23.9 million related to intangible assets representing customer contracts and relationships. Houston Pipeline Impairment In the third quarter of 2021, we recorded a long-lived asset impairment charge of $59.2 million within our pipeline segment related to our refined product pipeline extending from Mt. Belvieu, Texas to Corpus Christi, Texas (the Houston Pipeline). During the third quarter of 2021, we identified an indication of impairment related to the southern section of the Houston Pipeline, specifically that its physical condition would require significant investment in order to pursue commercial opportunities. Consequently, we separated the pipeline into two distinct assets: the northern and southern sections. Our estimate of the undiscounted cash flows associated with the southern section indicated it was not recoverable. Due to the factors described above, we determined the carrying value of the southern section exceeded its fair value, and reduced its carrying value to $0. We recorded the asset impairment charge in “Asset impairment losses” on the consolidated statement of income for the year ended December 31, 2021. We determined that the northern portion of the pipeline was not impaired. Sale of Texas City Terminals On December 7, 2020, we sold the equity interests in our wholly owned subsidiaries that owned two terminals in Texas City, Texas for $106.0 million (the Texas City Sale). The two terminals had an aggregate storage capacity of 3.0 million barrels and were previously included in our storage segment. We recorded a non-cash loss of $34.7 million in “Other income (expense), net” on our consolidated statement of loss for the year ended December 31, 2020 and utilized the sales proceeds to reduce debt and thereby improve our debt metrics. Sale of St. Eustatius Operations On July 29, 2019, we sold the St. Eustatius Operations for net proceeds of approximately $230.0 million. The St. Eustatius Disposition included a 14.3 million barrel storage and terminalling facility and related assets on the island of St. Eustatius in the Caribbean Netherlands. We previously reported the terminal operations in our storage segment and the bunkering operations in our fuels marketing segment. We recognized a non-cash loss on the sale of $3.9 million in “Loss from discontinued operations, net of tax” on the consolidated statement of loss for the year ended December 31, 2019. Impairments. On January 28, 2019, the U.S. Department of the Treasury’s Office of Foreign Assets Control added Petroleos de Venezuela, S.A. (PDVSA), at the time a customer at the St. Eustatius facility, to its List of Specially Designated Nationals and Blocked Persons (the SDN List). The inclusion of PDVSA on the SDN List required us to wind down our contracts with PDVSA. Prior to winding down such contracts, PDVSA was the St. Eustatius terminal’s largest customer. The effect of the sanctions issued against PDVSA, combined with the progression in the sale negotiations that occurred during March 2019, resulted in triggering events that caused us to evaluate the long-lived assets and goodwill associated with the St. Eustatius terminal and bunkering operations for potential impairment. With respect to the terminal operations long-lived assets, our estimates of future expected cash flows included the possibility of a near-term sale, as well as continuing to operate the terminal. The carrying value of the terminal’s long-lived assets exceeded our estimate of the total expected cash flows, indicating the long-lived assets were potentially impaired. To determine an impairment amount, we estimated the fair value of the long-lived assets for comparison to the carrying amount of those assets. Our estimate of the fair value considered the expected sales price as well as estimates generated from income and market approaches using a market participant’s assumptions. The estimated fair values resulting from the market and income approaches were consistent with the expected sales price. Therefore, we concluded that the estimated sales price, which was less than the carrying amount of the long-lived assets, represented the best estimate of fair value at March 31, 2019, and we recorded a long-lived asset impairment charge of $297.3 million in the first quarter of 2019 to reduce the carrying value of the assets to their estimated fair value. We recorded an additional impairment charge of $8.4 million in the second quarter of 2019, mainly due to additional capital expenditures incurred in that quarter. With respect to the goodwill in the Statia Bunkering reporting unit, which consisted of our bunkering operations at the St. Eustatius terminal facility, we estimated the fair value based on the expected sales price discussed above, which is inclusive of the bunkering operations. As a result, we concluded the goodwill was impaired. We measured the goodwill impairment as the difference between the reporting unit’s carrying value and its fair value. Therefore, we recognized a goodwill impairment charge of $31.1 million in the first quarter of 2019 to reduce the goodwill to $0 for the Statia Bunkering reporting unit. The impairment charges are included in “Loss from discontinued operations, net of tax” on the consolidated statement of loss for the year ended December 31, 2019. Discontinued Operations. During the second quarter of 2019, we determined the assets and liabilities associated with the St. Eustatius Operations met the criteria to be classified as held for sale. We determined the St. Eustatius Operations met the requirements to be reported as discontinued operations since the St. Eustatius Disposition and the sale of the European operations in November 2018 together represented a strategic shift that will have a major impact on our operations and financial results. These sales were part of our plan to improve our debt metrics and partially fund capital projects to grow our core business in North America. Accordingly, we reclassified certain balances to assets held for sale and liabilities held for sale. The consolidated statement of loss for the year ended December 31, 2019 reflects the St. Eustatius Operations as discontinued operations. The following is a reconciliation of the major classes of line items included in “Loss from discontinued operations, net of tax” on the consolidated statements of income (loss): Year Ended December 31, 2019 (Thousands of Dollars) Revenues $ 248,981 Costs and expenses: Cost of revenues 220,595 Impairment losses 336,838 General and administrative expenses (excluding depreciation and amortization expense) 1,231 Total costs and expenses 558,664 Operating loss (309,683) Interest income, net 32 Other expense, net (2,775) Loss from discontinued operations before income tax expense (312,426) Income tax expense 101 Loss from discontinued operations, net of tax $ (312,527) The consolidated statements of cash flows have not been adjusted to separately disclose cash flows related to discontinued operations. The following table presents selected cash flow information associated with our discontinued operations: Year Ended December 31, 2019 (Thousands of Dollars) Capital expenditures $ (27,954) Significant noncash operating activities and other adjustments: Depreciation and amortization expense $ 8,536 Asset impairment losses $ 305,715 Goodwill impairment loss $ 31,123 Loss from sale of the St. Eustatius Operations $ 3,942 |
REVENUE FROM CONTRACTS WITH CUS
REVENUE FROM CONTRACTS WITH CUSTOMERS | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | REVENUE FROM CONTRACTS WITH CUSTOMERS Contract Assets and Contract Liabilities The following table provides information about contract assets and contract liabilities from contracts with customers: 2021 2020 2019 Contract Assets Contract Liabilities Contract Assets Contract Liabilities Contract Assets Contract Liabilities (Thousands of Dollars) Balances as of January 1: Current portion $ 2,694 $ (22,019) $ 2,140 $ (21,083) $ 2,066 $ (21,579) Noncurrent portion 932 (47,537) 1,003 (40,289) 539 (38,945) Held for sale — — — — — (25,357) Total 3,626 (69,556) 3,143 (61,372) 2,605 (85,881) Activity: Additions 3,888 (41,121) 5,686 (69,830) 4,890 (52,957) Transfer to accounts receivable (3,977) — (4,828) — (4,352) — Transfer to revenues, including amounts reported in discontinued operations (697) 49,207 (375) 61,646 — 77,466 Total (786) 8,086 483 (8,184) 538 24,509 Balances as of December 31: Current portion 2,336 (15,443) 2,694 (22,019) 2,140 (21,083) Noncurrent portion 504 (46,027) 932 (47,537) 1,003 (40,289) Total $ 2,840 $ (61,470) $ 3,626 $ (69,556) $ 3,143 $ (61,372) Contract assets relate to performance obligations satisfied in advance of scheduled billings. Current contract assets are included in “Other current assets” and noncurrent contract assets are included in “Other long-term assets, net” on the consolidated balance sheets. Contract liabilities relate to payments received in advance of satisfying performance obligations under a contract, which mainly result from contracts with an incentive pricing structure, CIAC payments and contracts with MVCs. The current portion of contract liabilities are included in “Accrued liabilities” and the noncurrent portion of contract liabilities are included in “Other long-term liabilities” on the consolidated balance sheets. Remaining Performance Obligations The following table presents our estimated revenue from contracts with customers for remaining performance obligations that has not yet been recognized, representing our contractually committed revenue as of December 31, 2021 (in thousands of dollars): 2022 $ 413,612 2023 277,278 2024 187,995 2025 131,877 2026 89,103 Thereafter 92,064 Total $ 1,191,929 Our contractually committed revenue, for purposes of the tabular presentation above, is generally limited to customer contracts that have fixed pricing and fixed volume terms and conditions, generally including contracts with MVC payment obligations. Disaggregation of Revenues The following table disaggregates our revenues: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Pipeline segment: Crude oil pipelines $ 331,485 $ 329,105 $ 316,417 Refined products and ammonia pipelines (excluding lessor revenues) 430,753 387,793 376,588 Total pipeline segment revenues from contracts with customers 762,238 716,898 693,005 Lessor revenues — 1,925 8,825 Total pipeline segment revenues 762,238 718,823 701,830 Storage segment: Throughput terminals 122,331 136,632 114,243 Storage terminals (excluding lessor revenues) 263,883 316,496 298,984 Total storage segment revenues from contracts with customers 386,214 453,128 413,227 Lessor revenues 41,454 41,314 40,774 Total storage segment revenues 427,668 494,442 454,001 Fuels marketing segment: Revenues from contracts with customers 428,608 268,345 342,215 Consolidation and intersegment eliminations (14) (46) (25) Total revenues $ 1,618,500 $ 1,481,564 $ 1,498,021 |
ALLOWANCE FOR CREDIT LOSSES
ALLOWANCE FOR CREDIT LOSSES | 12 Months Ended |
Dec. 31, 2021 | |
Allowance for Credit Loss [Abstract] | |
ALLOWANCE FOR CREDIT LOSSES | ALLOWANCE FOR CREDIT LOSSES The balance of and changes in the allowance for credit losses consisted of the following: Year Ended December 31, 2020 2019 (Thousands of Dollars) Balance as of beginning of year $ 72 $ 9,412 Current period provision for credit losses 441 2,322 Write-offs charged against the allowance (513) (11,662) Balance as of end of year $ — $ 72 Activity for the year ended December 31, 2021 was immaterial and the balance as of December 31, 2021 was $0. |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consisted of the following: December 31, 2021 2020 (Thousands of Dollars) Petroleum products $ 12,456 $ 7,394 Materials and supplies 4,188 3,665 Total $ 16,644 $ 11,059 We purchase petroleum products for resale. Our petroleum products consist of intermediates, gasoline, distillates and other petroleum products. Materials and supplies mainly consist of blending and additive chemicals and maintenance materials used in our pipeline and storage segments. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consisted of the following: Estimated Useful Lives December 31, 2021 2020 (Years) (Thousands of Dollars) Land, buildings and improvements 0 - 40 $ 366,525 $ 440,358 Pipelines, storage and terminals 15 - 40 4,897,041 5,253,507 Rights-of-way 20 - 40 353,262 359,441 Construction in progress 112,020 111,436 Total 5,728,848 6,164,742 Less accumulated depreciation and amortization (2,187,206) (2,207,230) Property, plant and equipment, net $ 3,541,642 $ 3,957,512 Capitalized interest costs added to property, plant and equipment, including amounts related to discontinued operations, totaled $3.9 million, $4.9 million and $8.9 million for the years ended December 31, 2021, 2020 and 2019, respectively. Depreciation and amortization expense for property, plant and equipment totaled $220.4 million, $228.8 million and $226.0 million for the years ended December 31, 2021, 2020 and 2019, respectively, including depreciation and amortization expense reported in “Loss from discontinued operations, net of tax” on the consolidated statements of income (loss). |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2021 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
INTANGIBLE ASSETS | INTANGIBLE ASSETS Intangible assets consisted of the following: Weighted-Average Amortization Period December 31, 2021 December 31, 2020 Cost Accumulated Cost Accumulated (Years) (Thousands of Dollars) Customer contracts and relationships 17 $ 793,900 $ (237,579) $ 863,900 $ (235,205) Other 47 2,359 (895) 2,359 (845) Total $ 796,259 $ (238,474) $ 866,259 $ (236,050) Intangible assets are recorded at fair value as of the date acquired. All of our intangible assets are amortized on a straight-line basis. Amortization expense for intangible assets was $48.5 million for the year ended December 31, 2021 and $51.4 million for each of the years ended December 31, 2020 and 2019. The estimated aggregate amortization expense is $44.0 million for 2022 and $38.0 million for each of the years 2023 through 2026. |
GOODWILL
GOODWILL | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL | GOODWILL The balances of and changes in the carrying amount of goodwill by segment were as follows: Pipeline Storage Total (Thousands of Dollars) Balances as of January 1, 2020 $ 704,231 $ 301,622 $ 1,005,853 Activity for the year ended December 31, 2020: Goodwill impairment loss on crude oil pipelines (225,000) — (225,000) Texas City Sale — (14,437) (14,437) Balances as of December 31, 2020: Goodwill 704,231 287,185 991,416 Accumulated impairment loss (225,000) — (225,000) Net goodwill 479,231 287,185 766,416 Activity for the year ended December 31, 2021: Goodwill impairment loss on Eastern U.S. Terminal Operations — (34,060) (34,060) Balances as of December 31, 2021: Goodwill 704,231 253,125 957,356 Accumulated impairment loss (225,000) — (225,000) Net goodwill $ 479,231 $ 253,125 $ 732,356 Eastern U.S. Terminals Operations. On October 8, 2021, we completed the sale of the Eastern U.S. Terminals Operations. In the third quarter of 2021, the Eastern U.S. Terminal Operations met the criteria to be classified as held for sale, and we tested the allocated goodwill for impairment. We recognized a goodwill impairment charge of $34.1 million in the third quarter of 2021. Please see Note 4 for additional information on the disposition. Texas City Sale. On December 7, 2020, we completed the Texas City Sale and the goodwill associated with the sold terminals was included in the calculation of the loss on sale. Please see Note 4 for additional information on the sale. 2020 Impairment. In March 2020, the COVID-19 pandemic and actions taken by the Organization of Petroleum Exporting Countries and other oil-producing nations (OPEC+) resulted in severe disruptions in the capital and commodities markets, which led to significant decline in our unit price. As a result, our equity market capitalization fell significantly. The decline in crude oil prices and demand for petroleum products also led to a decline in expected earnings from some of our goodwill reporting units. These factors and others related to COVID-19 and OPEC+ caused us to conclude there were triggering events that occurred in March 2020 that required us to perform a goodwill impairment test as of March 31, 2020. We recognized a goodwill impairment charge of $225.0 million in the first quarter of 2020, which is reported in the pipeline segment. Our assessment did not identify any other reporting units at risk of a goodwill impairment. We calculated the estimated fair value of each of our reporting units using a weighted-average of values determined from an income approach and a market approach. The income approach involves estimating the fair value of each reporting unit by discounting its estimated future cash flows using a discount rate that would be consistent with a market participant’s assumption. The market approach bases the fair value measurement on information obtained from observed stock prices of public companies and recent merger and acquisition transaction data of comparable entities. In order to estimate the fair value of goodwill, management must make certain estimates and assumptions that affect the total fair value of the reporting unit including, among other things, an assessment of market conditions, projected cash flows, discount rates and growth rates. Management’s estimates of projected cash flows related to the reporting unit include, but are not limited to, future earnings of the reporting unit, assumptions about the use or disposition of assets included in the reporting unit, estimated remaining lives of those assets, and future expenditures necessary to maintain the assets’ existing service potential. The assumptions in the fair value measurement reflect the current market environment, industry-specific factors and company-specific factors. The decline in expected earnings from certain of our long-lived assets was also an indicator that the carrying values of these long-lived assets may not be recoverable. Prior to performing the goodwill impairment test, we tested these long-lived assets for recoverability and determined they were fully recoverable as of March 31, 2020. Management’s estimates are based on numerous assumptions about future operations and market conditions, which we believe to be reasonable but are inherently uncertain. The uncertainties underlying our assumptions and estimates could differ significantly from actual results, including with respect to the duration and severity of the COVID-19 pandemic. |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2021 | |
Accrued Liabilities, Current [Abstract] | |
ACCRUED LIABILITIES | ACCRUED LIABILITIES Accrued liabilities consisted of the following: December 31, 2021 2020 (Thousands of Dollars) Employee wages and benefit costs $ 40,209 $ 27,805 Revenue contract liabilities 15,443 22,019 Operating lease liabilities 10,346 10,890 Environmental costs 3,378 5,371 Other 10,442 11,685 Accrued liabilities $ 79,818 $ 77,770 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Short-term debt consisted of the current portion of finance leases, with balances of $3.8 million as of December 31, 2021 and 2020. Please refer to Note 15 for additional information. Long-term debt consisted of the following: December 31, Maturity 2021 2020 (Thousands of Dollars) Revolving Credit Agreement April 27, 2025 (a) $ 110,500 $ — 6.75% senior notes February 1, 2021 — 300,000 4.75% senior notes February 1, 2022 — 250,000 5.75% senior notes October 1, 2025 600,000 600,000 6.00% senior notes June 1, 2026 500,000 500,000 5.625% senior notes April 28, 2027 550,000 550,000 6.375% senior notes October 1, 2030 600,000 600,000 Subordinated Notes January 15, 2043 402,500 402,500 GoZone Bonds 2038 thru 2041 322,140 322,140 Receivables Financing Agreement January 31, 2025 (a) 83,800 57,000 Net fair value adjustments, unamortized discounts and unamortized debt issuance costs N/A (38,315) (42,382) Total long-term debt (excluding finance leases) 3,130,625 3,539,258 Finance leases (refer to Note 15) 52,930 54,238 Long-term debt, less current portion $ 3,183,555 $ 3,593,496 (a) On January 28, 2022, the maturity date on the Revolving Credit Agreement was extended from October 27, 2023 to April 27, 2025 and the scheduled termination date of the Receivables Financing Agreement was extended from September 20, 2023 to January 31, 2025. The long-term debt repayments (excluding finance leases) as of December 31, 2021 are due as follows (in thousands of dollars): 2022 $ — 2023 (a) 194,300 2024 — 2025 600,000 2026 500,000 Thereafter 1,874,640 Total repayments 3,168,940 Net fair value adjustments, unamortized discounts and unamortized debt issuance costs (38,315) Total long-term debt (excluding finance leases) $ 3,130,625 (a) On January 28, 2022, the maturity date on the Revolving Credit Agreement was extended from October 27, 2023 to April 27, 2025 and the scheduled termination date of the Receivables Financing Agreement was extended from September 20, 2023 to January 31, 2025. Interest payments totaled $220.0 million, $207.2 million and $183.8 million for the years ended December 31, 2021, 2020 and 2019, respectively, related to debt obligations. We amortized an aggregate of $7.9 million, $11.4 million and $6.5 million of debt issuance costs and debt discount combined for the years ended December 31, 2021, 2020 and 2019, respectively. Revolving Credit Agreement As of December 31, 2021, NuStar Logistics’ $1.0 billion revolving credit agreement (the Revolving Credit Agreement) had $884.8 million available for borrowing and $110.5 million borrowings outstanding. Letters of credit issued under the Revolving Credit Agreement totaled $4.7 million as of December 31, 2021. Letters of credit limit the amount we can borrow under the Revolving Credit Agreement. Obligations under the Revolving Credit Agreement are guaranteed by NuStar Energy and NuPOP. The Revolving Credit Agreement is subject to maximum consolidated debt coverage ratio and minimum consolidated interest coverage ratio requirements, which may limit the amount we can borrow to an amount less than the total amount available for borrowing. For the rolling period ending December 31, 2021, the maximum allowed consolidated debt coverage ratio (as defined in the Revolving Credit Agreement) may not exceed 5.00-to-1.00 and the minimum consolidated interest coverage ratio (as defined in the Revolving Credit Agreement), must not be less than 1.75-to-1.00. The Revolving Credit Agreement also contains customary restrictive covenants, such as limitations on indebtedness, liens, mergers, asset transfers and certain investing activities. As of December 31, 2021, we believe that we are in compliance with the covenants in the Revolving Credit Agreement. Prior to the amendment on January 28, 2022, described below, the Revolving Credit Agreement bore interest, at our option, based on an alternative base rate or a LIBOR-based rate. The interest rate on the Revolving Credit Agreement is subject to adjustment if our debt rating is downgraded (or upgraded) by certain credit rating agencies. In August of 2020, Moody’s Investor Service Inc. downgraded our credit rating from Ba2 to Ba3. This rating downgrade caused the interest rate on our Revolving Credit Agreement to increase by 0.25% effective August 2020. The interest rate on the Revolving Credit Agreement and certain fees under the Receivables Financing Agreement, defined below, are the only debt arrangements that are subject to adjustment if our debt rating is downgraded (or upgraded) by certain credit rating agencies. As of December 31, 2021, our weighted-average interest rate under our Revolving Credit Agreement was 2.9%. During the year ended December 31, 2021, the weighted-average interest rate related to borrowings under the Revolving Credit Agreement was 2.7%. On January 28, 2022, we amended and restated our unsecured Revolving Credit Agreement to, among other things: (i) extend the maturity date from October 27, 2023 to April 27, 2025; (ii) increase the maximum amount of letters of credit capable of being issued from $400.0 million to $500.0 million; (iii) replace LIBOR benchmark provisions with customary secured overnight financing rate, or SOFR, benchmark provisions; (iv) remove the 0.50x increase permitted in our consolidated debt coverage ratio for certain rolling periods in which an acquisition for aggregate net consideration of at least $50.0 million occurs; and (v) add baskets and exceptions to certain negative covenants. On April 6, 2020, we amended the Revolving Credit Agreement to allow for certain transactions related to the GoZone Bonds discussed below. On March 6, 2020, we amended the Revolving Credit Agreement to, among other things, reduce the total amount available for borrowing from $1.2 billion to $1.0 billion and increase the rates included in the definition of Applicable Rate contained in the Revolving Credit Agreement. Notes NuStar Logistics Senior Notes. On November 1, 2021, we repaid our $250.0 million of 4.75% senior notes due February 1, 2022 with proceeds from the Eastern U.S. Terminals Disposition. We repaid our $300.0 million of 6.75% senior notes due February 1, 2021 and our $450.0 million of 4.8% senior notes due September 1, 2020 with borrowings under our Revolving Credit Agreement. On September 14, 2020, NuStar Logistics issued $600.0 million of 5.75% senior notes due October 1, 2025 and $600.0 million of 6.375% senior notes due October 1, 2030. We received proceeds of $1,182.0 million, net of issuance costs of $18.0 million, which we used to repay outstanding borrowings and the early repayment premiums under the Term Loan, as defined below, as well as outstanding borrowings under our Revolving Credit Agreement. The issuance of the 5.75% and 6.375% senior notes bolstered our liquidity to address our senior note maturities that we repaid in 2021. On May 22, 2019, NuStar Logistics issued $500.0 million of 6.0% senior notes due June 1, 2026. We received net proceeds of $491.6 million, which we used to repay outstanding borrowings under our Revolving Credit Agreement. Interest is payable semi-annually in arrears for the $600.0 million of 5.75% senior notes, $500.0 million of 6.0% senior notes, $550.0 million of 5.625% senior notes and $600.0 million of 6.375% senior notes (collectively, the NuStar Logistics Senior Notes). The NuStar Logistics Senior Notes do not have sinking fund requirements. These notes rank equally with existing senior unsecured indebtedness and senior to existing subordinated indebtedness of NuStar Logistics and contain restrictions on NuStar Logistics’ ability to incur secured indebtedness unless the same security is also provided for the benefit of holders of the NuStar Logistics Senior Notes. In addition, the NuStar Logistics Senior Notes limit the ability of NuStar Logistics and its subsidiaries to, among other things, incur indebtedness secured by certain liens, engage in certain sale-leaseback transactions and engage in certain consolidations, mergers or asset sales. At the option of NuStar Logistics, the NuStar Logistics Senior Notes may be redeemed in whole or in part at any time at a redemption price, plus accrued and unpaid interest to the redemption date. If we undergo a change of control, as defined in the supplemental indentures for the NuStar Logistics Senior Notes, each holder of the applicable senior notes may require us to repurchase all or a portion of its notes at a price equal to 101% of the principal amount of the notes repurchased, plus any accrued and unpaid interest to the date of repurchase. The NuStar Logistics Senior Notes are fully and unconditionally guaranteed by NuStar Energy and NuPOP. NuStar Logistics Subordinated Notes. NuStar Logistics’ $402.5 million of fixed-to-floating rate subordinated notes are due January 15, 2043 (the Subordinated Notes). The Subordinated Notes are fully and unconditionally guaranteed on an unsecured and subordinated basis by NuStar Energy and NuPOP. Effective January 15, 2018, the interest rate on the Subordinated Notes switched to an annual rate equal to the sum of the three-month LIBOR for the related quarterly interest period, plus 6.734% payable quarterly, commencing April 15, 2018, unless payment is deferred in accordance with the terms of the notes. NuStar Logistics may elect to defer interest payments on the Subordinated Notes on one or more occasions for up to five consecutive years. Deferred interest will accumulate additional interest at a rate equal to the interest rate then applicable to the Subordinated Notes until paid. If NuStar Logistics elects to defer interest payments, NuStar Energy cannot declare or make cash distributions to its unitholders during the period that interest payments are deferred. As of December 31, 2021, the interest rate was 6.9%. The Subordinated Notes do not have sinking fund requirements and are subordinated to existing senior unsecured indebtedness of NuStar Logistics and NuPOP. The Subordinated Notes do not contain restrictions on NuStar Logistics’ ability to incur additional indebtedness, including debt that ranks senior in priority of payment to the notes. In addition, the Subordinated Notes do not limit NuStar Logistics’ ability to incur indebtedness secured by liens or to engage in certain sale-leaseback transactions. Effective January 15, 2018, we may redeem the Subordinated Notes in whole or in part at a redemption price equal to 100% of the principal amount plus accrued and unpaid interest to the redemption date. Gulf Opportunity Zone Revenue Bonds In 2008, 2010 and 2011, the Parish of St. James, Louisiana issued Revenue Bonds Series 2008, Series 2010, Series 2010A, Series 2010B and Series 2011 associated with our St. James terminal expansions pursuant to the Gulf Opportunity Zone Act of 2005 for an aggregate $365.4 million (collectively, the GoZone Bonds). Following the issuances, the proceeds were deposited with a trustee and were disbursed to us upon our request for reimbursement of expenditures related to our St. James terminal. On March 4, 2020, NuStar Logistics repaid $43.3 million of GoZone Bonds with unused funds, which had been held in trust. NuStar Logistics is obligated to make payments in amounts sufficient to pay the principal of, premium, if any, interest and certain other payments on, the GoZone Bonds. On June 3, 2020, NuStar Logistics completed the reoffering and conversion of the GoZone Bonds through supplements to the original indentures governing the GoZone Bonds and supplements to the original agreements between NuStar Logistics and the Parish of St. James, which, among other things, converted the interest rate from a weekly rate to a long-term rate. In connection with the reoffering and conversion, we terminated the letters of credit previously issued by various individual banks on our behalf to support the payments required in connection with the GoZone Bonds, and NuStar Energy and NuPOP guaranteed NuStar Logistics’ obligations with respect to the GoZone Bonds. We did not receive any proceeds from the reoffering, and the reoffering did not increase our outstanding debt. The following table summarizes the GoZone Bonds outstanding as of December 31, 2021: Series Date Issued Amount Mandatory Maturity Date (Thousands of Dollars) Series 2008 June 26, 2008 $ 55,440 6.10 % June 1, 2030 June 1, 2038 Series 2010 July 15, 2010 100,000 6.35 % n/a July 1, 2040 Series 2010A October 7, 2010 43,300 6.35 % n/a October 1, 2040 Series 2010B December 29, 2010 48,400 6.10 % June 1, 2030 December 1, 2040 Series 2011 August 9, 2011 75,000 5.85 % June 1, 2025 August 1, 2041 Total $ 322,140 Interest on the GoZone Bonds accrues from June 3, 2020 and is payable semi-annually on June 1 and December 1 of each year, beginning December 1, 2020. The holders of the Series 2008, Series 2010B and Series 2011 GoZone Bonds are required to tender their bonds at the applicable mandatory purchase date in exchange for 100% of the principal plus accrued and unpaid interest, after which these bonds will potentially be remarketed with a new interest rate established. Each of the Series 2010 and Series 2010A GoZone Bonds is subject to redemption on or after June 1, 2030 by the Parish of St. James, at our option, in whole or in part, at a redemption price of 100% of the principal amount to be redeemed plus accrued interest. The Series 2008, Series 2010B and Series 2011 GoZone Bonds are not subject to optional redemption. NuStar Logistics’ agreements with the Parish of St. James related to the GoZone Bonds contain (i) customary restrictive covenants that limit the ability of NuStar Logistics and its subsidiaries, to, among other things, create liens or enter into sale-leaseback transactions, consolidations, mergers or asset sales and (ii) a change of control provision that provides each holder the right to require the trustee, with funds provided by NuStar Logistics, to repurchase all or a portion of that holder’s GoZone Bonds upon a change of control at a price equal to 101% of the aggregate principal amount repurchased, plus any accrued and unpaid interest. Receivables Financing Agreement NuStar Energy and NuStar Finance LLC (NuStar Finance), a special purpose entity and wholly owned subsidiary of NuStar Energy, are parties to a $100.0 million receivables financing agreement with a third-party lender (the Receivables Financing Agreement) and agreements with certain of NuStar Energy’s wholly owned subsidiaries (together with the Receivables Financing Agreement, the Securitization Program). Under the Securitization Program, certain of NuStar Energy’s wholly owned subsidiaries (collectively, the Originators), sell their accounts receivable to NuStar Finance on an ongoing basis, and NuStar Finance provides the newly acquired accounts receivable as collateral for its revolving borrowings under the Receivables Financing Agreement. NuStar Energy provides a performance guarantee in connection with the Securitization Program. The amount available for borrowing is based on the availability of eligible receivables and other customary factors and conditions. The Securitization Program contains various customary affirmative and negative covenants and default, indemnification and termination provisions, and the Receivables Financing Agreement provides for acceleration of amounts owed upon the occurrence of certain specified events. NuStar Finance’s sole activity consists of purchasing such receivables and providing them as collateral under the Securitization Program. NuStar Finance is a separate legal entity and the assets of NuStar Finance, including these accounts receivable, are not available to satisfy the claims of creditors of NuStar Energy, the Originators or their affiliates. On January 28, 2022, the Receivables Financing Agreement was amended to, among other things: (i) extend the scheduled termination date from September 20, 2023 to January 31, 2025; (ii) reduce the floor rate in the calculation of our borrowing rates; and (iii) replace provisions related to the LIBOR rate of interest with references to SOFR rates of interest. On September 3, 2020, the Receivables Financing Agreement was amended to, among other things: (i) reduce the amount available for borrowing from $125.0 million to $100.0 million, (ii) provide that the failure to satisfy the consolidated debt coverage ratio, as defined in the Revolving Credit Agreement, would constitute an Event of Default as defined in the Receivables Financing Agreement, and (iii) increase the interest rate. Prior to the January 28, 2022 amendment described above, borrowings by NuStar Finance under the Receivables Financing Agreement bore interest at the applicable bank rate, as defined under the Receivables Financing Agreement. Following the amendment, borrowings under the Receivables Financing Agreement bear interest, at NuStar Finance’s option, at a base rate or a SOFR rate, each as defined in the Receivables Financing Agreement. As of December 31, 2021 and 2020, accounts receivable totaling $119.2 million and $110.6 million, respectively, were included in the Securitization Program. The weighted average interest rate related to outstanding borrowings under the Securitization Program during the year ended December 31, 2021 was 2.3%. Term Loan Credit Agreement On April 19, 2020, NuStar Energy and NuStar Logistics entered into an unsecured term loan credit agreement with certain lenders and Oaktree Fund Administration, LLC, as administrative agent for the lenders. The Term Loan provided for an aggregate commitment of up to $750.0 million pursuant to a three-year unsecured term loan credit facility. NuStar Logistics drew $500.0 million (the Initial Loan) on April 21, 2020 (the Initial Loan Funding Date). We utilized the proceeds from the Initial Loan, net of the original issue discount of $22.5 million (3.0% of the total commitment) and issuance costs of $14.4 million, to repay outstanding borrowings under our Revolving Credit Agreement. The Term Loan bolstered our liquidity to address near-term senior note maturities. On September 16, 2020, we used a portion of the net proceeds from the issuance of the 5.75% and 6.375% senior notes to repay the $500.0 million of outstanding borrowings under the Term Loan and pay related early repayment premiums totaling $97.6 million. We also recognized costs of $40.3 million related to unamortized debt issuance costs, unamortized discount and a commitment fee, which resulted in a loss from extinguishment of debt of $137.9 million in the third quarter of 2020. On February 16, 2021, we terminated the Term Loan. Outstanding borrowings bore interest at an aggregate rate of 12.0% per annum, and the Term Loan was subject to a commitment fee in the amount of 5.0% per annum on the average daily undrawn amount of $250.0 million until April 19, 2021. |
HEALTH, SAFETY AND ENVIRONMENTA
HEALTH, SAFETY AND ENVIRONMENTAL MATTERS | 12 Months Ended |
Dec. 31, 2021 | |
Environmental Remediation Obligations [Abstract] | |
HEALTH, SAFETY AND ENVIRONMENTAL MATTERS | HEALTH, SAFETY AND ENVIRONMENTAL MATTERS Our operations are subject to extensive international, federal, state and local environmental laws and regulations, in the U.S. and in the other countries in which we operate, including those relating to the discharge of materials into the environment, waste management, remediation, the characteristics and composition of fuels, climate change and greenhouse gases. Our operations are also subject to extensive health, safety and security laws and regulations, including those relating to worker and pipeline safety, pipeline and storage tank integrity and operations security. The principal environmental, health, safety and security risks associated with our operations relate to unauthorized emissions into the air, releases into soil, surface water or groundwater, personal injury and property damage. We have adopted policies, practices, systems and procedures designed to comply with the laws and regulations, and to help minimize and mitigate these risks, limit the liability that could result from such events, prevent material environmental or other damage, ensure the safety of our employees and the public and secure our pipelines, terminals and operations. Compliance with environmental, health, safety and security laws, regulations and related permits increases our capital expenditures and operating expenses, and violation of these laws, regulations or permits could result in significant civil and criminal liabilities, injunctions or other penalties. Future governmental action and regulatory initiatives could result in more restrictive laws and regulations, which could increase required capital expenditures and operating expenses. The risk of additional compliance expenditures, expenses and liabilities are inherent to government-regulated industries, including midstream energy. As a result, there can be no assurances that significant expenditures, expenses and liabilities will not be incurred in the future. Most of our pipelines are subject to federal regulation by one or more of the following governmental agencies: the Federal Energy Regulatory Commission (the FERC), the Surface Transportation Board (the STB), the Department of Transportation (DOT), the Environmental Protection Agency (EPA) and the Department of Homeland Security. Additionally, our pipelines are subject to the respective jurisdictions of the states those lines traverse. Environmental and safety exposures and liabilities are difficult to assess and estimate due to unknown factors such as the timing and extent of remediation, the determination of our liability in proportion to other parties, improvements in cleanup technologies and the extent to which environmental and safety laws and regulations may change in the future. Although environmental and safety costs may have a significant impact on the results of operations for any single period, we believe that such costs will not have a material adverse effect on our financial position. The balance of and changes in the accruals for environmental matters were as follows: Year Ended December 31, 2021 2020 (Thousands of Dollars) Balance as of the beginning of year $ 8,373 $ 7,938 Additions to accrual 2,044 3,692 Payments (2,669) (3,257) Balance as of the end of year $ 7,748 $ 8,373 Accruals for environmental matters are included in the consolidated balance sheets as follows: December 31, 2021 2020 (Thousands of Dollars) Accrued liabilities $ 3,378 $ 5,371 Other long-term liabilities 4,370 3,002 Accruals for environmental matters $ 7,748 $ 8,373 |
COMMITMENTS, CONTINGENCIES AND
COMMITMENTS, CONTINGENCIES AND UNCERTAINTIES | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS, CONTINGENCIES AND UNCERTAINTIES | COMMITMENTS, CONTINGENCIES AND UNCERTAINTIES Commitments Future minimum rental payments applicable to all noncancellable purchase obligations as of December 31, 2021 are as follows: Payments Due by Period 2022 2023 2024 2025 2026 Thereafter Total (Thousands of Dollars) Purchase obligations $ 10,606 $ 5,125 $ 2,226 $ 1,552 $ 753 $ 5,466 $ 25,728 Our purchase obligations primarily consist of an eleven-year chemical supply agreement related to our pipelines that terminates in 2022 and various service agreements with information technology providers. Contingencies We have contingent liabilities resulting from various litigation, claims and commitments. We record accruals for loss contingencies when losses are considered probable and can be reasonably estimated. Legal fees associated with defending the Partnership in legal matters are expensed as incurred. We accrued $0.1 million and $2.6 million for contingent losses as of December 31, 2021 and 2020, respectively. The amount that will ultimately be paid related to such matters may differ from the recorded accruals, and the timing of such payments is uncertain. We evaluate each contingent loss at least quarterly, and more frequently as each matter progresses and develops over time, and we do not believe that the resolution of any particular claim or proceeding, or all matters in the aggregate, would have a material adverse effect on our results of operations, financial position or liquidity. Uncertainties The coronavirus, or COVID-19, had a severe negative impact on global economic activity during 2020, significantly reducing demand for petroleum products and increasing the volatility of crude oil prices, beginning in March 2020. While the U.S. economy has demonstrated signs of stabilization and improvement in 2021, ongoing uncertainty surrounding the COVID-19 pandemic has caused and may continue to cause volatility and could have a significant impact on management’s estimates and assumptions in 2022 and beyond. |
LEASE ASSETS AND LIABILITIES
LEASE ASSETS AND LIABILITIES | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Lessee, operating leases [Text Block] | LEASE ASSETS AND LIABILITIES Lessee Arrangements Our operating leases consist primarily of land and dock leases at various terminal facilities. As of December 31, 2021, land and dock leases have remaining terms generally of up to four years and include options to extend, some up to twenty years, which we are reasonably certain to exercise. During 2020, we modified three leases for marine vessels at our Point Tupper terminal facility in order to extend their lease terms by five years. The modifications and related remeasurements resulted in additional lease liabilities and right-of-use assets totaling $20.1 million. The primary component of our finance lease portfolio is a dock at our Corpus Christi North Beach terminal facility, which includes a commitment for minimum dockage and wharfage throughput volumes. The dock lease has a remaining term of approximately four years and three additional five-year renewal periods, all of which we are reasonably certain to exercise. Right-of-use assets and lease liabilities included in our consolidated balance sheet were as follows: December 31, Balance Sheet Location 2021 2020 (Thousands of Dollars) Right-of-Use Assets: Operating Other long-term assets, net $ 76,867 $ 87,443 Finance Property, plant and equipment, net of accumulated amortization of $13,561 and $8,444 $ 71,002 $ 73,319 Lease Liabilities: Operating: Current Accrued liabilities $ 10,346 $ 10,890 Noncurrent Other long-term liabilities 65,060 74,899 Total operating lease liabilities $ 75,406 $ 85,789 Finance: Current Current portion of finance lease obligations $ 3,848 $ 3,839 Noncurrent Long-term debt, less current portion 52,930 54,238 Total finance lease liabilities $ 56,778 $ 58,077 As of December 31, 2021, maturities of our operating and finance lease liabilities were as follows: Operating Leases Finance Leases (Thousands of Dollars) 2022 $ 12,252 $ 5,831 2023 10,960 5,705 2024 10,656 5,217 2025 8,705 4,424 2026 5,876 3,979 Thereafter 48,542 52,399 Total lease payments $ 96,991 $ 77,555 Less: Interest 21,585 20,777 Present value of lease liabilities $ 75,406 $ 56,778 Costs incurred for leases, including costs associated with discontinued operations, were as follows: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Operating lease cost $ 15,323 $ 16,814 $ 29,167 Finance lease cost: Amortization of right-of-use assets $ 5,251 $ 4,700 $ 3,748 Interest expense on lease liability $ 2,081 $ 2,201 $ 2,212 Short-term lease cost $ 14,198 $ 15,359 $ 19,140 Variable lease cost $ 4,939 $ 8,653 $ 6,990 Total lease cost $ 41,792 $ 47,727 $ 61,257 The table below presents additional information regarding our leases. 2021 2020 2019 Operating Finance Operating Finance Operating Finance (Thousands of Dollars, Except Term and Rate Data) For the year ended Cash outflows from $ 12,829 $ 2,090 $ 14,487 $ 2,208 $ 27,567 $ 2,027 Cash outflows from $ — $ 4,244 $ — $ 4,981 $ — $ 3,700 Right-of-use assets obtained in exchange for lease liabilities $ 3,278 $ 3,173 $ 20,830 $ 3,077 $ 2,153 $ 4,430 As of December 31: Weighted-average 13 18 13 19 15 20 Weighted-average 3.2 % 3.6 % 3.2 % 3.7 % 3.6 % 3.7 % |
Lessee, finance leases [Text Block] | LEASE ASSETS AND LIABILITIES Lessee Arrangements Our operating leases consist primarily of land and dock leases at various terminal facilities. As of December 31, 2021, land and dock leases have remaining terms generally of up to four years and include options to extend, some up to twenty years, which we are reasonably certain to exercise. During 2020, we modified three leases for marine vessels at our Point Tupper terminal facility in order to extend their lease terms by five years. The modifications and related remeasurements resulted in additional lease liabilities and right-of-use assets totaling $20.1 million. The primary component of our finance lease portfolio is a dock at our Corpus Christi North Beach terminal facility, which includes a commitment for minimum dockage and wharfage throughput volumes. The dock lease has a remaining term of approximately four years and three additional five-year renewal periods, all of which we are reasonably certain to exercise. Right-of-use assets and lease liabilities included in our consolidated balance sheet were as follows: December 31, Balance Sheet Location 2021 2020 (Thousands of Dollars) Right-of-Use Assets: Operating Other long-term assets, net $ 76,867 $ 87,443 Finance Property, plant and equipment, net of accumulated amortization of $13,561 and $8,444 $ 71,002 $ 73,319 Lease Liabilities: Operating: Current Accrued liabilities $ 10,346 $ 10,890 Noncurrent Other long-term liabilities 65,060 74,899 Total operating lease liabilities $ 75,406 $ 85,789 Finance: Current Current portion of finance lease obligations $ 3,848 $ 3,839 Noncurrent Long-term debt, less current portion 52,930 54,238 Total finance lease liabilities $ 56,778 $ 58,077 As of December 31, 2021, maturities of our operating and finance lease liabilities were as follows: Operating Leases Finance Leases (Thousands of Dollars) 2022 $ 12,252 $ 5,831 2023 10,960 5,705 2024 10,656 5,217 2025 8,705 4,424 2026 5,876 3,979 Thereafter 48,542 52,399 Total lease payments $ 96,991 $ 77,555 Less: Interest 21,585 20,777 Present value of lease liabilities $ 75,406 $ 56,778 Costs incurred for leases, including costs associated with discontinued operations, were as follows: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Operating lease cost $ 15,323 $ 16,814 $ 29,167 Finance lease cost: Amortization of right-of-use assets $ 5,251 $ 4,700 $ 3,748 Interest expense on lease liability $ 2,081 $ 2,201 $ 2,212 Short-term lease cost $ 14,198 $ 15,359 $ 19,140 Variable lease cost $ 4,939 $ 8,653 $ 6,990 Total lease cost $ 41,792 $ 47,727 $ 61,257 The table below presents additional information regarding our leases. 2021 2020 2019 Operating Finance Operating Finance Operating Finance (Thousands of Dollars, Except Term and Rate Data) For the year ended Cash outflows from $ 12,829 $ 2,090 $ 14,487 $ 2,208 $ 27,567 $ 2,027 Cash outflows from $ — $ 4,244 $ — $ 4,981 $ — $ 3,700 Right-of-use assets obtained in exchange for lease liabilities $ 3,278 $ 3,173 $ 20,830 $ 3,077 $ 2,153 $ 4,430 As of December 31: Weighted-average 13 18 13 19 15 20 Weighted-average 3.2 % 3.6 % 3.2 % 3.7 % 3.6 % 3.7 % |
Lessor, operating leases [Text Block] | Lessor Arrangements We have entered into certain revenue arrangements where we are considered to be the lessor. Under the largest of these arrangements, we lease certain of our storage tanks in exchange for a fixed fee, subject to an annual consumer price index adjustment. The operating leases commenced on January 1, 2017, and have initial terms of 10 years with successive automatic renewal terms. We recognized lease revenues from these leases of $41.5 million, $41.3 million, and $40.8 million for the years ended December 31, 2021, 2020, and 2019, respectively, which are included in “Service revenues” in the consolidated statements of income (loss). As of December 31, 2021, we expect to receive minimum lease payments totaling $195.6 million, based upon the consumer price index as of the adoption date. We will recognize these payments ratably over the remaining initial lease term. The table below presents cost, accumulated depreciation and useful life information related to our storage lease assets, which are included in our “Pipeline, storage and terminals” asset class within property, plant and equipment: Estimated Useful Life December 31, 2021 2020 (Years) (Thousands of Dollars) Lease storage assets, at cost 30 $ 246,841 $ 241,664 Less accumulated depreciation (139,200) (130,217) Lease storage assets, net $ 107,641 $ 111,447 |
DERIVATIVES AND FAIR VALUE MEAS
DERIVATIVES AND FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
FAIR VALUE MEASUREMENTS | DERIVATIVES AND FAIR VALUE MEASUREMENTS Derivative Instruments We utilize various derivative instruments to manage our exposure to interest rate risk and commodity price risk. Our risk management policies and procedures are designed to monitor interest rates, futures and swap positions and over-the-counter positions, as well as physical commodity volumes, grades, locations and delivery schedules, to help ensure that our hedging activities address our market risks. Commodity Price Risk. The results of operations for the fuels marketing segment depend largely on the margin between our cost and the sales prices of the products we market. Therefore, the results of operations for this segment are more sensitive to changes in commodity prices compared to the operations of the pipeline and storage segments. Since our fuels marketing operations expose us to commodity price risk, we enter into derivative instruments to mitigate the effect of commodity price fluctuations on our operations. Derivative financial instruments associated with commodity price risk with respect to our petroleum product inventories and related firm commitments to purchase and/or sell such inventories were not material for any period presented. Interest Rate Risk. We were a party to certain interest rate swap agreements to manage our exposure to changes in interest rates, which consisted of forward-starting interest rate swap agreements related to forecasted debt issuances. We entered into these swaps in order to hedge the risk of fluctuations in the required interest payments attributable to changes in the benchmark interest rate during the period from the effective date of the swap to the issuance of the forecasted debt. Under the terms of the swaps, we paid a weighted-average fixed rate and received a rate based on the three-month USD LIBOR. These swaps qualified as cash flow hedges, and we designated them as such. We recorded mark-to-market adjustments as a component of AOCI, and the amount in AOCI is recognized in “Interest expense, net” as the forecasted interest payments occur or if the interest payments are probable not to occur. In June 2020, in connection with the reoffering and conversion of the GoZone Bonds, we terminated forward-starting interest rate swaps with an aggregate notional amount of $250.0 million and paid $49.2 million, which will be amortized into “Interest expense, net” as the related forecasted interest payments occur. The termination payments are included in cash flows from financing activities on the consolidated statements of cash flows. Please see Note 2 for additional information. In conjunction with the early repayment of our $250.0 million 4.75% senior notes due February 1, 2022 in the fourth quarter of 2021, we reclassified a loss of $0.8 million from AOCI to “Interest expense, net.” The remaining fair value amounts associated with unwound interest rate swap agreements are presented in the table below. These amounts are amortized ratably over the remaining life of the related debt instrument into “Interest expense, net” on the consolidated statements of income (loss). December 31, Unwound Interest Rate Swap Agreements Balance Sheet Location 2021 2020 (Thousands of Dollars) Fixed-to-floating Long-term debt, less current portion $ — $ 1,363 Forward-starting Accumulated other comprehensive loss $ (36,486) $ (42,150) Our forward-starting interest rate swaps had the following impact on earnings: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Change in unrealized loss on cash flow hedges $ — $ (30,291) $ (19,045) Reclassification of loss on cash flow hedges to interest expense, net $ 5,664 $ 4,265 $ 3,814 As of December 31, 2021, we expect to reclassify a loss of $2.1 million to “Interest expense, net” within the next twelve months associated with unwound forward-starting interest rate swap agreements. Fair Value Measurements We segregate the inputs used in measuring fair value into three levels: Level 1, defined as observable inputs such as quoted prices for identical assets or liabilities in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable, such as quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in markets that are not active; and Level 3, defined as unobservable inputs for which little or no market data exists. We consider counterparty credit risk and our own credit risk in the determination of all estimated fair values. We recognize cash equivalents, receivables, payables and debt in our consolidated balance sheets at their carrying amounts. The fair values of these financial instruments, except for long-term debt other than finance leases, approximate their carrying amounts. The estimated fair values and carrying amounts of the long-term debt, excluding finance leases, were as follows: December 31, 2021 2020 (Thousands of Dollars) Fair value $ 3,459,153 $ 3,799,378 Carrying amount $ 3,130,625 $ 3,539,258 We have estimated the fair value of our publicly traded notes based upon quoted prices in active markets; therefore, we determined that the fair value of our publicly traded notes falls in Level 1 of the fair value hierarchy. With regard to our other debt, for which a quoted market price is not available, we have estimated the fair value using a discounted cash flow analysis using current incremental borrowing rates for similar types of borrowing arrangements and determined that the fair value falls in Level 2 of the fair value hierarchy. The carrying value includes net fair value adjustments, unamortized discounts and unamortized debt issuance costs. |
SERIES D CUMULATIVE CONVERTIBLE
SERIES D CUMULATIVE CONVERTIBLE PREFERRED UNITS | 12 Months Ended |
Dec. 31, 2021 | |
Temporary Equity Disclosure [Abstract] | |
SERIES D CUMULATIVE CONVERTIBLE PREFERRED UNITS | SERIES D CUMULATIVE CONVERTIBLE PREFERRED UNITS Series D Preferred Units Issued and Outstanding On June 26, 2018, the Partnership entered into a purchase agreement (the Series D Preferred Unit Purchase Agreement) with investment funds, accounts and entities (collectively, the Purchasers) managed by EIG Management Company, LLC and FS/EIG Advisors, LLC to issue and sell Series D Cumulative Convertible Preferred Units (Series D Preferred Units) in a private placement. The following is a summary of our Series D Preferred Units issued and outstanding as of December 31, 2021: Original Issuance Date Number of Units Issued and Outstanding Purchase Price per Unit Initial Closing June 29, 2018 15,760,441 $ 25.38 Second Closing July 13, 2018 7,486,209 $ 25.38 Total 23,246,650 The Series D Preferred Units rank equal to other classes of preferred units and senior to common units in the Partnership with respect to distribution rights and rights upon liquidation. The Series D Preferred Units generally vote on an as-converted basis with the common units and have certain class voting rights with respect to a limited number of matters as set forth in the partnership agreement. The Partnership is required to use its commercially reasonable efforts to register the Series D Preferred Units after the second anniversary of the Initial Closing, no later than one year after receipt of a written request from holders holding a majority of the Series D Preferred Units to register the Series D Preferred Units. If the Partnership fails to cause such registration statement to become effective by the applicable date, the Partnership will be required to pay certain amounts to the holders as liquidated damages. Series D Preferred Units Distributions Distributions on the Series D Preferred Units are payable out of any legally available funds, accrue and are cumulative from the issuance dates and are payable on the 15th day (or next business day) of each of March, June, September and December, beginning September 17, 2018, to holders of record on the first business day of each payment month. The distribution rates on the Series D Preferred Units are as follows: (i) 9.75%, or $57.6 million, per annum ($0.619 per unit per distribution period) for the first two years; (ii) 10.75%, or $63.4 million, per annum ($0.682 per unit per distribution period) for years three through five; and (iii) the greater of 13.75%, or $81.1 million, per annum ($0.872 per unit per distribution period) or the distribution per common unit thereafter. While the Series D Preferred Units are outstanding, the Partnership will be prohibited from paying distributions on any junior securities, including the common units, unless full cumulative distributions on the Series D Preferred Units (and any parity securities) have been, or contemporaneously are being, paid or set aside for payment through the most recent Series D Preferred Unit distribution payment date. Any Series D Preferred Unit distributions in excess of $0.635 per unit may be paid, in the Partnership’s sole discretion, in additional Series D Preferred Units, with the remainder paid in cash. If we fail to pay in full any Series D Preferred Unit distribution amount, then, until we pay such distributions in full, the applicable distribution rate for each of those distribution periods shall be increased by $0.048 per Series D Preferred Unit. In addition, if we fail to pay in full any Series D Preferred Unit distribution amount for three consecutive distribution periods, then until we pay such distributions in full: (i) each holder of the Series D Preferred Units may elect to convert its Series D Preferred Units into common units on a one-for-one basis, plus any unpaid Series D distributions, (ii) one person selected by the holders holding a majority of the outstanding Series D Preferred Units shall become an additional member of our board of directors and (iii) we will not be permitted to incur any indebtedness (as defined in the Revolving Credit Agreement) or engage in any acquisitions or asset sales in excess of $50.0 million without the consent of the holders holding a majority of the outstanding Series D Preferred Units. In addition, we will permanently lose the ability to pay any part of the distributions on the Series D Preferred Units in the form of additional Series D Preferred Units. In January 2022, our board of directors declared a distribution of $0.682 per Series D Preferred Unit to be paid on March 15, 2022. Series D Preferred Units Conversion and Redemption Features On or after June 29, 2020, each holder of Series D Preferred Units may convert all or any portion of its Series D Preferred Units into common units on a one-for-one basis (plus any unpaid Series D distributions), subject to anti-dilution adjustments, at any time, but not more than once per quarter, so long as any conversion is for at least $50.0 million based on the Purchase Price per Unit (or such lesser amount representing all of a holder’s Series D Preferred Units). The Partnership may redeem all or any portion of the Series D Preferred Units, in an amount not less than $50.0 million for cash at a redemption price equal to, as applicable: (i) $31.73 per Series D Preferred Unit at any time on or after June 29, 2023 but prior to June 29, 2024; (ii) $30.46 per Series D Preferred Unit at any time on or after June 29, 2024 but prior to June 29, 2025; (iii) $29.19 per Series D Preferred Unit at any time on or after June 29, 2025; plus, in each case, the sum of any unpaid distributions on the applicable Series D Preferred Unit plus the distributions prorated for the number of days elapsed (not to exceed 90) in the period of redemption (Series D Partial Period Distributions). The holders have the option to convert the units prior to such redemption as discussed above. Additionally, at any time on or after June 29, 2028, each holder of Series D Preferred Units will have the right to require the Partnership to redeem all of the Series D Preferred Units held by such holder at a redemption price equal to $29.19 per Series D Preferred Unit plus any unpaid Series D distributions plus the Series D Partial Period Distributions. If a holder of Series D Preferred Units exercises its redemption right, the Partnership may elect to pay up to 50% of such amount in common units (which shall be valued at 93% of a volume-weighted average trading price of the common units); provided, that the common units to be issued do not, in the aggregate, exceed 15% of NuStar Energy’s common equity market capitalization at the time. Series D Preferred Units Change of Control Upon certain events involving a change of control, each holder of the Series D Preferred Units may elect to: (i) convert its Series D Preferred Units into common units on a one-for-one basis, plus any unpaid Series D distributions; (ii) require the Partnership to redeem its Series D Preferred Units for an amount equal to the sum of (a) $29.82 per Series D Preferred Unit plus (b) any unpaid Series D distributions plus (c) the applicable distribution amount for the distribution periods ending after the change of control event and prior to (but including) the fourth anniversary of the Initial Closing; (iii) if the Partnership is the surviving entity and its common units continue to be listed, continue to hold its Series D Preferred Units; or (iv) if the Partnership will not be the surviving entity, or it will be the surviving entity but its common units will cease to be listed, require the Partnership to use its commercially reasonable efforts to deliver a security in the surviving entity that has substantially similar terms as the Series D Preferred Units; however, if the Partnership is unable to deliver a mirror security, each holder is still entitled to option (i) or (ii) above. Series D Preferred Units Accounting Treatment The Series D Preferred Units include redemption provisions at the option of the holders of the Series D Preferred Units and upon a Series D Change of Control (as defined in the partnership agreement), which are outside the Partnership’s control. Therefore, the Series D Preferred Units are presented in the mezzanine section of the consolidated balance sheets. The Series D Preferred Units have been recorded at their issuance date fair value, net of issuance costs. We reassess the presentation of the Series D Preferred Units in our consolidated balance sheets on a quarterly basis. The Series D Preferred Units are subject to accretion from their carrying value at the issuance date to the redemption value, which is based on the redemption right of the Series D Preferred Unit holders that may be exercised at any time on or after June 29, 2028, using the effective interest method over a period of ten years. In the calculation of net income per unit, the |
PARTNERS' EQUITY
PARTNERS' EQUITY | 12 Months Ended |
Dec. 31, 2021 | |
Partners' Capital Notes [Abstract] | |
PARTNERS' EQUITY | PARTNERS’ EQUITY Series A, B and C Preferred Units The following is a summary of our Series A, Series B and Series C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (collectively the Series A, B and C Preferred Units) issued and outstanding as of December 31, 2021: Units Original Number of Units Issued and Outstanding Price per Unit Fixed Distribution Rate per Annum (as a Percentage of the $25.00 Liquidation Preference per Unit) Fixed Distribution Rate per Unit per Annum Fixed Distribution per Annum (in thousands of dollars) Optional Redemption Date/Date at Which Distribution Rate Becomes Floating Floating Annual Rate (as a Percentage of the $25.00 Liquidation Preference per Unit) Series A Preferred Units November 25, 9,060,000 $ 25.00 8.50 % $ 2.125 $ 19,252 December 15, 2021 Three-month LIBOR plus 6.766% Series B Preferred Units April 28, 2017 15,400,000 $ 25.00 7.625 % $ 1.90625 $ 29,357 June 15, Three-month LIBOR plus 5.643% Series C Preferred Units November 30, 2017 6,900,000 $ 25.00 9.00 % $ 2.25 $ 15,525 December 15, 2022 Three-month LIBOR plus 6.88% The Series A Preferred Units switched from a fixed distribution rate to a floating rate on December 15, 2021, with the floating rate set forth below for the period indicated: Period Distribution Rate per Unit Total Distribution (Thousands of Dollars) December 15, 2021 - March 14, 2022 $ 0.43606 $ 3,951 Distributions on the Series A, B and C Preferred Units are payable out of any legally available funds, accrue and are cumulative from the original issuance dates, and are payable on the 15th day (or the next business day) of each of March, June, September and December of each year to holders of record on the first business day of each payment month. The Series A, B and C Preferred Units rank equal to each other and to the Series D Preferred Units, and senior to all of our other classes of equity securities with respect to distribution rights and rights upon liquidation. In January 2022, our board of directors declared quarterly distributions with respect to the Series A, B and C Preferred Units to be paid on March 15, 2022. We may redeem any of our outstanding Series A, B and C Preferred Units at any time on or after the optional redemption date set forth above for each series of the Series A, B and C Preferred Units, in whole or in part, at a redemption price of $25.00 per unit plus an amount equal to all accumulated and unpaid distributions to, but not including, the date of redemption, whether or not declared. We may also redeem the Series A, B and C Preferred Units upon the occurrence of certain rating events or a change of control as defined in our partnership agreement. In the case of the latter instance, if we choose not to redeem the Series A, B and C Preferred Units, those preferred unitholders may have the ability to convert their Series A, B and C Preferred Units to common units at the then applicable conversion rate. Holders of the Series A, B and C Preferred Units have no voting rights except for certain exceptions set forth in our partnership agreement. Common Units Issuances of Common Units. In the fourth quarter of 2019, we issued 527,426 common units at a price of $28.44 per unit to William E. Greehey, Chairman of the Board of Directors of NuStar GP, LLC. We used the proceeds of $15.0 million from the sale of these units for general partnership purposes. The following table shows the balance of and changes in the number of our common units outstanding: Year Ended December 31, 2021 2020 2019 Balance as of the beginning of year 109,468,127 108,527,806 107,225,156 Issuance of units — — 527,426 Unit-based compensation (refer to Note 22 for discussion) 518,146 940,321 775,224 Balance as of the end of year 109,986,273 109,468,127 108,527,806 Cash Distributions. We make quarterly distributions to common unitholders of 100% of our “Available Cash,” generally defined as cash receipts less cash disbursements, including distributions to our preferred units, and cash reserves established by the general partner, in its sole discretion. These quarterly distributions are declared and paid within 45 days subsequent to each quarter-end. The common unitholders receive a distribution each quarter as determined by the board of directors, subject to limitation by the distributions in arrears, if any, on our preferred units. The following table summarizes information about cash distributions to our common limited partners applicable to the period in which the distributions were earned: Cash Distributions Per Unit Total Cash Distributions Record Date Payment Date (Thousands of Dollars) Quarter ended: December 31, 2021 $ 0.40 $ 44,008 February 8, 2022 February 14, 2022 September 30, 2021 0.40 43,814 November 8, 2021 November 12, 2021 June 30, 2021 0.40 43,814 August 6, 2021 August 12, 2021 March 31, 2021 0.40 43,834 May 10, 2021 May 14, 2021 Year ended December 31, 2021 $ 1.60 $ 175,470 Year ended December 31, 2020 $ 1.60 $ 174,873 Year ended December 31, 2019 $ 2.40 $ 259,136 Accumulated Other Comprehensive Income (Loss) The balance of and changes in the components included in AOCI were as follows: Foreign Cash Flow Hedges Pension and Total (Thousands of Dollars) Balance as of January 1, 2019 $ (47,299) $ (893) $ (6,686) $ (54,878) Other comprehensive income (loss) before reclassification adjustments 3,527 (19,045) 1,000 (14,518) Net gain on pension costs reclassified into other income, net — — (2,314) (2,314) Net loss on cash flow hedges reclassified into interest expense, net — 3,814 — 3,814 Other comprehensive income (loss) 3,527 (15,231) (1,314) (13,018) Balance as of December 31, 2019 (43,772) (16,124) (8,000) (67,896) Other comprehensive income (loss) before reclassification adjustments 1,410 (30,291) (2,924) (31,805) Net gain on pension costs reclassified into other income, net — — (1,220) (1,220) Net loss on cash flow hedges reclassified into interest expense, net — 4,265 — 4,265 Other comprehensive income (loss) 1,410 (26,026) (4,144) (28,760) Balance as of December 31, 2020 (42,362) (42,150) (12,144) (96,656) Other comprehensive income before reclassification adjustments 601 — 17,721 18,322 Net gain on pension costs reclassified into other income, net — — (1,308) (1,308) Net loss on cash flow hedges reclassified into interest expense, net — 5,664 — 5,664 Other comprehensive income 601 5,664 16,413 22,678 Balance as of December 31, 2021 $ (41,761) $ (36,486) $ 4,269 $ (73,978) |
NET INCOME (LOSS) PER COMMON UN
NET INCOME (LOSS) PER COMMON UNIT | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
NET INCOME (LOSS) PER COMMON UNIT | NET INCOME (LOSS) PER COMMON UNIT As discussed in Note 17, the Series D Preferred Units are convertible into common units at the option of the holder at any time on or after June 29, 2020. As such, we calculated the dilutive effect of the Series D Preferred Units using the if-converted method. The effect of the assumed conversion of the Series D Preferred Units outstanding was antidilutive for each of the years ended December 31, 2021, 2020 and 2019; therefore, we did not include such conversion in the computation of diluted net (loss) income per common unit. Contingently issuable performance units are included as dilutive potential common units if it is probable that the performance measures will be achieved, unless to do so would be antidilutive. For the years ended December 31, 2021 and 2020, we determined that it was probable that the performance measures would be achieved, but the effect would be antidilutive; therefore, we did not include any contingently issuable performance units as dilutive common units in the computation below. The following table details the calculation of net income (loss) per common unit: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars, Except Unit and Per Unit Data) Net income (loss) $ 38,225 $ (198,983) $ (105,693) Distributions to preferred limited partners (127,399) (124,882) (121,693) Distributions to common limited partners (175,470) (174,873) (259,136) Distribution equivalent rights to restricted units (2,396) (2,093) (2,659) Distributions in excess of income (loss) $ (267,040) $ (500,831) $ (489,181) Distributions to common limited partners $ 175,470 $ 174,873 $ 259,136 Allocation of distributions in excess of income (loss) (267,040) (500,831) (489,181) Series D Preferred Unit accretion (refer to Note 17) (16,903) (17,626) (18,085) Net loss attributable to common units $ (108,473) $ (343,584) $ (248,130) Basic weighted-average common units outstanding 109,585,635 109,155,117 107,789,030 Diluted common units outstanding: Basic weighted-average common units outstanding 109,585,635 109,155,117 107,789,030 Effect of dilutive potential common units — — 65,669 Diluted weighted-average common units outstanding 109,585,635 109,155,117 107,854,699 Basic and diluted net loss per common unit $ (0.99) $ (3.15) $ (2.30) |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 12 Months Ended |
Dec. 31, 2021 | |
Supplemental Cash Flow Information [Abstract] | |
STATEMENTS OF CASH FLOWS | SUPPLEMENTAL CASH FLOW INFORMATION Changes in current assets and current liabilities were as follows: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Decrease (increase) in current assets: Accounts receivable $ (2,105) $ 14,589 $ (23,480) Inventories (5,585) 1,340 (866) Prepaid and other current assets (1,710) (3,326) (5,103) Increase (decrease) in current liabilities: Accounts payable 10,202 (25,455) 8,068 Accrued interest payable (16,708) 12,922 1,632 Accrued liabilities 4,448 7,886 (19,740) Taxes other than income tax (2,689) 3,972 (5,276) Changes in current assets and current liabilities $ (14,147) $ 11,928 $ (44,765) The above changes in current assets and current liabilities differ from changes between amounts reflected in the applicable consolidated balance sheets due to: • the change in the amount accrued for capital expenditures; • the effect of foreign currency translation; • payments for the termination of interest rate swaps included in cash flows from financing activities; • the effect of accrued compensation expense paid with fully vested common unit awards; • the reclassification of certain assets and liabilities to “Assets held for sale” and “Liabilities held for sale” on the consolidated balance sheets (please refer to Note 4 for additional discussion); and • current assets and current liabilities disposed of during the period. Cash flows related to interest and income taxes were as follows: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Cash paid for interest, net of amount capitalized $ 218,181 $ 204,511 $ 176,859 Cash paid for income taxes, net of tax refunds received $ 5,491 $ 3,260 $ 6,817 Restricted cash is included in "Other long-term assets, net" on the consolidated balance sheets. “Cash, cash equivalents and restricted cash” on the consolidated statements of cash flows was included in the consolidated balance sheets as follows: December 31, 2021 2020 (Thousands of Dollars) Cash and cash equivalents $ 5,637 $ 153,625 Other long-term assets, net 8,802 8,801 Cash, cash equivalents and restricted cash $ 14,439 $ 162,426 |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS Thrift Plans The NuStar Thrift Plan (the Thrift Plan) is a qualified defined contribution plan that became effective June 26, 2006. Participation in the Thrift Plan is voluntary and open to substantially all our domestic employees upon their dates of hire. Thrift Plan participants can contribute from 1% up to 30% of their total annual compensation to the Thrift Plan in the form of pre-tax and/or after tax employee contributions. We make matching contributions in an amount equal to 100% of each participant’s employee contributions up to a maximum of 6% of the participant’s total annual compensation. The matching contributions to the Thrift Plan for the years ended December 31, 2021, 2020 and 2019 totaled $7.6 million, $7.8 million and $7.6 million, respectively. The NuStar Excess Thrift Plan (the Excess Thrift Plan) is a nonqualified deferred compensation plan that became effective July 1, 2006. The Excess Thrift Plan provides benefits to those employees whose compensation and/or annual contributions under the Thrift Plan are subject to the limitations applicable to qualified retirement plans under the Code. We also maintain other defined contribution plans for certain international employees located in Canada. We maintained plans for international employees in the Caribbean Netherlands prior to the St. Eustatius Disposition on July 29, 2019. For the years ended December 31, 2021, 2020 and 2019, our costs for these plans totaled $0.6 million, $0.5 million and $0.9 million, respectively. Pension and Other Postretirement Benefits The NuStar Pension Plan (the Pension Plan) is a qualified non-contributory defined benefit pension plan that provides eligible U.S. employees with retirement income as calculated under a cash balance formula. Under the cash balance formula, benefits are determined based on age, years of vesting service and interest credits, and employees become fully vested in their benefits upon attaining three years of vesting service. Prior to January 1, 2014, eligible employees were covered under either a cash balance formula or a final average pay formula (FAP). Effective January 1, 2014, the Pension Plan was amended to freeze the FAP benefits as of December 31, 2013, and going forward, all eligible employees are covered under the cash balance formula discussed above. We also maintain an excess pension plan (the Excess Pension Plan), which is a nonqualified deferred compensation plan that provides benefits to a select group of management or other highly compensated employees. Neither the Excess Thrift Plan nor the Excess Pension Plan is intended to constitute either a qualified plan under the provisions of Section 401 of the Code or a funded plan subject to the Employee Retirement Income Security Act. The Pension Plan and Excess Pension Plan are collectively referred to as the Pension Plans in the tables and discussion below. Our other postretirement benefit plans include a contributory medical benefits plan for U.S. employees who retired prior to April 1, 2014 and, for employees who retire on or after April 1, 2014, a partial reimbursement for eligible third-party health care premiums. We use December 31 as the measurement date for our pension and other postretirement plans. The changes in the benefit obligation, the changes in fair value of plan assets, the funded status and the amounts recognized in the consolidated balance sheets for our Pension Plans and other postretirement benefit plans as of and for the years ended December 31, 2021 and 2020 were as follows: Pension Plans Other Postretirement 2021 2020 2021 2020 (Thousands of Dollars) Change in benefit obligation: Benefit obligation, January 1 $ 186,685 $ 167,257 $ 14,680 $ 13,196 Service cost 9,978 9,174 593 529 Interest cost 4,084 4,693 326 399 Benefits paid (a) (19,366) (9,520) (257) (281) Participant contributions — — 44 44 Actuarial (gain) loss (694) 15,081 884 793 Other (780) — — — Benefit obligation, December 31 $ 179,907 $ 186,685 $ 16,270 $ 14,680 Change in plan assets: Plan assets at fair value, January 1 $ 182,727 $ 159,036 $ — $ — Actual return on plan assets 26,425 21,758 — — Employer contributions 52 11,453 213 237 Benefits paid (a) (19,366) (9,520) (257) (281) Participant contributions — — 44 44 Plan assets at fair value, December 31 $ 189,838 $ 182,727 $ — $ — Reconciliation of funded status: Fair value of plan assets at December 31 $ 189,838 $ 182,727 $ — $ — Less: Benefit obligation at December 31 179,907 186,685 16,270 14,680 Funded status at December 31 $ 9,931 $ (3,958) $ (16,270) $ (14,680) Amounts recognized in the consolidated balance sheets (b): Other long-term assets, net $ 14,945 $ — $ — $ — Accrued liabilities (467) (382) (442) (352) Other long-term liabilities (4,547) (3,576) (15,828) (14,328) Net pension asset (liability) $ 9,931 $ (3,958) $ (16,270) $ (14,680) Accumulated benefit obligation $ 171,899 $ 181,263 $ 16,270 $ 14,680 (a) Benefit payments for the year ended December 31, 2021 include lump-sum payments of $9.6 million to participants of the Pension Plans following the Eastern U.S. Terminals Disposition on October 8, 2021 and the Texas City Sale on December 7, 2020. (b) For the Pension Plan, since assets exceed the present value of expected benefit payments for the next 12 months, all of the liability is noncurrent. For the Excess Pension Plan and the other postretirement benefit plans, since there are no assets, the current liability is the present value of expected benefit payments for the next 12 months; the remainder is noncurrent. The actuarial (gain) loss related to the benefit obligation for our pension plans was primarily attributable to an increase in the discount rates used to determine the benefit obligation from 2.84% to 3.10% in 2021 and a decrease from 3.34% to 2.84% in 2020. The fair value of our plan assets is affected by the return on plan assets resulting primarily from the performance of equity and bond markets during the period. The Excess Pension Plan has no plan assets and an accumulated benefit obligation of $4.3 million and $3.8 million as of December 31, 2021 and 2020, respectively. The accumulated benefit obligation is the present value of benefits earned to date, while the projected benefit obligation may include future salary increase assumptions. The projected benefit obligation for the Excess Pension Plan was $5.0 million and $3.8 million as of December 31, 2021 and 2020, respectively. The components of net periodic benefit cost (income) related to our Pension Plans and other postretirement benefit plans were as follows: Pension Plans Other Postretirement Benefit Plans Year Ended December 31, Year Ended December 31, 2021 2020 2019 2021 2020 2019 (Thousands of Dollars) Service cost $ 9,978 $ 9,174 $ 9,549 $ 593 $ 529 $ 431 Interest cost 4,084 4,693 5,480 326 399 453 Expected return on plan assets (9,233) (8,972) (8,015) — — — Amortization of prior service credit (2,057) (2,057) (2,057) (1,145) (1,145) (1,145) Amortization of net actuarial loss 2,279 1,845 846 176 137 42 Other (561) 136 — — — — Net periodic benefit cost (income) $ 4,490 $ 4,819 $ 5,803 $ (50) $ (80) $ (219) We amortize prior service costs and credits on a straight-line basis over the average remaining service period of employees expected to receive benefits under our Pension Plans and other postretirement benefit plans (“Amortization of prior service credit” in table above). We amortize the actuarial gains and losses that exceed 10% of the greater of the projected benefit obligation or market-related value of plan assets (smoothed asset value) over the average remaining service period of active employees expected to receive benefits under our Pension Plans and other postretirement benefit plans (“Amortization of net actuarial loss” in table above). The service cost component of net periodic benefit cost (income) is reported in “General and administrative expenses” and “Operating expenses” on the consolidated statements of income (loss), and the remaining components of net periodic benefit cost (income) are reported in “Other income (expense), net.” Adjustments to other comprehensive income (loss) related to our Pension Plans and other postretirement benefit plans were as follows: Pension Plans Other Postretirement Benefit Plans Year Ended December 31, Year Ended December 31, 2021 2020 2019 2021 2020 2019 (Thousands of Dollars) Net unrecognized gain (loss) arising during the year: Net actuarial gain (loss) $ 18,666 $ (2,159) $ 2,545 $ (884) $ (793) $ (1,559) Net (gain) loss reclassified into income: Amortization of prior service credit (2,057) (2,057) (2,057) (1,145) (1,145) (1,145) Amortization of net actuarial loss 2,279 1,845 846 176 137 42 Other (561) — — — — — Net gain reclassified into income (339) (212) (1,211) (969) (1,008) (1,103) Income tax (expense) benefit (61) 28 14 — — — Total changes to other comprehensive income (loss) $ 18,266 $ (2,343) $ 1,348 $ (1,853) $ (1,801) $ (2,662) The amounts recorded as a component of “Accumulated other comprehensive loss” on the consolidated balance sheets related to our Pension Plans and other postretirement benefit plans were as follows: Pension Plans Other Postretirement December 31, December 31, 2021 2020 2021 2020 (Thousands of Dollars) Unrecognized actuarial loss $ (3,748) $ (24,878) $ (4,554) $ (3,846) Prior service credit 7,630 10,433 4,884 6,029 Deferred tax asset 57 118 — — Accumulated other comprehensive income (loss), net of tax $ 3,939 $ (14,327) $ 330 $ 2,183 Investment Policies and Strategies The investment policies and strategies for the assets of our qualified Pension Plan incorporate a well-diversified approach that is expected to earn long-term returns from capital appreciation and a growing stream of current income. This approach recognizes that assets are exposed to risk, and the market value of the Pension Plan’s assets may fluctuate from year to year. Risk tolerance is determined based on our financial ability to withstand risk within the investment program and the willingness to accept return volatility. In line with the investment return objective and risk parameters, the Pension Plan’s mix of assets includes a diversified portfolio of equity and fixed-income instruments. The aggregate asset allocation is reviewed on an annual basis. As of December 31, 2021, the target allocations for plan assets were 65% equity securities and 35% fixed income investments, with certain fluctuations permitted. The overall expected long-term rate of return on plan assets for the Pension Plan is estimated using various models of asset returns. Model assumptions are derived using historical data with the assumption that capital markets are informationally efficient. Three models are used to derive the long-term expected returns for each asset class. Since each method has distinct advantages and disadvantages and differing results, an equal weighted average of the methods’ results is used. Fair Value of Plan Assets We disclose the fair value for each major class of plan assets in the Pension Plan in three levels: Level 1, defined as observable inputs such as quoted prices for identical assets or liabilities in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable, such as quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in markets that are not active; and Level 3, defined as unobservable inputs for which little or no market data exists. The major classes of plan assets measured at fair value for the Pension Plan were as follows: December 31, 2021 Level 1 Level 2 Level 3 Total (Thousands of Dollars) Cash equivalent securities $ 710 $ — $ — $ 710 Equity securities: U.S. large cap equity fund (a) — 110,672 — 110,672 International stock index fund (b) 17,708 — — 17,708 Fixed income securities: Bond market index fund (c) 60,748 — — 60,748 Total $ 79,166 $ 110,672 $ — $ 189,838 December 31, 2020 Level 1 Level 2 Level 3 Total (Thousands of Dollars) Cash equivalent securities $ 2,125 $ — $ — $ 2,125 Equity securities: U.S. large cap equity fund (a) — 104,857 — 104,857 International stock index fund (b) 20,732 — — 20,732 Fixed income securities: Bond market index fund (c) 55,013 — — 55,013 Total $ 77,870 $ 104,857 $ — $ 182,727 (a) This fund is a low-cost equity index fund not actively managed that tracks the S&P 500. Fair values were estimated using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. (b) This fund tracks the performance of the Total International Composite Index. (c) This fund tracks the performance of the Barclays Capital U.S. Aggregate Bond Index. Contributions to the Pension Plans For the year ended December 31, 2021, we contributed $0.1 million and $0.2 million to the Pension Plans and other postretirement benefit plans, respectively. During 2022, we expect to contribute approximately $9.5 million and $0.4 million to the Pension Plans and other postretirement benefit plans, respectively. We will monitor our funding status in 2022 to determine if any contributions are required by regulations or laws, or with respect to unfunded plans, necessary to fund current benefits. Estimated Future Benefit Payments The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid for the years ending December 31: Pension Plans Other Postretirement Benefit Plans (Thousands of Dollars) 2022 $ 10,652 $ 442 2023 $ 11,232 $ 497 2024 $ 11,212 $ 531 2025 $ 12,266 $ 582 2026 $ 12,109 $ 640 2027-2031 $ 65,477 $ 4,003 Assumptions The weighted-average assumptions used to determine the benefit obligations were as follows: Pension Plans Other Postretirement Benefit Plans December 31, December 31, 2021 2020 2021 2020 Discount rate 3.10 % 2.84 % 3.08 % 2.83 % Rate of compensation increase 3.99 % 3.51 % n/a n/a Cash balance interest crediting rate 2.00 % 2.00 % n/a n/a The weighted-average assumptions used to determine the net periodic benefit cost (income) were as follows: Pension Plans Other Postretirement Benefit Plans Year Ended December 31, Year Ended December 31, 2021 2020 2019 2021 2020 2019 Discount rate 2.84 % 3.34 % 4.40 % 2.83 % 3.43 % 4.53 % Expected long-term rate of return on plan assets 6.00 % 6.50 % 6.50 % n/a n/a n/a Rate of compensation increase 3.51 % 3.51 % 3.51 % n/a n/a n/a Cash balance interest crediting rate 2.00 % 2.00 % 2.90 % n/a n/a n/a The assumed health care cost trend rates were as follows: December 31, 2021 2020 Health care cost trend rate assumed for next year 6.84 % 6.84 % Rate to which the cost trend rate was assumed to decrease (the ultimate trend rate) 5.00 % 5.00 % Year that the rate reaches the ultimate trend rate 2028 2028 We sponsor a contributory postretirement health care plan for employees who retired prior to April 1, 2014. The plan has an annual limitation (a cap) on the increase of the employer’s share of the cost of covered benefits. The cap on the increase in employer’s cost is 2.5% per year. |
UNIT-BASED COMPENSATION
UNIT-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
UNIT-BASED COMPENSATION | UNIT-BASED COMPENSATION Overview 2019 LTIP. In April 2019, our common unitholders approved the 2019 Long-Term Incentive Plan (2019 LTIP) for eligible employees, consultants and directors of NuStar Energy L.P., and of NuStar GP, LLC, and their respective affiliates who perform services for us and our subsidiaries. The 2019 LTIP allows for the awarding of (i) options; (ii) restricted units; (iii) distribution equivalent rights (DERs); (iv) performance cash; (v) performance units; and (vi) unit awards. DERs entitle the participant to receive cash equal to cash distributions made on any award prior to its vesting. The 2019 LTIP, as amended and restated on April 29, 2021, permits the granting of awards totaling an aggregate of 5,000,000 common units, and is subject to adjustment. The 2019 LTIP generally will be administered by the compensation committee of our board of directors. As of December 31, 2021, a total of 2,179,072 common units remained available to be awarded under the 2019 LTIP. Other Plans. We sponsor the NuStar GP, LLC Fifth Amended and Restated 2000 Long-Term Incentive Plan, as amended (2000 LTIP), and the NuStar GP Holdings, LLC Long-Term Incentive Plan, as amended (2006 LTIP). Effective with the approval of the 2019 LTIP in April 2019, the 2000 LTIP and the 2006 LTIP terminated with respect to new grants; however, unvested restricted unit awards granted under the 2000 LTIP and the 2006 LTIP remain outstanding as of December 31, 2021. The following table summarizes information pertaining to all of our long-term incentive plans: Units Outstanding Compensation Expense 2021 2020 2019 2021 2020 2019 (Thousands of Dollars) Restricted units: Domestic employees 2,520,436 2,235,125 1,223,143 $ 11,892 $ 10,205 $ 9,437 Non-employee directors (NEDs) 129,312 98,769 61,349 856 631 774 International employees 21,760 19,987 10,243 139 58 711 Performance awards 33,695 87,122 161,561 3,047 1,291 4,172 Unit awards — — — 4,645 — 22,941 Total 2,705,203 2,441,003 1,456,296 $ 20,579 $ 12,185 $ 38,035 Restricted Units Our restricted unit awards are considered phantom units, as they represent the right to receive our common units upon vesting. We account for restricted units as either equity-classified awards or liability-classified awards, depending on expected method of settlement. Awards we settle with the issuance of common units upon vesting are equity-classified. Awards we settle in cash upon vesting are liability-classified. We record compensation expense ratably over the vesting period based on the fair value of the common units at the grant date (for domestic employees and NEDs) or the fair value of the common units measured at each reporting period (for international employees). DERs paid with respect to outstanding equity-classified unvested restricted units reduce equity, similar to cash distributions to unitholders, whereas DERs paid with respect to outstanding liability-classified unvested restricted units are expensed. In connection with the DERs for equity awards, we paid $2.4 million, $2.1 million and $2.7 million respectively, in cash, for the years ended December 31, 2021, 2020 and 2019. Domestic Employees. The outstanding restricted units granted to domestic employees are equity-classified awards and generally vest over five years, beginning one year after the grant date. The fair value of these awards is measured at the grant date. Non-Employee Directors. The outstanding restricted units granted to NEDs are equity-classified awards that vest over three years. On January 1, 2019 we adopted amended guidance that allows for the fair value of these awards to be measured at the grant date. The unvested restricted units granted to NEDs as of January 1, 2019 were measured at the fair value as of that date. Previously, the fair value of these awards was equal to the market price of our common units at each reporting period. International Employees. The outstanding restricted units granted to international employees are cash-settled and accounted for as liability-classified awards. These awards vest over three years and the fair value is equal to the market price of our common units at each reporting period. For the year ended December 31, 2021, we granted 10,396 restricted units and 8,344 restricted units vested. A summary of our equity-classified restricted unit awards is as follows: Measured at Grant Date Fair Value Number of Units Weighted-Average Fair Value Per Unit Nonvested units as of January 1, 2019 (a) 1,088,236 $ 29.00 Granted 596,881 26.46 Vested (328,386) 30.11 Forfeited (72,239) 28.05 Nonvested units as of December 31, 2019 1,284,492 27.48 Granted 1,454,998 12.10 Vested (374,847) 28.47 Forfeited (30,749) 26.75 Nonvested units as of December 31, 2020 2,333,894 17.70 Granted 1,049,081 16.28 Vested (630,888) 20.07 Forfeited (102,339) 14.28 Nonvested units as of December 31, 2021 2,649,748 16.57 (a) Upon adoption of amended guidance, nonvested units include 59,752 units issued to NEDs which were measured at a fair value per unit of $20.93. The total fair value of our equity-classified restricted unit awards vested for the years ended December 31, 2021, 2020 and 2019 was $10.3 million, $4.6 million and $9.3 million, respectively. We issued 460,076, 275,146 and 242,199 common units in connection with these award vestings, net of employee tax withholding requirements, for the years ended December 31, 2021, 2020 and 2019, respectively. Unrecognized compensation cost related to our equity-classified employee awards totaled $42.0 million as of December 31, 2021, which we expect to recognize over a weighted-average period of 3.7 years. Performance Awards Performance awards are issued to certain of our key employees and represent either rights to receive our common units or cash upon achieving performance measures for the performance period established by the NuStar GP, LLC Compensation Committee. Achievement of the performance measures determines the rate at which the performance awards convert into our common units or cash, which ranges from zero to 200% for certain awards. Performance awards vest in three annual increments (tranches), based upon our achievement of the performance measures set by the Compensation Committee during the performance periods that end on December 31 of each applicable year. Therefore, the performance awards are not considered granted for accounting purposes until the Compensation Committee has set the performance measures for each tranche of awards. Performance unit awards are equity-classified awards measured at the grant date fair value. In addition, since the performance unit awards granted do not receive DERs, the grant date fair value of these awards is reduced by the per unit distributions expected to be paid to common unitholders during the vesting period. Performance cash awards are accounted for as a liability but may be settled in common units. We record compensation expense ratably for each vesting tranche over its requisite service period (one year) if it is probable that the specified performance measures will be achieved. Additionally, changes in the actual or estimated outcomes that affect the quantity of performance awards expected to be converted into common units or paid in cash, are recognized as a cumulative adjustment. Performance units vested relate to the performance for the performance period ended December 31 of the previous year. A summary of our performance awards is shown below: Performance Unit Awards Granted for Accounting Purposes Performance Cash Awards Total Performance Performance Unit Awards Weighted-Average Grant Date Fair Value per Unit (Thousands of Dollars) Outstanding as of January 1, 2019 $ — 158,326 80,690 $ 23.43 Granted — 95,969 74,439 28.01 Vested — (80,690) (80,690) 23.43 Forfeitures — (12,044) — — Outstanding as of December 31, 2019 — 161,561 74,439 28.01 Granted 2,167 — 57,448 13.21 Performance adjustment (a) — 72,951 72,951 28.01 Vested — (147,390) (147,390) 28.01 Outstanding as of December 31, 2020 2,167 87,122 57,448 13.21 Granted 2,254 4,021 33,695 15.79 Vested (b) (672) (53,427) (53,427) 13.21 Forfeitures (51) (4,021) (4,021) 13.21 Outstanding as of December 31, 2021 $ 3,698 33,695 33,695 15.79 (a) For the year ended December 31, 2020, common units granted and issued upon vesting of performance units earned at 198% of the 2019 target. (b) For the year ended December 31, 2021, we settled performance cash awards in common units and issued 26,704 common units, net of employee tax withholding requirements. The total fair value of our performance unit awards vested for the years ended December 31, 2021, 2020 and 2019 was $0.8 million, $4.2 million and $2.1 million, respectively. For the years ended December 31, 2021, 2020, and 2019 we issued 31,366, 93,440 and 50,054 common units in connection with the performance unit award vestings, net of employee tax withholding requirements, respectively. On January 27, 2022, we settled performance cash awards in common units, and together with the performance unit awards, we issued 114,618 common units, net of employee tax withholding requirements, respectively. Unit Awards Unit awards are equity-classified awards of fully vested common units. We accrued compensation expense in 2021 and 2019 that was paid in unit awards in the first quarters of the respective subsequent years. We base the number of unit awards granted on the fair value of the common units at the grant date. A summary of our unit awards is shown below: Date of Grant Grant Date Fair Value Unit Awards Granted Common Units Issued, Net of Employee Withholding Tax (Thousands of Dollars) February 2022 $ 4,645 280,685 186,190 February and March 2020 $ 22,941 834,224 571,735 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Components of income tax expense related to certain of our continuing operations conducted through separate taxable wholly owned corporate subsidiaries were as follows: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Current: U.S. $ 3,755 $ 36 $ 3,741 Foreign 221 2,415 1,489 Foreign withholding tax 1,281 — 101 Total current 5,257 2,451 5,331 Deferred: U.S. (93) 300 (490) Foreign (531) (621) (168) Foreign withholding tax (745) 533 182 Total deferred (1,369) 212 (476) Less: amounts reported in discontinued operations — — 101 Income tax expense $ 3,888 $ 2,663 $ 4,754 The difference between income tax expense recorded in our consolidated statements of income (loss) and income taxes computed by applying the applicable statutory federal income tax rate to income before income tax expense is due to the fact that the majority of our income is not subject to federal income tax due to our status as a limited partnership. We record a tax provision related to the amount of undistributed earnings of our foreign subsidiaries expected to be repatriated. The tax effects of significant temporary differences representing deferred income tax assets and liabilities were as follows: December 31, 2021 2020 (Thousands of Dollars) Deferred income tax assets: Net operating losses $ 20,005 $ 18,459 Employee benefits 83 134 Environmental and legal reserves 47 105 Capital loss 3,735 10,813 Other 495 834 Total deferred income tax assets 24,365 30,345 Less: Valuation allowance (23,718) (28,211) Net deferred income tax assets 647 2,134 Deferred income tax liabilities: Property, plant and equipment (11,884) (13,772) Foreign withholding tax (272) (1,002) Other (322) (371) Total deferred income tax liabilities (12,478) (15,145) Net deferred income tax liability $ (11,831) $ (13,011) As of December 31, 2021, our U.S. and foreign corporate operations have net operating loss carryforwards for tax purposes totaling $63.4 million and $6.9 million, respectively, which are subject to various limitations on use and expire in years 2025 through 2034 for U.S. losses and in years 2021 through 2031 for foreign losses. However, U.S. losses generated after December 31, 2017, totaling $9.4 million, can be carried forward indefinitely. As of December 31, 2021, our U.S. corporate operations have a capital loss carryforward for tax purposes totaling $17.7 million, which is subject to limitations on use and expires in 2024. The capital loss carryforward decreased $33.8 million for the year ended December 31, 2021 due to changes in our estimates of loss carryforwards following the Texas City Sale. As of December 31, 2021 and 2020, we have a valuation allowance of $23.7 million and $28.2 million, respectively, related to our deferred tax assets on net operating losses and capital losses. We estimate the amount of valuation allowance based upon our expectations of taxable income in the various jurisdictions in which we operate and the period over which we can utilize those future deductions. The valuation allowance reflects uncertainties related to our ability to utilize certain net operating loss carryforwards before they expire. In 2021, there was a $4.9 million decrease in the valuation allowance for the U.S. net operating loss and a $0.4 million increase in the foreign net operating loss valuation allowance due to changes in our estimates of the amount of loss carryforwards that will be realized, based upon future taxable income. The realization of net deferred income tax assets recorded as of December 31, 2021 is dependent upon our ability to generate future taxable income in the United States. We believe it is more likely than not that the net deferred income tax assets as of December 31, 2021 will be realized, based on expected future taxable income. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION Our reportable business segments consist of the pipeline, storage and fuels marketing segments. Our segments represent strategic business units that offer different services and products. We evaluate the performance of each segment based on its respective operating income, before general and administrative expenses and certain non-segmental depreciation and amortization expense. General and administrative expenses are not allocated to the operating segments since those expenses relate primarily to the overall management at the entity level. We are primarily engaged in the transportation, terminalling and storage of petroleum products and renewable fuels and the transportation of anhydrous ammonia. We also market petroleum products. Results of operations for the reportable segments were as follows: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Revenues: Pipeline $ 762,238 $ 718,823 $ 701,830 Storage 427,668 494,442 454,001 Fuels marketing 428,608 268,345 342,215 Consolidation and intersegment eliminations (14) (46) (25) Total revenues $ 1,618,500 $ 1,481,564 $ 1,498,021 Depreciation and amortization expense: Pipeline $ 179,088 $ 177,384 $ 166,991 Storage 87,500 99,092 97,573 Total segment depreciation and amortization expense 266,588 276,476 264,564 Other depreciation and amortization expense 7,792 8,625 8,360 Total depreciation and amortization expense $ 274,380 $ 285,101 $ 272,924 Operating income: Pipeline $ 321,472 $ 118,429 $ 332,480 Storage 24,800 189,781 154,105 Fuels marketing 11,181 12,233 20,578 Consolidation and intersegment eliminations — — (32) Total segment operating income 357,453 320,443 507,131 General and administrative expenses 113,207 102,716 107,855 Other depreciation and amortization expense 7,792 8,625 8,360 Total operating income $ 236,454 $ 209,102 $ 390,916 Revenues by geographic area are shown in the table below: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) United States $ 1,582,672 $ 1,441,892 $ 1,465,135 Foreign 35,828 39,672 32,886 Consolidated revenues $ 1,618,500 $ 1,481,564 $ 1,498,021 For the years ended December 31, 2021, 2020 and 2019, Valero Energy Corporation accounted for approximately 19%, or $308.5 million, 20%, or $295.1 million, and 21%, or $307.2 million, of our revenues, respectively. These revenues were included in all of our reportable business segments. No other single customer accounted for 10% or more of our consolidated revenues. Total amounts of property, plant and equipment, net by geographic area were as follows: December 31, 2021 2020 (Thousands of Dollars) United States $ 3,428,441 $ 3,837,550 Foreign 113,201 119,962 Consolidated property, plant and equipment, net $ 3,541,642 $ 3,957,512 Total assets by reportable segment were as follows: December 31, 2021 2020 (Thousands of Dollars) Pipeline $ 3,441,272 $ 3,609,508 Storage 1,537,037 1,897,167 Fuels marketing 41,562 31,967 Total segment assets 5,019,871 5,538,642 Other partnership assets 136,461 278,376 Total consolidated assets $ 5,156,332 $ 5,817,018 Capital expenditures by reportable segment were as follows: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Pipeline $ 67,340 $ 122,512 $ 387,702 Storage 112,043 71,788 141,972 Other partnership assets 1,750 3,779 3,894 Total capital expenditures $ 181,133 $ 198,079 $ 533,568 Capital expenditures have not been adjusted to separately disclose those capital expenditures related to discontinued operations, which are included in the storage segment totaling $28.0 million for the year ended December 31, 2019. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Event | SUBSEQUENT EVENTOn February 11, 2022, we entered into an agreement to sell the equity interests in our wholly owned subsidiaries that own our Point Tupper terminal facility to EverWind Fuels for $60.0 million. During February 2022, sale negotiations with the potential buyer progressed significantly and management with appropriate authority agreed to the sale. The terminal facility has a storage capacity of 7.8 million barrels and is included in the storage segment. We expect to complete the sale in the first half of 2022 and utilize the sales proceeds to improve our debt metrics. The book value at closing is expected to exceed the agreed purchase price and result in an estimated non-cash loss in the range of $40.0 million to $50.0 million, primarily due to foreign currency translation losses accumulated since the acquisition of the Point Tupper facility in 2005. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Consolidation | Consolidation The accompanying consolidated financial statements represent the consolidated operations of the Partnership and our subsidiaries. Inter-partnership balances and transactions have been eliminated in consolidation. The operations of certain pipelines and terminals in which we own an undivided interest are proportionately consolidated in the accompanying consolidated financial statements. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. On an ongoing basis, management reviews its estimates based on currently available information. Management may revise estimates due to changes in facts and circumstances. |
Cash and Cash Equivalents | Cash and Cash EquivalentsCash equivalents are all highly liquid investments with an original maturity of three months or less when acquired. |
Accounts Receivable | Accounts Receivable Trade receivables are carried at amortized cost, net of a valuation allowance for current expected credit losses. We extend credit to certain customers after review of various credit indicators, including the customer’s credit rating, and obtain letters of credit, guarantees or collateral as deemed necessary. We monitor our ongoing credit exposure through active review of customer balances against contract terms and due dates and pool customer receivables based upon days outstanding, which is our primary credit risk indicator. Our review activities include timely account reconciliations, dispute resolution and payment confirmations. |
Inventories | Inventories Inventories consist of petroleum products, materials and supplies. Inventories are valued at the lower of cost or net realizable value. Cost is determined using the weighted-average cost method. Our inventory, other than materials and supplies, consists of one end-product category, petroleum products, which we include in the fuels marketing segment. Accordingly, we determine lower of cost or net realizable value adjustments on an aggregate basis. Materials and supplies are valued at the lower of average cost or net realizable value. |
Restricted Cash | Restricted Cash As of December 31, 2021 and 2020, we have restricted cash representing legally restricted funds that are unavailable for general use totaling $8.8 million, which is included in “Other long-term assets, net” on the consolidated balance sheet. |
Property, Plant and Equipment | Property, Plant and Equipment We record additions to property, plant and equipment, including reliability and strategic capital expenditures, at cost. Repair and maintenance costs associated with existing assets that are minor in nature and do not extend the useful life of existing assets are charged to operating expenses as incurred. Depreciation of property, plant and equipment is recorded on a straight-line basis over the estimated useful lives of the related assets. When property or equipment is retired, sold or otherwise disposed of, the difference between the carrying value and the net proceeds is recognized in “Other income (expense), net” or “Loss from discontinued operations, net of tax” in the consolidated statements of income (loss) in the year of disposition. We capitalize overhead costs and interest costs incurred on funds used to construct property, plant and equipment while the asset is under construction. The overhead costs and capitalized interest are recorded as part of the asset to which they relate and are amortized over the asset’s estimated useful life as a component of depreciation expense. |
Leases - Lessee | Leases - Lessee We lease assets used in our operations, including land, docks, and marine vessels. We record all leases on our consolidated balance sheet except for those leases with an initial term of 12 months or less, which are expensed on a straight-line basis over the lease term. We use judgment in determining the reasonably certain lease term and consider factors such as the nature and utility of the leased asset, as well as the importance of the leased asset to our operations. We calculate the present value of our lease liabilities based upon our incremental borrowing rate unless the rate implicit in the lease is readily determinable. For all of our asset classes except the other pipeline and terminal equipment asset class, we combine lease and non-lease components and account for them as a single lease component. Certain of our leases are subject to variable payment arrangements, the most notable of which include: • dockage and wharfage charges, which are based on volumes moved over leased docks and are included in our calculation of our lease payments based on minimum throughput volume requirements. We recognize charges on excess throughput volumes in profit or loss in the period in which the obligation for those payments is incurred; and • consumer price index adjustments, which are measured and included in the calculation of our lease payments based on the consumer price index at the commencement date. We recognize changes in lease payments as a result of changes in the consumer price index in profit or loss in the period in which those payments are made. |
Goodwill | Goodwill We assess goodwill for impairment annually on October 1, or more frequently if events or changes in circumstances indicate it might be impaired. We have the option to first assess qualitative factors to determine whether it is necessary to perform a quantitative goodwill impairment test. We elected to bypass the qualitative assessment for all reporting units as of October 1, 2021 and October 1, 2020 and performed quantitative assessments, resulting in the determination that goodwill was not impaired. We measure goodwill impairment as the excess of each reporting unit’s carrying value over its fair value, not to exceed the carrying amount of goodwill for that reporting unit. The carrying value of each reporting unit equals the total identified assets (including goodwill) less the sum of each reporting unit’s identified liabilities. We used reasonable and supportable methods to assign the assets and liabilities to the appropriate reporting units in a consistent manner. As of December 31, 2021 and 2020, our reporting units to which goodwill has been allocated consisted of the following: • crude oil pipelines; • refined product pipelines; and • terminals, excluding our Point Tupper facility and our refinery crude storage tanks. Please see Notes 4 and 10 for a discussion of the balances of and changes in the carrying amount of goodwill. We recognize an impairment of goodwill if the carrying value of a reporting unit that contains goodwill exceeds its estimated fair value. In order to estimate the fair value of the reporting unit, including goodwill, management must make certain estimates and assumptions that affect the total fair value of the reporting unit including, among other things, an assessment of market conditions, projected cash flows, discount rates and growth rates. Management’s estimates of projected cash flows related to the reporting unit include, but are not limited to, future earnings of the reporting unit, assumptions about the use or disposition of the asset, estimated remaining life of the asset, and future expenditures necessary to maintain the asset’s existing service potential. We calculate the estimated fair value of each of our reporting units using a weighted-average of values calculated using an income approach and a market approach. The income approach involves estimating the fair value of each reporting unit by discounting its estimated future cash flows using a discount rate that would be consistent with a market participant’s assumption. The market approach bases the fair value measurement on information obtained from observed stock prices of public companies and recent merger and acquisition transaction data of comparable entities. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets We review long-lived assets, including property, plant and equipment, for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. We evaluate recoverability using undiscounted estimated net cash flows generated by the related asset or asset group. If the results of that evaluation indicate that the undiscounted cash flows are less than the carrying amount of the asset (i.e., the asset is not recoverable) we perform an impairment analysis. If our intent is to hold the asset for continued use, we determine the amount of impairment as the amount by which the net carrying value exceeds its fair value. If our intent is to sell the asset, and the criteria required to classify an asset as held for sale are met, we determine the amount of impairment as the amount by which the net carrying amount exceeds its fair value less costs to sell. See Note 4 for a discussion of our long-lived asset impairment charges. We believe that the carrying amounts of our long-lived assets as of December 31, 2021 are recoverable. |
Income Taxes | Income Taxes We are a limited partnership and generally are not subject to federal or state income taxes. Accordingly, our taxable income or loss, which may vary substantially from income or loss reported for financial reporting purposes, is generally included in the federal and state income tax returns of our partners. For transfers of publicly held common units subsequent to our initial public offering, we have made an election permitted by Section 754 of the Internal Revenue Code (the Code) to adjust the common unit purchaser’s tax basis in our underlying assets to reflect the purchase price of the units. This results in an allocation of taxable income and expenses to the purchaser of the common units, including depreciation deductions and gains and losses on sales of assets, based upon the new unitholder’s purchase price for the common units. We conduct certain of our operations through taxable wholly owned corporate subsidiaries. We account for income taxes related to our taxable subsidiaries using the asset and liability method. Under this method, we recognize deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. We measure deferred taxes using enacted tax rates expected to apply to taxable income in the year those temporary differences are expected to be recovered or settled. We recognize a tax position if it is more likely than not that the tax position will be sustained, based on the technical merits of the position, upon examination. We record uncertain tax positions in the financial statements at the largest amount of benefit that is more likely than not to be realized. We had no unrecognized tax benefits as of December 31, 2021 and 2020. |
Asset Retirement Obligations | Asset Retirement Obligations We record a liability for asset retirement obligations at the fair value of the estimated costs to retire a tangible long-lived asset at the time we incur that liability, which is generally when the asset is purchased, constructed or leased, when we have a legal obligation to incur costs to retire the asset and when a reasonable estimate of the fair value of the obligation can be made. If a reasonable estimate cannot be made at the time the liability is incurred, we record the liability when sufficient information is available to estimate the fair value. We have asset retirement obligations with respect to certain of our assets due to various legal obligations to clean and/or dispose of those assets at the time they are retired. However, these assets can be used for an extended and indeterminate period of time as long as they are properly maintained and/or upgraded. It is our practice and current intent to maintain our assets and continue making improvements to those assets based on technological advances. As a result, we believe that our assets have indeterminate lives for purposes of estimating asset retirement obligations because dates or ranges of dates upon which we would retire these assets cannot reasonably be estimated at this time. When a date or range of dates can reasonably be estimated for the retirement of any asset, we estimate the costs of performing the retirement activities and record a liability for the fair value of these costs. We also have legal obligations in the form of leases and right-of-way agreements, which require us to remove certain of our assets upon termination of the agreement. However, these lease or right-of-way agreements generally contain automatic renewal provisions that extend our rights indefinitely or we have other legal means available to extend our rights. Liabilities for conditional asset retirement obligations related to the retirement of terminal assets with lease and right-of-way agreements were not material as of December 31, 2021 and 2020. |
Environmental Remediation Costs | Environmental Remediation Costs Environmental remediation costs are expensed and an associated accrual established when site restoration and environmental remediation and cleanup obligations are either known or considered probable and can be reasonably estimated. These environmental obligations are based on estimates of probable undiscounted future costs using currently available technology and applying current regulations, as well as our own internal environmental policies. The environmental liabilities have not been reduced by possible recoveries from third parties. Environmental costs include initial site surveys, costs for remediation and restoration and ongoing monitoring costs, as well as fines, damages and other costs, when applicable and estimable. Adjustments to initial estimates are recorded, from time to time, to reflect changing circumstances and estimates based upon additional information developed in subsequent periods. |
Revenue Recognition | Revenue Recognition Revenue-Generating Activities. Revenues for the pipeline segment are derived from interstate and intrastate pipeline transportation of refined products, crude oil and anhydrous ammonia and the applicable pipeline tariff on a per barrel basis for crude oil or refined products and on a per ton basis for ammonia. Revenues generated from product sales in the pipeline segment relate to surplus pipeline loss allowance volumes. Revenues for the storage segment include fees for tank storage agreements, under which a customer agrees to pay for a certain amount of storage in a tank over a period of time (storage terminal revenues), and throughput agreements, under which a customer pays a fee per barrel for volumes moving through our terminals (throughput terminal revenues). Our terminals also provide blending, additive injections, handling and filtering services for which we charge additional fees. Certain of our facilities charge fees to provide marine services such as pilotage, tug assistance, line handling, launch service, emergency response services and other ship services (all of which are considered optional services). We are considered to be the lessor in certain revenue contracts. To the extent that a contract contains both lease and non-lease components, such as when we provide both storage capacity and optional services to a customers, we combine the lease and non-lease components and account for the transaction based on the predominant component. Revenues for the fuels marketing segment are derived from the sale of petroleum products. Within our pipeline and storage segments, we provide services on uninterruptible and interruptible bases. Uninterruptible services within our pipeline segment typically result from contracts that contain take-or-pay minimum volume commitments (MVCs) from the customer. Contracts with MVCs obligate the customer to pay for that minimum amount. If a customer fails to meet its MVC for the applicable service period, the customer is obligated to pay a deficiency fee based upon the shortfall between the actual volumes transported or stored and the MVC for that service period (deficiency payments). In exchange, those contracts with MVCs obligate us to stand ready to transport volumes up to the customer’s MVC. Within our storage segment, uninterruptible services arise from contracts containing a fixed monthly fee for the portion of storage capacity reserved by the customer. These contracts require that the customer pay the fixed monthly fee, regardless of whether or not it uses our storage facility (i.e., take-or-pay obligation), and that we stand ready to store that volume. Interruptible services within our pipeline and storage segments are generally provided when and to the extent we determine the requested capacity is available. The customer typically pays a per-unit rate for the actual quantities of services it receives. For the majority of our contracts, we recognize revenue in the amount to which we have a right to invoice. Generally, payment terms do not exceed 30 days. Performance Obligations. The majority of our contracts contain a single performance obligation. For our pipeline segment, the single performance obligation encompasses multiple activities necessary to deliver our customers’ products to their destinations. Typically, we satisfy this performance obligation over time as the product volume is delivered in or out of the pipelines. Certain of our pipeline segment customer contracts include an incentive pricing structure, which provides a discounted rate for the remainder of the contract once the customer exceeds a cumulative volume. The ability to receive discounted future services represents a material right to the customer, which results in a second performance obligation in those contracts. The performance obligation for our storage segment consists of multiple activities necessary to receive, store and deliver our customers’ products. We typically satisfy this performance obligation over time as the product volume is delivered in or out of the tanks (for throughput terminal revenues) or with the passage of time (for storage terminal revenues). Product sales contracts generally include a single performance obligation to deliver specified volumes of a commodity, which we satisfy at a point in time, when the product is delivered and the customer obtains control of the commodity. Optional services described in our contracts do not provide a material right to the customer, and are not considered a separate performance obligation in the contract. If and when a customer elects an optional service, and the terms of the contract are otherwise met, those services become part of the existing performance obligation. Transaction Price. For uninterruptible services, we determine the transaction price at contract inception based on the guaranteed minimum amount of revenue over the term of the contract. For interruptible services and optional services, we determine the transaction price based on our right to invoice the customer for the value of services provided to the customer for the applicable period. In certain instances, our customers reimburse us for capital projects, in arrangements referred to as contributions in aid of construction, or CIAC. Typically, in these instances, we receive upfront payments for future services, which are included in the transaction price of the underlying service contract. We collect taxes on certain revenue transactions to be remitted to governmental authorities, which may include sales, use, value-added and some excise taxes. These taxes are not included in the transaction price and are, therefore, excluded from revenues. Allocation of Transaction Price. We allocate the transaction price to the single performance obligation that exists in the vast majority of our contracts with customers. For the few contracts that have a second performance obligation, such as those that include an incentive pricing structure, we calculate an average rate based on the estimated total volumes to be delivered over the term of the contract and the resulting estimated total revenue to be billed using the applicable rates in the contract. We allocate the transaction price to the two performance obligations by applying the average rate to product volumes as they are delivered to the customer over the term of the contract. Determining the timing and amount of volumes subject to these incentive pricing contracts requires judgment that can impact the amount of revenue allocated to the two separate performance obligations. We base our estimates on our analysis of expected future production information available from our customers or other sources, which we update at least quarterly. Some of our MVC contracts include provisions that allow the customer to apply deficiency payments to future service periods (the carryforward period). In those instances, we have not satisfied our performance obligation as we still have the obligation to perform those services, subject to contractual and/or capacity constraints, at the customer’s request. At least quarterly, we assess the customer’s ability to utilize any deficiency payments during the carryforward period. If we receive a deficiency payment from a customer that we expect the customer to utilize during the carryforward period, we defer that amount as a contract liability. We will consider the performance obligation satisfied and allocate any deferred deficiency payments to our performance obligation when the customer utilizes the deficiency payment, the carryforward period ends or we determine the customer cannot or will not utilize the deficiency payment (i.e. breakage). |
Income Allocation | Income Allocation Our partnership agreement contains provisions for the allocation of net income to the unitholders. Our net income for each quarterly reporting period is first allocated to the preferred limited partner unitholders in an amount equal to the earned distributions for the respective reporting period. We allocate the remaining net income or loss among the common unitholders. |
Basic and Diluted Net Income (Loss) per Common Unit | Basic and Diluted Net Income (Loss) Per Common Unit Basic and diluted net income (loss) per common unit is determined pursuant to the two-class method. Under this method, all earnings are allocated to our limited partners and participating securities based on their respective rights to receive distributions earned during the period. Participating securities include restricted units awarded under our long-term incentive plans. We compute basic net income (loss) per common unit by dividing net income (loss) attributable to our common limited partners by the weighted-average number of common units outstanding during the period. We compute diluted net income (loss) per common unit by dividing net income (loss) attributable to our common limited partners by the sum of (i) the weighted-average number of common units outstanding during the period and (ii) the effect of dilutive potential common units outstanding during the period. Dilutive potential common units include contingently issuable performance units awarded and the Series D Preferred Units. See Note 22 for additional information on our performance units, Note 17 for additional information on our Series D Preferred Units and Note 19 for the calculation of basic and diluted net income (loss) per common unit. |
Derivative Financial Instruments | Derivative Financial Instruments When we apply hedge accounting, we formally document all relationships between hedging instruments and hedged items. This process includes identification of the hedging instrument and the hedged transaction, the nature of the risk being hedged and how the hedging instrument’s effectiveness will be assessed. To qualify for hedge accounting, at inception of the hedge we assess whether the derivative instruments that are used in our hedging transactions are expected to be highly effective in offsetting changes in cash flows. Throughout the designated hedge period and at least quarterly, we assess whether the derivative instruments are highly effective and continue to qualify for hedge accounting. We enter into the forward-starting swaps in order to hedge the risk of changes in the interest payments attributable to changes in the benchmark interest rate during the period from the effective date of the swap to the issuance of the forecasted debt. For forward-starting interest rate swaps designated and qualifying as cash flow hedges, we recognize the fair value of each interest rate swap in the consolidated balance sheets. We record changes in the fair value of the hedge as a component of accumulated other comprehensive income (loss) (AOCI), to the extent those cash flow hedges remain highly effective. If at any point a cash flow hedge ceases to qualify for hedge accounting, changes in the fair value of the hedge are recognized in “Interest expense, net” from that date forward. The amount accumulated in AOCI is amortized into “Interest expense, net” as the forecasted interest payments occur or if the interest payments are probable not to occur. We classify cash flows associated with our derivative instruments as operating cash flows in the consolidated statements of cash flows, except for receipts or payments associated with terminated forward-starting interest rate swap agreements, which are included in cash flows from financing activities. See Note 16 for additional information regarding our derivative financial instruments. |
Unit-based Compensation | Unit-based CompensationUnit-based compensation for our long-term incentive plans is recorded in our consolidated balance sheets based on the fair value of the awards granted and recognized as compensation expense primarily on a straight-line basis over the requisite service period. Forfeitures of our unit-based compensation awards are recognized as an adjustment to compensation expense when they occur. Unit-based compensation expense is included in “General and administrative expenses” on our consolidated statements of income (loss). Most of our currently outstanding awards are classified as equity awards as we intend to settle these awards through the issuance of our common units. See Note 22 for additional information regarding our unit-based compensation. |
Foreign Currency Translation | Foreign Currency Translation The functional currencies of our foreign subsidiaries are the local currencies of the countries in which the subsidiaries are located. The assets and liabilities of our foreign subsidiaries with local functional currencies are translated to U.S. dollars at period-end exchange rates, and income and expense items are translated to U.S. dollars at weighted-average exchange rates in effect during the period. These translation adjustments are included in “Accumulated other comprehensive loss” in the equity section of the consolidated balance sheets. Gains and losses on foreign currency transactions are included in “Other income (expense), net” in the consolidated statements of income (loss). |
Reclassifications | Reclassifications We have reclassified certain previously reported amounts in the consolidated financial statements and notes to conform to current-period presentation. |
DISPOSITIONS, DISCONTINUED OP_2
DISPOSITIONS, DISCONTINUED OPERATIONS AND IMPAIRMENTS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations, Supplemental Income Statement Disclosures [Table Text Block] | The following is a reconciliation of the major classes of line items included in “Loss from discontinued operations, net of tax” on the consolidated statements of income (loss): Year Ended December 31, 2019 (Thousands of Dollars) Revenues $ 248,981 Costs and expenses: Cost of revenues 220,595 Impairment losses 336,838 General and administrative expenses (excluding depreciation and amortization expense) 1,231 Total costs and expenses 558,664 Operating loss (309,683) Interest income, net 32 Other expense, net (2,775) Loss from discontinued operations before income tax expense (312,426) Income tax expense 101 Loss from discontinued operations, net of tax $ (312,527) |
Discontinued Operations, Selected Cash Flow Information [Table Text Block] | The following table presents selected cash flow information associated with our discontinued operations: Year Ended December 31, 2019 (Thousands of Dollars) Capital expenditures $ (27,954) Significant noncash operating activities and other adjustments: Depreciation and amortization expense $ 8,536 Asset impairment losses $ 305,715 Goodwill impairment loss $ 31,123 Loss from sale of the St. Eustatius Operations $ 3,942 |
REVENUE FROM CONTRACTS WITH C_2
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Contract with Customer, Asset and Liability [Table Text Block] | The following table provides information about contract assets and contract liabilities from contracts with customers: 2021 2020 2019 Contract Assets Contract Liabilities Contract Assets Contract Liabilities Contract Assets Contract Liabilities (Thousands of Dollars) Balances as of January 1: Current portion $ 2,694 $ (22,019) $ 2,140 $ (21,083) $ 2,066 $ (21,579) Noncurrent portion 932 (47,537) 1,003 (40,289) 539 (38,945) Held for sale — — — — — (25,357) Total 3,626 (69,556) 3,143 (61,372) 2,605 (85,881) Activity: Additions 3,888 (41,121) 5,686 (69,830) 4,890 (52,957) Transfer to accounts receivable (3,977) — (4,828) — (4,352) — Transfer to revenues, including amounts reported in discontinued operations (697) 49,207 (375) 61,646 — 77,466 Total (786) 8,086 483 (8,184) 538 24,509 Balances as of December 31: Current portion 2,336 (15,443) 2,694 (22,019) 2,140 (21,083) Noncurrent portion 504 (46,027) 932 (47,537) 1,003 (40,289) Total $ 2,840 $ (61,470) $ 3,626 $ (69,556) $ 3,143 $ (61,372) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table Text Block] | The following table presents our estimated revenue from contracts with customers for remaining performance obligations that has not yet been recognized, representing our contractually committed revenue as of December 31, 2021 (in thousands of dollars): 2022 $ 413,612 2023 277,278 2024 187,995 2025 131,877 2026 89,103 Thereafter 92,064 Total $ 1,191,929 |
Disaggregation of Revenue [Table Text Block] | The following table disaggregates our revenues: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Pipeline segment: Crude oil pipelines $ 331,485 $ 329,105 $ 316,417 Refined products and ammonia pipelines (excluding lessor revenues) 430,753 387,793 376,588 Total pipeline segment revenues from contracts with customers 762,238 716,898 693,005 Lessor revenues — 1,925 8,825 Total pipeline segment revenues 762,238 718,823 701,830 Storage segment: Throughput terminals 122,331 136,632 114,243 Storage terminals (excluding lessor revenues) 263,883 316,496 298,984 Total storage segment revenues from contracts with customers 386,214 453,128 413,227 Lessor revenues 41,454 41,314 40,774 Total storage segment revenues 427,668 494,442 454,001 Fuels marketing segment: Revenues from contracts with customers 428,608 268,345 342,215 Consolidation and intersegment eliminations (14) (46) (25) Total revenues $ 1,618,500 $ 1,481,564 $ 1,498,021 |
ALLOWANCE FOR CREDIT LOSSES (Ta
ALLOWANCE FOR CREDIT LOSSES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Allowance for Credit Loss [Abstract] | |
Allowance for Credit Losses [Table Text Block] | The balance of and changes in the allowance for credit losses consisted of the following: Year Ended December 31, 2020 2019 (Thousands of Dollars) Balance as of beginning of year $ 72 $ 9,412 Current period provision for credit losses 441 2,322 Write-offs charged against the allowance (513) (11,662) Balance as of end of year $ — $ 72 Activity for the year ended December 31, 2021 was immaterial and the balance as of December 31, 2021 was $0. |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory Table [Text Block] | Inventories consisted of the following: December 31, 2021 2020 (Thousands of Dollars) Petroleum products $ 12,456 $ 7,394 Materials and supplies 4,188 3,665 Total $ 16,644 $ 11,059 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Property, plant and equipment consisted of the following: Estimated Useful Lives December 31, 2021 2020 (Years) (Thousands of Dollars) Land, buildings and improvements 0 - 40 $ 366,525 $ 440,358 Pipelines, storage and terminals 15 - 40 4,897,041 5,253,507 Rights-of-way 20 - 40 353,262 359,441 Construction in progress 112,020 111,436 Total 5,728,848 6,164,742 Less accumulated depreciation and amortization (2,187,206) (2,207,230) Property, plant and equipment, net $ 3,541,642 $ 3,957,512 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of Finite-Lived Intangible Assets by Major Class [Table Text Block] | Intangible assets consisted of the following: Weighted-Average Amortization Period December 31, 2021 December 31, 2020 Cost Accumulated Cost Accumulated (Years) (Thousands of Dollars) Customer contracts and relationships 17 $ 793,900 $ (237,579) $ 863,900 $ (235,205) Other 47 2,359 (895) 2,359 (845) Total $ 796,259 $ (238,474) $ 866,259 $ (236,050) |
GOODWILL (Tables)
GOODWILL (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | The balances of and changes in the carrying amount of goodwill by segment were as follows: Pipeline Storage Total (Thousands of Dollars) Balances as of January 1, 2020 $ 704,231 $ 301,622 $ 1,005,853 Activity for the year ended December 31, 2020: Goodwill impairment loss on crude oil pipelines (225,000) — (225,000) Texas City Sale — (14,437) (14,437) Balances as of December 31, 2020: Goodwill 704,231 287,185 991,416 Accumulated impairment loss (225,000) — (225,000) Net goodwill 479,231 287,185 766,416 Activity for the year ended December 31, 2021: Goodwill impairment loss on Eastern U.S. Terminal Operations — (34,060) (34,060) Balances as of December 31, 2021: Goodwill 704,231 253,125 957,356 Accumulated impairment loss (225,000) — (225,000) Net goodwill $ 479,231 $ 253,125 $ 732,356 |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accrued Liabilities, Current [Abstract] | |
Schedule of Accrued Liabilities [Table Text Block] | Accrued liabilities consisted of the following: December 31, 2021 2020 (Thousands of Dollars) Employee wages and benefit costs $ 40,209 $ 27,805 Revenue contract liabilities 15,443 22,019 Operating lease liabilities 10,346 10,890 Environmental costs 3,378 5,371 Other 10,442 11,685 Accrued liabilities $ 79,818 $ 77,770 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments [Table Text Block] | Long-term debt consisted of the following: December 31, Maturity 2021 2020 (Thousands of Dollars) Revolving Credit Agreement April 27, 2025 (a) $ 110,500 $ — 6.75% senior notes February 1, 2021 — 300,000 4.75% senior notes February 1, 2022 — 250,000 5.75% senior notes October 1, 2025 600,000 600,000 6.00% senior notes June 1, 2026 500,000 500,000 5.625% senior notes April 28, 2027 550,000 550,000 6.375% senior notes October 1, 2030 600,000 600,000 Subordinated Notes January 15, 2043 402,500 402,500 GoZone Bonds 2038 thru 2041 322,140 322,140 Receivables Financing Agreement January 31, 2025 (a) 83,800 57,000 Net fair value adjustments, unamortized discounts and unamortized debt issuance costs N/A (38,315) (42,382) Total long-term debt (excluding finance leases) 3,130,625 3,539,258 Finance leases (refer to Note 15) 52,930 54,238 Long-term debt, less current portion $ 3,183,555 $ 3,593,496 (a) On January 28, 2022, the maturity date on the Revolving Credit Agreement was extended from October 27, 2023 to April 27, 2025 and the scheduled termination date of the Receivables Financing Agreement was extended from September 20, 2023 to January 31, 2025. |
Schedule of Maturities of Long-term Debt [Table Text Block] | The long-term debt repayments (excluding finance leases) as of December 31, 2021 are due as follows (in thousands of dollars): 2022 $ — 2023 (a) 194,300 2024 — 2025 600,000 2026 500,000 Thereafter 1,874,640 Total repayments 3,168,940 Net fair value adjustments, unamortized discounts and unamortized debt issuance costs (38,315) Total long-term debt (excluding finance leases) $ 3,130,625 (a) On January 28, 2022, the maturity date on the Revolving Credit Agreement was extended from October 27, 2023 to April 27, 2025 and the scheduled termination date of the Receivables Financing Agreement was extended from September 20, 2023 to January 31, 2025. |
Schedule of GoZone Bonds [Table Text Block] | The following table summarizes the GoZone Bonds outstanding as of December 31, 2021: Series Date Issued Amount Mandatory Maturity Date (Thousands of Dollars) Series 2008 June 26, 2008 $ 55,440 6.10 % June 1, 2030 June 1, 2038 Series 2010 July 15, 2010 100,000 6.35 % n/a July 1, 2040 Series 2010A October 7, 2010 43,300 6.35 % n/a October 1, 2040 Series 2010B December 29, 2010 48,400 6.10 % June 1, 2030 December 1, 2040 Series 2011 August 9, 2011 75,000 5.85 % June 1, 2025 August 1, 2041 Total $ 322,140 |
HEALTH, SAFETY AND ENVIRONMEN_2
HEALTH, SAFETY AND ENVIRONMENTAL MATTERS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Environmental Remediation Obligations [Abstract] | |
Schedule of Environmental Accrual Rollforward [Table Text Block] | The balance of and changes in the accruals for environmental matters were as follows: Year Ended December 31, 2021 2020 (Thousands of Dollars) Balance as of the beginning of year $ 8,373 $ 7,938 Additions to accrual 2,044 3,692 Payments (2,669) (3,257) Balance as of the end of year $ 7,748 $ 8,373 |
Environmental Accruals By Balance Sheet Location [Table Text Block] | Accruals for environmental matters are included in the consolidated balance sheets as follows: December 31, 2021 2020 (Thousands of Dollars) Accrued liabilities $ 3,378 $ 5,371 Other long-term liabilities 4,370 3,002 Accruals for environmental matters $ 7,748 $ 8,373 |
COMMITMENTS, CONTINGENCIES AN_2
COMMITMENTS, CONTINGENCIES AND UNCERTAINTIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Payments for Operating Leases and Purchase Obligations [Table Text Block] | Future minimum rental payments applicable to all noncancellable purchase obligations as of December 31, 2021 are as follows: Payments Due by Period 2022 2023 2024 2025 2026 Thereafter Total (Thousands of Dollars) Purchase obligations $ 10,606 $ 5,125 $ 2,226 $ 1,552 $ 753 $ 5,466 $ 25,728 |
LEASE ASSETS AND LIABILITIES (T
LEASE ASSETS AND LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Schedule of Right-of-Use Assets and Lease Liabilities | Right-of-use assets and lease liabilities included in our consolidated balance sheet were as follows: December 31, Balance Sheet Location 2021 2020 (Thousands of Dollars) Right-of-Use Assets: Operating Other long-term assets, net $ 76,867 $ 87,443 Finance Property, plant and equipment, net of accumulated amortization of $13,561 and $8,444 $ 71,002 $ 73,319 Lease Liabilities: Operating: Current Accrued liabilities $ 10,346 $ 10,890 Noncurrent Other long-term liabilities 65,060 74,899 Total operating lease liabilities $ 75,406 $ 85,789 Finance: Current Current portion of finance lease obligations $ 3,848 $ 3,839 Noncurrent Long-term debt, less current portion 52,930 54,238 Total finance lease liabilities $ 56,778 $ 58,077 |
Maturity Analysis of Lease Liabilities | As of December 31, 2021, maturities of our operating and finance lease liabilities were as follows: Operating Leases Finance Leases (Thousands of Dollars) 2022 $ 12,252 $ 5,831 2023 10,960 5,705 2024 10,656 5,217 2025 8,705 4,424 2026 5,876 3,979 Thereafter 48,542 52,399 Total lease payments $ 96,991 $ 77,555 Less: Interest 21,585 20,777 Present value of lease liabilities $ 75,406 $ 56,778 |
Lease Cost | Costs incurred for leases, including costs associated with discontinued operations, were as follows: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Operating lease cost $ 15,323 $ 16,814 $ 29,167 Finance lease cost: Amortization of right-of-use assets $ 5,251 $ 4,700 $ 3,748 Interest expense on lease liability $ 2,081 $ 2,201 $ 2,212 Short-term lease cost $ 14,198 $ 15,359 $ 19,140 Variable lease cost $ 4,939 $ 8,653 $ 6,990 Total lease cost $ 41,792 $ 47,727 $ 61,257 |
Additional Lease Information | The table below presents additional information regarding our leases. 2021 2020 2019 Operating Finance Operating Finance Operating Finance (Thousands of Dollars, Except Term and Rate Data) For the year ended Cash outflows from $ 12,829 $ 2,090 $ 14,487 $ 2,208 $ 27,567 $ 2,027 Cash outflows from $ — $ 4,244 $ — $ 4,981 $ — $ 3,700 Right-of-use assets obtained in exchange for lease liabilities $ 3,278 $ 3,173 $ 20,830 $ 3,077 $ 2,153 $ 4,430 As of December 31: Weighted-average 13 18 13 19 15 20 Weighted-average 3.2 % 3.6 % 3.2 % 3.7 % 3.6 % 3.7 % |
Assets Leased to Others | The table below presents cost, accumulated depreciation and useful life information related to our storage lease assets, which are included in our “Pipeline, storage and terminals” asset class within property, plant and equipment: Estimated Useful Life December 31, 2021 2020 (Years) (Thousands of Dollars) Lease storage assets, at cost 30 $ 246,841 $ 241,664 Less accumulated depreciation (139,200) (130,217) Lease storage assets, net $ 107,641 $ 111,447 |
DERIVATIVES AND FAIR VALUE ME_2
DERIVATIVES AND FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Value of Unwound Interest Rate Swap Agreements [Table Text Block] | The remaining fair value amounts associated with unwound interest rate swap agreements are presented in the table below. These amounts are amortized ratably over the remaining life of the related debt instrument into “Interest expense, net” on the consolidated statements of income (loss). December 31, Unwound Interest Rate Swap Agreements Balance Sheet Location 2021 2020 (Thousands of Dollars) Fixed-to-floating Long-term debt, less current portion $ — $ 1,363 Forward-starting Accumulated other comprehensive loss $ (36,486) $ (42,150) |
Derivative Instruments, Gain (Loss) [Table Text Block] | Our forward-starting interest rate swaps had the following impact on earnings: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Change in unrealized loss on cash flow hedges $ — $ (30,291) $ (19,045) Reclassification of loss on cash flow hedges to interest expense, net $ 5,664 $ 4,265 $ 3,814 |
Fair Value and Carrying Value of Debt [Table Text Block] | The estimated fair values and carrying amounts of the long-term debt, excluding finance leases, were as follows: December 31, 2021 2020 (Thousands of Dollars) Fair value $ 3,459,153 $ 3,799,378 Carrying amount $ 3,130,625 $ 3,539,258 |
SERIES D CUMULATIVE CONVERTIB_2
SERIES D CUMULATIVE CONVERTIBLE PREFERRED UNITS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Temporary Equity Disclosure [Abstract] | |
Schedule of Series D Preferred Units [Table Text Block] | The following is a summary of our Series D Preferred Units issued and outstanding as of December 31, 2021: Original Issuance Date Number of Units Issued and Outstanding Purchase Price per Unit Initial Closing June 29, 2018 15,760,441 $ 25.38 Second Closing July 13, 2018 7,486,209 $ 25.38 Total 23,246,650 |
PARTNERS' EQUITY (Tables)
PARTNERS' EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Distribution Made to Limited Partner [Line Items] | |
Schedule of Preferred Units [Table Text Block] | The following is a summary of our Series A, Series B and Series C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (collectively the Series A, B and C Preferred Units) issued and outstanding as of December 31, 2021: Units Original Number of Units Issued and Outstanding Price per Unit Fixed Distribution Rate per Annum (as a Percentage of the $25.00 Liquidation Preference per Unit) Fixed Distribution Rate per Unit per Annum Fixed Distribution per Annum (in thousands of dollars) Optional Redemption Date/Date at Which Distribution Rate Becomes Floating Floating Annual Rate (as a Percentage of the $25.00 Liquidation Preference per Unit) Series A Preferred Units November 25, 9,060,000 $ 25.00 8.50 % $ 2.125 $ 19,252 December 15, 2021 Three-month LIBOR plus 6.766% Series B Preferred Units April 28, 2017 15,400,000 $ 25.00 7.625 % $ 1.90625 $ 29,357 June 15, Three-month LIBOR plus 5.643% Series C Preferred Units November 30, 2017 6,900,000 $ 25.00 9.00 % $ 2.25 $ 15,525 December 15, 2022 Three-month LIBOR plus 6.88% The Series A Preferred Units switched from a fixed distribution rate to a floating rate on December 15, 2021, with the floating rate set forth below for the period indicated: Period Distribution Rate per Unit Total Distribution (Thousands of Dollars) December 15, 2021 - March 14, 2022 $ 0.43606 $ 3,951 |
Schedule of Common Units [Table Text Block] | The following table shows the balance of and changes in the number of our common units outstanding: Year Ended December 31, 2021 2020 2019 Balance as of the beginning of year 109,468,127 108,527,806 107,225,156 Issuance of units — — 527,426 Unit-based compensation (refer to Note 22 for discussion) 518,146 940,321 775,224 Balance as of the end of year 109,986,273 109,468,127 108,527,806 |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | The balance of and changes in the components included in AOCI were as follows: Foreign Cash Flow Hedges Pension and Total (Thousands of Dollars) Balance as of January 1, 2019 $ (47,299) $ (893) $ (6,686) $ (54,878) Other comprehensive income (loss) before reclassification adjustments 3,527 (19,045) 1,000 (14,518) Net gain on pension costs reclassified into other income, net — — (2,314) (2,314) Net loss on cash flow hedges reclassified into interest expense, net — 3,814 — 3,814 Other comprehensive income (loss) 3,527 (15,231) (1,314) (13,018) Balance as of December 31, 2019 (43,772) (16,124) (8,000) (67,896) Other comprehensive income (loss) before reclassification adjustments 1,410 (30,291) (2,924) (31,805) Net gain on pension costs reclassified into other income, net — — (1,220) (1,220) Net loss on cash flow hedges reclassified into interest expense, net — 4,265 — 4,265 Other comprehensive income (loss) 1,410 (26,026) (4,144) (28,760) Balance as of December 31, 2020 (42,362) (42,150) (12,144) (96,656) Other comprehensive income before reclassification adjustments 601 — 17,721 18,322 Net gain on pension costs reclassified into other income, net — — (1,308) (1,308) Net loss on cash flow hedges reclassified into interest expense, net — 5,664 — 5,664 Other comprehensive income 601 5,664 16,413 22,678 Balance as of December 31, 2021 $ (41,761) $ (36,486) $ 4,269 $ (73,978) |
Common Limited Partner [Member] | |
Distribution Made to Limited Partner [Line Items] | |
Distributions Made to Limited Partner, by Distribution [Table Text Block] | The following table summarizes information about cash distributions to our common limited partners applicable to the period in which the distributions were earned: Cash Distributions Per Unit Total Cash Distributions Record Date Payment Date (Thousands of Dollars) Quarter ended: December 31, 2021 $ 0.40 $ 44,008 February 8, 2022 February 14, 2022 September 30, 2021 0.40 43,814 November 8, 2021 November 12, 2021 June 30, 2021 0.40 43,814 August 6, 2021 August 12, 2021 March 31, 2021 0.40 43,834 May 10, 2021 May 14, 2021 Year ended December 31, 2021 $ 1.60 $ 175,470 Year ended December 31, 2020 $ 1.60 $ 174,873 Year ended December 31, 2019 $ 2.40 $ 259,136 |
NET INCOME (LOSS) PER COMMON _2
NET INCOME (LOSS) PER COMMON UNIT (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Net Income (Loss) Per Unit [Text Block] | The following table details the calculation of net income (loss) per common unit: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars, Except Unit and Per Unit Data) Net income (loss) $ 38,225 $ (198,983) $ (105,693) Distributions to preferred limited partners (127,399) (124,882) (121,693) Distributions to common limited partners (175,470) (174,873) (259,136) Distribution equivalent rights to restricted units (2,396) (2,093) (2,659) Distributions in excess of income (loss) $ (267,040) $ (500,831) $ (489,181) Distributions to common limited partners $ 175,470 $ 174,873 $ 259,136 Allocation of distributions in excess of income (loss) (267,040) (500,831) (489,181) Series D Preferred Unit accretion (refer to Note 17) (16,903) (17,626) (18,085) Net loss attributable to common units $ (108,473) $ (343,584) $ (248,130) Basic weighted-average common units outstanding 109,585,635 109,155,117 107,789,030 Diluted common units outstanding: Basic weighted-average common units outstanding 109,585,635 109,155,117 107,789,030 Effect of dilutive potential common units — — 65,669 Diluted weighted-average common units outstanding 109,585,635 109,155,117 107,854,699 Basic and diluted net loss per common unit $ (0.99) $ (3.15) $ (2.30) |
SUPPLEMENTAL CASH FLOW INFORM_2
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Changes in Current Assets and Liabilities [Table Text Block] | Changes in current assets and current liabilities were as follows: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Decrease (increase) in current assets: Accounts receivable $ (2,105) $ 14,589 $ (23,480) Inventories (5,585) 1,340 (866) Prepaid and other current assets (1,710) (3,326) (5,103) Increase (decrease) in current liabilities: Accounts payable 10,202 (25,455) 8,068 Accrued interest payable (16,708) 12,922 1,632 Accrued liabilities 4,448 7,886 (19,740) Taxes other than income tax (2,689) 3,972 (5,276) Changes in current assets and current liabilities $ (14,147) $ 11,928 $ (44,765) |
Schedule of Supplemental Cash Flow Information [Table Text Block] | Cash flows related to interest and income taxes were as follows: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Cash paid for interest, net of amount capitalized $ 218,181 $ 204,511 $ 176,859 Cash paid for income taxes, net of tax refunds received $ 5,491 $ 3,260 $ 6,817 |
Schedule of Cash and Cash Equivalents [Table Text Block] | Restricted cash is included in "Other long-term assets, net" on the consolidated balance sheets. “Cash, cash equivalents and restricted cash” on the consolidated statements of cash flows was included in the consolidated balance sheets as follows: December 31, 2021 2020 (Thousands of Dollars) Cash and cash equivalents $ 5,637 $ 153,625 Other long-term assets, net 8,802 8,801 Cash, cash equivalents and restricted cash $ 14,439 $ 162,426 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |
Disclosures for our Pension Plans and other postretirement benefit plans | The changes in the benefit obligation, the changes in fair value of plan assets, the funded status and the amounts recognized in the consolidated balance sheets for our Pension Plans and other postretirement benefit plans as of and for the years ended December 31, 2021 and 2020 were as follows: Pension Plans Other Postretirement 2021 2020 2021 2020 (Thousands of Dollars) Change in benefit obligation: Benefit obligation, January 1 $ 186,685 $ 167,257 $ 14,680 $ 13,196 Service cost 9,978 9,174 593 529 Interest cost 4,084 4,693 326 399 Benefits paid (a) (19,366) (9,520) (257) (281) Participant contributions — — 44 44 Actuarial (gain) loss (694) 15,081 884 793 Other (780) — — — Benefit obligation, December 31 $ 179,907 $ 186,685 $ 16,270 $ 14,680 Change in plan assets: Plan assets at fair value, January 1 $ 182,727 $ 159,036 $ — $ — Actual return on plan assets 26,425 21,758 — — Employer contributions 52 11,453 213 237 Benefits paid (a) (19,366) (9,520) (257) (281) Participant contributions — — 44 44 Plan assets at fair value, December 31 $ 189,838 $ 182,727 $ — $ — Reconciliation of funded status: Fair value of plan assets at December 31 $ 189,838 $ 182,727 $ — $ — Less: Benefit obligation at December 31 179,907 186,685 16,270 14,680 Funded status at December 31 $ 9,931 $ (3,958) $ (16,270) $ (14,680) Amounts recognized in the consolidated balance sheets (b): Other long-term assets, net $ 14,945 $ — $ — $ — Accrued liabilities (467) (382) (442) (352) Other long-term liabilities (4,547) (3,576) (15,828) (14,328) Net pension asset (liability) $ 9,931 $ (3,958) $ (16,270) $ (14,680) Accumulated benefit obligation $ 171,899 $ 181,263 $ 16,270 $ 14,680 (a) Benefit payments for the year ended December 31, 2021 include lump-sum payments of $9.6 million to participants of the Pension Plans following the Eastern U.S. Terminals Disposition on October 8, 2021 and the Texas City Sale on December 7, 2020. (b) For the Pension Plan, since assets exceed the present value of expected benefit payments for the next 12 months, all of the liability is noncurrent. For the Excess Pension Plan and the other postretirement benefit plans, since there are no assets, the current liability is the present value of expected benefit payments for the next 12 months; the remainder is noncurrent. |
The components of net periodic benefit cost (income) | The components of net periodic benefit cost (income) related to our Pension Plans and other postretirement benefit plans were as follows: Pension Plans Other Postretirement Benefit Plans Year Ended December 31, Year Ended December 31, 2021 2020 2019 2021 2020 2019 (Thousands of Dollars) Service cost $ 9,978 $ 9,174 $ 9,549 $ 593 $ 529 $ 431 Interest cost 4,084 4,693 5,480 326 399 453 Expected return on plan assets (9,233) (8,972) (8,015) — — — Amortization of prior service credit (2,057) (2,057) (2,057) (1,145) (1,145) (1,145) Amortization of net actuarial loss 2,279 1,845 846 176 137 42 Other (561) 136 — — — — Net periodic benefit cost (income) $ 4,490 $ 4,819 $ 5,803 $ (50) $ (80) $ (219) |
Adjustments recognized in other comprehensive (loss) income | Adjustments to other comprehensive income (loss) related to our Pension Plans and other postretirement benefit plans were as follows: Pension Plans Other Postretirement Benefit Plans Year Ended December 31, Year Ended December 31, 2021 2020 2019 2021 2020 2019 (Thousands of Dollars) Net unrecognized gain (loss) arising during the year: Net actuarial gain (loss) $ 18,666 $ (2,159) $ 2,545 $ (884) $ (793) $ (1,559) Net (gain) loss reclassified into income: Amortization of prior service credit (2,057) (2,057) (2,057) (1,145) (1,145) (1,145) Amortization of net actuarial loss 2,279 1,845 846 176 137 42 Other (561) — — — — — Net gain reclassified into income (339) (212) (1,211) (969) (1,008) (1,103) Income tax (expense) benefit (61) 28 14 — — — Total changes to other comprehensive income (loss) $ 18,266 $ (2,343) $ 1,348 $ (1,853) $ (1,801) $ (2,662) |
The amounts recorded as a component of accumulated other comprehensive (loss) income | The amounts recorded as a component of “Accumulated other comprehensive loss” on the consolidated balance sheets related to our Pension Plans and other postretirement benefit plans were as follows: Pension Plans Other Postretirement December 31, December 31, 2021 2020 2021 2020 (Thousands of Dollars) Unrecognized actuarial loss $ (3,748) $ (24,878) $ (4,554) $ (3,846) Prior service credit 7,630 10,433 4,884 6,029 Deferred tax asset 57 118 — — Accumulated other comprehensive income (loss), net of tax $ 3,939 $ (14,327) $ 330 $ 2,183 |
Schedule of fair value of plan assets | The major classes of plan assets measured at fair value for the Pension Plan were as follows: December 31, 2021 Level 1 Level 2 Level 3 Total (Thousands of Dollars) Cash equivalent securities $ 710 $ — $ — $ 710 Equity securities: U.S. large cap equity fund (a) — 110,672 — 110,672 International stock index fund (b) 17,708 — — 17,708 Fixed income securities: Bond market index fund (c) 60,748 — — 60,748 Total $ 79,166 $ 110,672 $ — $ 189,838 December 31, 2020 Level 1 Level 2 Level 3 Total (Thousands of Dollars) Cash equivalent securities $ 2,125 $ — $ — $ 2,125 Equity securities: U.S. large cap equity fund (a) — 104,857 — 104,857 International stock index fund (b) 20,732 — — 20,732 Fixed income securities: Bond market index fund (c) 55,013 — — 55,013 Total $ 77,870 $ 104,857 $ — $ 182,727 (a) This fund is a low-cost equity index fund not actively managed that tracks the S&P 500. Fair values were estimated using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. (b) This fund tracks the performance of the Total International Composite Index. (c) This fund tracks the performance of the Barclays Capital U.S. Aggregate Bond Index. |
Schedule of expected benefit payments | The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid for the years ending December 31: Pension Plans Other Postretirement Benefit Plans (Thousands of Dollars) 2022 $ 10,652 $ 442 2023 $ 11,232 $ 497 2024 $ 11,212 $ 531 2025 $ 12,266 $ 582 2026 $ 12,109 $ 640 2027-2031 $ 65,477 $ 4,003 |
Assumptions used to determine the benefit obligations | The weighted-average assumptions used to determine the benefit obligations were as follows: Pension Plans Other Postretirement Benefit Plans December 31, December 31, 2021 2020 2021 2020 Discount rate 3.10 % 2.84 % 3.08 % 2.83 % Rate of compensation increase 3.99 % 3.51 % n/a n/a Cash balance interest crediting rate 2.00 % 2.00 % n/a n/a |
Assumptions used to determine the net periodic benefit cost (income) | The weighted-average assumptions used to determine the net periodic benefit cost (income) were as follows: Pension Plans Other Postretirement Benefit Plans Year Ended December 31, Year Ended December 31, 2021 2020 2019 2021 2020 2019 Discount rate 2.84 % 3.34 % 4.40 % 2.83 % 3.43 % 4.53 % Expected long-term rate of return on plan assets 6.00 % 6.50 % 6.50 % n/a n/a n/a Rate of compensation increase 3.51 % 3.51 % 3.51 % n/a n/a n/a Cash balance interest crediting rate 2.00 % 2.00 % 2.90 % n/a n/a n/a |
Schedule of assumed health care cost trend rates | The assumed health care cost trend rates were as follows: December 31, 2021 2020 Health care cost trend rate assumed for next year 6.84 % 6.84 % Rate to which the cost trend rate was assumed to decrease (the ultimate trend rate) 5.00 % 5.00 % Year that the rate reaches the ultimate trend rate 2028 2028 |
UNIT-BASED COMPENSATION (Tables
UNIT-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of long-term incentive plan compensation expense | The following table summarizes information pertaining to all of our long-term incentive plans: Units Outstanding Compensation Expense 2021 2020 2019 2021 2020 2019 (Thousands of Dollars) Restricted units: Domestic employees 2,520,436 2,235,125 1,223,143 $ 11,892 $ 10,205 $ 9,437 Non-employee directors (NEDs) 129,312 98,769 61,349 856 631 774 International employees 21,760 19,987 10,243 139 58 711 Performance awards 33,695 87,122 161,561 3,047 1,291 4,172 Unit awards — — — 4,645 — 22,941 Total 2,705,203 2,441,003 1,456,296 $ 20,579 $ 12,185 $ 38,035 |
Restricted unit award activity | A summary of our equity-classified restricted unit awards is as follows: Measured at Grant Date Fair Value Number of Units Weighted-Average Fair Value Per Unit Nonvested units as of January 1, 2019 (a) 1,088,236 $ 29.00 Granted 596,881 26.46 Vested (328,386) 30.11 Forfeited (72,239) 28.05 Nonvested units as of December 31, 2019 1,284,492 27.48 Granted 1,454,998 12.10 Vested (374,847) 28.47 Forfeited (30,749) 26.75 Nonvested units as of December 31, 2020 2,333,894 17.70 Granted 1,049,081 16.28 Vested (630,888) 20.07 Forfeited (102,339) 14.28 Nonvested units as of December 31, 2021 2,649,748 16.57 (a) Upon adoption of amended guidance, nonvested units include 59,752 units issued to NEDs which were measured at a fair value per unit of $20.93. |
Performance Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of long-term incentive plan compensation expense | A summary of our performance awards is shown below: Performance Unit Awards Granted for Accounting Purposes Performance Cash Awards Total Performance Performance Unit Awards Weighted-Average Grant Date Fair Value per Unit (Thousands of Dollars) Outstanding as of January 1, 2019 $ — 158,326 80,690 $ 23.43 Granted — 95,969 74,439 28.01 Vested — (80,690) (80,690) 23.43 Forfeitures — (12,044) — — Outstanding as of December 31, 2019 — 161,561 74,439 28.01 Granted 2,167 — 57,448 13.21 Performance adjustment (a) — 72,951 72,951 28.01 Vested — (147,390) (147,390) 28.01 Outstanding as of December 31, 2020 2,167 87,122 57,448 13.21 Granted 2,254 4,021 33,695 15.79 Vested (b) (672) (53,427) (53,427) 13.21 Forfeitures (51) (4,021) (4,021) 13.21 Outstanding as of December 31, 2021 $ 3,698 33,695 33,695 15.79 (a) For the year ended December 31, 2020, common units granted and issued upon vesting of performance units earned at 198% of the 2019 target. (b) For the year ended December 31, 2021, we settled performance cash awards in common units and issued 26,704 common units, net of employee tax withholding requirements. |
Share-based Payment Arrangement [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of long-term incentive plan compensation expense | A summary of our unit awards is shown below: Date of Grant Grant Date Fair Value Unit Awards Granted Common Units Issued, Net of Employee Withholding Tax (Thousands of Dollars) February 2022 $ 4,645 280,685 186,190 February and March 2020 $ 22,941 834,224 571,735 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Components of income tax expense related to certain of our continuing operations conducted through separate taxable wholly owned corporate subsidiaries were as follows: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Current: U.S. $ 3,755 $ 36 $ 3,741 Foreign 221 2,415 1,489 Foreign withholding tax 1,281 — 101 Total current 5,257 2,451 5,331 Deferred: U.S. (93) 300 (490) Foreign (531) (621) (168) Foreign withholding tax (745) 533 182 Total deferred (1,369) 212 (476) Less: amounts reported in discontinued operations — — 101 Income tax expense $ 3,888 $ 2,663 $ 4,754 |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The tax effects of significant temporary differences representing deferred income tax assets and liabilities were as follows: December 31, 2021 2020 (Thousands of Dollars) Deferred income tax assets: Net operating losses $ 20,005 $ 18,459 Employee benefits 83 134 Environmental and legal reserves 47 105 Capital loss 3,735 10,813 Other 495 834 Total deferred income tax assets 24,365 30,345 Less: Valuation allowance (23,718) (28,211) Net deferred income tax assets 647 2,134 Deferred income tax liabilities: Property, plant and equipment (11,884) (13,772) Foreign withholding tax (272) (1,002) Other (322) (371) Total deferred income tax liabilities (12,478) (15,145) Net deferred income tax liability $ (11,831) $ (13,011) |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Results of operations for the reportable segments were as follows: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Revenues: Pipeline $ 762,238 $ 718,823 $ 701,830 Storage 427,668 494,442 454,001 Fuels marketing 428,608 268,345 342,215 Consolidation and intersegment eliminations (14) (46) (25) Total revenues $ 1,618,500 $ 1,481,564 $ 1,498,021 Depreciation and amortization expense: Pipeline $ 179,088 $ 177,384 $ 166,991 Storage 87,500 99,092 97,573 Total segment depreciation and amortization expense 266,588 276,476 264,564 Other depreciation and amortization expense 7,792 8,625 8,360 Total depreciation and amortization expense $ 274,380 $ 285,101 $ 272,924 Operating income: Pipeline $ 321,472 $ 118,429 $ 332,480 Storage 24,800 189,781 154,105 Fuels marketing 11,181 12,233 20,578 Consolidation and intersegment eliminations — — (32) Total segment operating income 357,453 320,443 507,131 General and administrative expenses 113,207 102,716 107,855 Other depreciation and amortization expense 7,792 8,625 8,360 Total operating income $ 236,454 $ 209,102 $ 390,916 |
Schedule of Revenue from External Customers by Geographic Areas [Table Text Block] | Revenues by geographic area are shown in the table below: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) United States $ 1,582,672 $ 1,441,892 $ 1,465,135 Foreign 35,828 39,672 32,886 Consolidated revenues $ 1,618,500 $ 1,481,564 $ 1,498,021 |
Schedule of Long-lived Assets by Geographic Areas [Table Text Block] | Total amounts of property, plant and equipment, net by geographic area were as follows: December 31, 2021 2020 (Thousands of Dollars) United States $ 3,428,441 $ 3,837,550 Foreign 113,201 119,962 Consolidated property, plant and equipment, net $ 3,541,642 $ 3,957,512 |
Schedule of Segment Reporting Information Assets By Segment [Table Text Block] | Total assets by reportable segment were as follows: December 31, 2021 2020 (Thousands of Dollars) Pipeline $ 3,441,272 $ 3,609,508 Storage 1,537,037 1,897,167 Fuels marketing 41,562 31,967 Total segment assets 5,019,871 5,538,642 Other partnership assets 136,461 278,376 Total consolidated assets $ 5,156,332 $ 5,817,018 |
Schedule of Capital Expenditures, by Segment [Table Text Block] | Capital expenditures by reportable segment were as follows: Year Ended December 31, 2021 2020 2019 (Thousands of Dollars) Pipeline $ 67,340 $ 122,512 $ 387,702 Storage 112,043 71,788 141,972 Other partnership assets 1,750 3,779 3,894 Total capital expenditures $ 181,133 $ 198,079 $ 533,568 |
ORGANIZATION AND OPERATIONS Nar
ORGANIZATION AND OPERATIONS Narrative 1 - Operations (Details) bbl in Millions | 12 Months Ended |
Dec. 31, 2021mibbl | |
Segment Information | |
Number of business segments | 3 |
Pipeline Segment | Central West Refined Products Pipelines | |
Segment Information | |
Pipeline length, in miles | 3,205 |
Pipeline Segment | Crude Oil Pipelines | |
Segment Information | |
Pipeline length, in miles | 2,230 |
Storage capacity, in barrels | bbl | 5.6 |
Pipeline Segment | East and North Pipelines | |
Segment Information | |
Pipeline length, in miles | 2,500 |
Storage capacity, in barrels | bbl | 7.4 |
Pipeline Segment | Ammonia Pipeline | |
Segment Information | |
Pipeline length, in miles | 2,000 |
Storage Segment | |
Segment Information | |
Storage capacity, in barrels | bbl | 44.2 |
ORGANIZATION AND OPERATIONS N_2
ORGANIZATION AND OPERATIONS Narrative 2 - Point Tupper Terminal Sale Agreement (Details) $ in Thousands, bbl in Millions | Feb. 11, 2022USD ($)bbl | Dec. 07, 2020USD ($) | Jul. 29, 2019USD ($) | Oct. 08, 2021bbl |
Subsequent Event [Line Items] | ||||
Proceeds from expected sale of business | $ | $ 106,000 | $ 230,000 | ||
Storage Segment | ||||
Subsequent Event [Line Items] | ||||
Storage capacity sold | bbl | 14.8 | |||
Forecast | ||||
Subsequent Event [Line Items] | ||||
Proceeds from expected sale of business | $ | $ 60,000 | |||
Forecast | Storage Segment | ||||
Subsequent Event [Line Items] | ||||
Storage capacity sold | bbl | 7.8 |
ORGANIZATION AND OPERATIONS - N
ORGANIZATION AND OPERATIONS - Narrative 3 - Debt Amendments (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Sep. 02, 2020 | Dec. 31, 2019 |
Revolving Credit Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 1,000 | $ 1,200 | |
Receivables Financing Agreement | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 100 | $ 125 |
ORGANIZATION AND OPERATIONS N_3
ORGANIZATION AND OPERATIONS Narrative 4 - Eastern U.S. Terminals Disposition (Details) - USD ($) $ in Thousands | Oct. 08, 2021 | Oct. 01, 2021 | Dec. 07, 2020 | Oct. 01, 2020 | Jul. 29, 2019 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Description of assets sold | nine U.S. terminal and storage facilities, including all our North East Terminals and one terminal in Florida | The two terminals had an aggregate storage capacity of 3.0 million barrels and were previously included in our storage segment. | The St. Eustatius Disposition included a 14.3 million barrel storage and terminalling facility and related assets on the island of St. Eustatius in the Caribbean Netherlands. | ||||||
Proceeds from sale | $ 106,000 | $ 230,000 | |||||||
Goodwill impairment loss | $ 0 | $ 0 | $ 34,100 | $ 34,060 | $ 225,000 | $ 0 | |||
Level 2 [Member] | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Proceeds from sale | $ 250,000 | ||||||||
Asset impairment losses | |||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||
Asset impairment losses | $ 95,700 |
ORGANIZATION AND OPERATIONS N_4
ORGANIZATION AND OPERATIONS Narrative 5 - Houston Pipeline Impairment (Details) $ in Thousands | 3 Months Ended |
Sep. 30, 2021USD ($) | |
Southern section of Houston Pipeline | Asset impairment losses | Pipeline Segment | |
Unusual or Infrequent Item, or Both [Line Items] | |
Long-lived asset impairment charge | $ 59,200 |
ORGANIZATION AND OPERATIONS N_5
ORGANIZATION AND OPERATIONS Narrative 6 - Senior Notes 1 (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Jan. 31, 2021 | Dec. 31, 2020 |
4.75% senior notes | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 250,000 | $ 250,000 | |
Long-term debt, rate | 4.75% | ||
6.75% senior notes | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 300,000 | $ 300,000 | |
Long-term debt, rate | 6.75% |
ORGANIZATION AND OPERATIONS N_6
ORGANIZATION AND OPERATIONS Narrative 7 - Selby Terminal Fire (Details) - USD ($) $ in Thousands | Oct. 15, 2019 | Jan. 31, 2022 | Dec. 31, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Unusual or Infrequent Item, or Both [Line Items] | ||||||
Unusual or infrequent item, or both, nature of event or transaction | our terminal facility in Selby, California experienced a fire that destroyed two storage tanks and temporarily shut down the terminal | |||||
(Gain) loss, property damage | $ 5,400 | $ (14,860) | $ 0 | $ 0 | ||
Insurance proceeds | 28,500 | 35,000 | ||||
Subsequent Event [Member] | ||||||
Unusual or Infrequent Item, or Both [Line Items] | ||||||
Insurance proceeds | $ 5,800 | |||||
Operating Expense [Member] | Business Interruption Loss from Selby, California Fire [Member] | ||||||
Unusual or Infrequent Item, or Both [Line Items] | ||||||
Insurance proceeds | 4,000 | $ 6,700 | $ 1,300 | |||
Other Income (Expense), Net | ||||||
Unusual or Infrequent Item, or Both [Line Items] | ||||||
(Gain) loss, property damage | $ (14,900) |
ORGANIZATION AND OPERATIONS N_7
ORGANIZATION AND OPERATIONS Narrative 8 - Texas City Sale (Details) $ in Thousands | Dec. 07, 2020USD ($) | Jul. 29, 2019USD ($) | Dec. 31, 2020USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Number of terminals sold | 2 | ||
Proceeds from sale | $ 106,000 | $ 230,000 | |
Loss on sale | $ (34,700) |
ORGANIZATION AND OPERATIONS N_8
ORGANIZATION AND OPERATIONS Narrative 9 - Senior Notes 2 (Details) - USD ($) $ in Thousands | Sep. 14, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Aug. 31, 2020 |
Debt Instrument [Line Items] | |||||
Proceeds from note offerings, net of issuance costs | $ 1,182,000 | $ 0 | $ 1,182,035 | $ 491,580 | |
5.75% senior notes | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 600,000 | $ 600,000 | 600,000 | ||
Long-term debt, rate | 5.75% | 5.75% | |||
6.375% senior notes | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 600,000 | $ 600,000 | $ 600,000 | ||
Long-term debt, rate | 6.375% | 6.375% | |||
Logistics Notes due 2025 and Logistics Notes due 2030 | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, issuance costs | $ 18,000 | ||||
4.80% senior notes | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 450,000 | ||||
Long-term debt, rate | 4.80% |
ORGANIZATION AND OPERATIONS N_9
ORGANIZATION AND OPERATIONS Narrative 10 - Term Loan (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Sep. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Sep. 15, 2020 | Apr. 21, 2020 | |
Debt Instrument [Line Items] | ||||||
Loss on extinguishment of debt | $ (137,900) | $ 0 | $ (141,746) | $ 0 | ||
Unsecured Term Loan Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 750,000 | |||||
Long-term debt, term | 3 years | |||||
The Term Loan, Initial Loan | $ 500,000 | $ 500,000 |
ORGANIZATION AND OPERATIONS _10
ORGANIZATION AND OPERATIONS Narrative 11 - Sale of St. Eustatius Operations (Details) - USD ($) $ in Thousands | Dec. 07, 2020 | Jul. 29, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from sale | $ 106,000 | $ 230,000 | |||
Asset and goodwill impairment losses | $ 188,968 | $ 225,000 | $ 336,838 | ||
Income (Loss) from Discontinued Operations, Net of Tax [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Asset and goodwill impairment losses | $ 336,800 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Narrative (Details) - USD ($) $ in Thousands | Oct. 01, 2021 | Oct. 01, 2020 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Unrecognized tax benefits | $ 0 | $ 0 | ||||
Tax years subject to examination | For U.S. federal and state purposes, as well as for our major non-U.S. jurisdictions, tax years subject to examination are 2016 through 2020, according to standard statute of limitations. | |||||
Payment terms | Generally, payment terms do not exceed 30 days. | |||||
Description of performance obligations | The majority of our contracts contain a single performance obligation. For our pipeline segment, the single performance obligation encompasses multiple activities necessary to deliver our customers’ products to their destinations. Typically, we satisfy this performance obligation over time as the product volume is delivered in or out of the pipelines. Certain of our pipeline segment customer contracts include an incentive pricing structure, which provides a discounted rate for the remainder of the contract once the customer exceeds a cumulative volume. The ability to receive discounted future services represents a material right to the customer, which results in a second performance obligation in those contracts.The performance obligation for our storage segment consists of multiple activities necessary to receive, store and deliver our customers’ products. We typically satisfy this performance obligation over time as the product volume is delivered in or out of the tanks (for throughput terminal revenues) or with the passage of time (for storage terminal revenues).Product sales contracts generally include a single performance obligation to deliver specified volumes of a commodity, which we satisfy at a point in time, when the product is delivered and the customer obtains control of the commodity.Optional services described in our contracts do not provide a material right to the customer, and are not considered a separate performance obligation in the contract. If and when a customer elects an optional service, and the terms of the contract are otherwise met, those services become part of the existing performance obligation. | |||||
Goodwill impairment loss | $ 0 | $ 0 | $ 34,100 | $ 34,060 | 225,000 | $ 0 |
Other long-term assets, net | ||||||
Restricted cash | $ 8,800 | $ 8,800 |
NEW ACCOUNTING PRONOUNCEMENTS N
NEW ACCOUNTING PRONOUNCEMENTS Narrative (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Total long-term debt | $ 3,130,625 | $ 3,539,258 |
London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 600,000 |
DISPOSITIONS, DISCONTINUED OP_3
DISPOSITIONS, DISCONTINUED OPERATIONS AND IMPAIRMENTS Narrative 1 - Eastern U.S. Terminals Disposition (Details) $ in Thousands, bbl in Millions | Oct. 08, 2021USD ($)bbl | Oct. 01, 2021USD ($) | Dec. 07, 2020USD ($) | Oct. 01, 2020USD ($) | Jul. 29, 2019USD ($) | Sep. 30, 2021USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Aug. 01, 2021USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Proceeds from sale | $ 106,000 | $ 230,000 | ||||||||
Goodwill | $ 732,356 | $ 766,416 | $ 1,005,853 | |||||||
Goodwill impairment loss | $ 0 | $ 0 | $ 34,100 | 34,060 | 225,000 | 0 | ||||
Storage Segment | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Storage capacity sold | bbl | 14.8 | |||||||||
Goodwill | 253,125 | 287,185 | $ 301,622 | |||||||
Goodwill impairment loss | $ 34,060 | $ 0 | ||||||||
Eastern Terminal Operations | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Goodwill | 0 | $ 34,100 | ||||||||
Level 2 [Member] | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Proceeds from sale | $ 250,000 | |||||||||
Asset impairment losses | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Asset impairment losses | 95,700 | |||||||||
Asset impairment losses | Intangible Assets | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Asset impairment losses | $ 23,900 |
DISPOSITIONS, DISCONTINUED OP_4
DISPOSITIONS, DISCONTINUED OPERATIONS AND IMPAIRMENTS Narrative 2 - Houston Pipeline Impairment (Details) $ in Thousands | 3 Months Ended |
Sep. 30, 2021USD ($) | |
Southern section of Houston Pipeline | Pipeline Segment | |
Segment Information | |
Property, plant and equipment, net | $ 0 |
Southern section of Houston Pipeline | Pipeline Segment | Asset impairment losses | |
Segment Information | |
Long-lived asset impairment charge | $ 59,200 |
Houston Pipeline | |
Segment Information | |
Number of distinct assets | 2 |
Northern section of Houston Pipeline | Pipeline Segment | Asset impairment losses | |
Segment Information | |
Long-lived asset impairment charge | $ 0 |
DISPOSITIONS, DISCONTINUED OP_5
DISPOSITIONS, DISCONTINUED OPERATIONS AND IMPAIRMENTS - Narrative 3 - Sale of Texas City Terminals (Details) $ in Thousands | Oct. 08, 2021 | Dec. 07, 2020USD ($) | Jul. 29, 2019USD ($) | Dec. 31, 2020USD ($) |
Discontinued Operations and Disposal Groups [Abstract] | ||||
Number of terminals sold | 2 | |||
Proceeds from sale | $ 106,000 | $ 230,000 | ||
Description of assets sold | nine U.S. terminal and storage facilities, including all our North East Terminals and one terminal in Florida | The two terminals had an aggregate storage capacity of 3.0 million barrels and were previously included in our storage segment. | The St. Eustatius Disposition included a 14.3 million barrel storage and terminalling facility and related assets on the island of St. Eustatius in the Caribbean Netherlands. | |
Loss on sale | $ (34,700) |
DISPOSITIONS, DISCONTINUED OP_6
DISPOSITIONS, DISCONTINUED OPERATIONS AND IMPAIRMENTS Narrative 4 - St. Eustatius (Details) - USD ($) $ in Thousands | Oct. 08, 2021 | Oct. 01, 2021 | Dec. 07, 2020 | Oct. 01, 2020 | Jul. 29, 2019 | Sep. 30, 2021 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Asset impairment losses | $ 154,908 | $ 0 | $ 0 | ||||||||
Goodwill impairment loss | $ 0 | $ 0 | $ 34,100 | 34,060 | 225,000 | 0 | |||||
Goodwill | $ 732,356 | $ 766,416 | 1,005,853 | ||||||||
Proceeds from sale | $ 106,000 | $ 230,000 | |||||||||
Description of assets sold | nine U.S. terminal and storage facilities, including all our North East Terminals and one terminal in Florida | The two terminals had an aggregate storage capacity of 3.0 million barrels and were previously included in our storage segment. | The St. Eustatius Disposition included a 14.3 million barrel storage and terminalling facility and related assets on the island of St. Eustatius in the Caribbean Netherlands. | ||||||||
Income (Loss) from Discontinued Operations, Net of Tax [Member] | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Asset impairment losses | $ 8,400 | $ 297,300 | |||||||||
Loss from sale of the St. Eustatius Operations | $ 3,900 | ||||||||||
St. Eustatius Bunkers [Member] | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Goodwill | 0 | ||||||||||
St. Eustatius Bunkers [Member] | Income (Loss) from Discontinued Operations, Net of Tax [Member] | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Goodwill impairment loss | $ 31,100 |
DISPOSITIONS, DISCONTINUED OP_7
DISPOSITIONS, DISCONTINUED OPERATIONS AND IMPAIRMENTS Table 1 - Discontinued Operations Income Statement Disclosures (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |||
Revenues | $ 248,981 | ||
Cost of revenues | 220,595 | ||
Impairment losses | 336,838 | ||
General and administrative expenses (excluding depreciation and amortization expense) | 1,231 | ||
Total costs and expenses | 558,664 | ||
Operating loss | (309,683) | ||
Interest income, net | 32 | ||
Other expense, net | (2,775) | ||
Loss from discontinued operations before income tax expense | (312,426) | ||
Income tax expense | $ 0 | $ 0 | 101 |
Loss from discontinued operations, net of tax | $ 0 | $ 0 | $ (312,527) |
DISPOSITIONS, DISCONTINUED OP_8
DISPOSITIONS, DISCONTINUED OPERATIONS AND IMPAIRMENTS Table 2 - Discontinued Operations Cash Flow Disclosures (Details) - USD ($) $ in Thousands | Oct. 01, 2021 | Oct. 01, 2020 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Asset impairment losses | $ 154,908 | $ 0 | $ 0 | |||
Goodwill impairment loss | $ 0 | $ 0 | $ 34,100 | $ 34,060 | $ 225,000 | 0 |
Discontinued Operations, Held-for-sale or Disposed of by Sale [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Capital expenditures | (27,954) | |||||
Depreciation and amortization expense | 8,536 | |||||
Asset impairment losses | 305,715 | |||||
Goodwill impairment loss | 31,123 | |||||
Loss from sale of the St. Eustatius Operations | $ 3,942 |
REVENUE FROM CONTRACTS WITH C_3
REVENUE FROM CONTRACTS WITH CUSTOMERS Table 1 - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Contract assets | ||||
Noncurrent portion | $ 504 | $ 932 | $ 1,003 | $ 539 |
Total | 2,840 | 3,626 | 3,143 | 2,605 |
Additions | 3,888 | 5,686 | 4,890 | |
Transfer to accounts receivable | (3,977) | (4,828) | (4,352) | |
Transfer to revenues, including amounts reported in discontinued operations, contract assets | (697) | (375) | 0 | |
Total activity | (786) | 483 | 538 | |
Contract liabilities | ||||
Current portion/Held for sale | (15,443) | (22,019) | ||
Noncurrent portion | (46,027) | (47,537) | (40,289) | (38,945) |
Total | (61,470) | (69,556) | (61,372) | (85,881) |
Additions | (41,121) | (69,830) | (52,957) | |
Transfer to revenues, including amounts reported in discontinued operations, contract liabilities | 49,207 | 61,646 | 77,466 | |
Total activity | 8,086 | (8,184) | 24,509 | |
Other current assets | ||||
Contract assets | ||||
Current portion/Held for sale | 2,336 | 2,694 | 2,140 | 2,066 |
Accrued liabilities | ||||
Contract liabilities | ||||
Current portion/Held for sale | $ (15,443) | (22,019) | (21,083) | (21,579) |
Assets Held for Sale [Member] | ||||
Contract assets | ||||
Current portion/Held for sale | 0 | 0 | 0 | |
Liabilities held for sale [Member] | ||||
Contract liabilities | ||||
Current portion/Held for sale | $ 0 | $ 0 | $ (25,357) |
REVENUE FROM CONTRACTS WITH C_4
REVENUE FROM CONTRACTS WITH CUSTOMERS Table 2 - Expected Timing of Satisfaction of Performance Obligations (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Revenue from Contract with Customer [Abstract] | |
Revenue, remaining performance obligation, amount | $ 1,191,929 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Revenue, remaining performance obligation, amount | $ 413,612 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Revenue, remaining performance obligation, amount | $ 277,278 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Revenue, remaining performance obligation, amount | $ 187,995 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Revenue, remaining performance obligation, amount | $ 131,877 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Revenue, remaining performance obligation, amount | $ 89,103 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Revenue, remaining performance obligation, amount | $ 92,064 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period |
REVENUE FROM CONTRACTS WITH C_5
REVENUE FROM CONTRACTS WITH CUSTOMERS Table 3 - Disaggregation of Revenues (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | |||
Revenues | $ 1,618,500 | $ 1,481,564 | $ 1,498,021 |
Intersegment Eliminations [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenues | (14) | (46) | (25) |
Pipeline Segment | |||
Disaggregation of Revenue [Line Items] | |||
Revenues from contracts with customer | 762,238 | 716,898 | 693,005 |
Lessor revenues | 0 | 1,925 | 8,825 |
Revenues | 762,238 | 718,823 | 701,830 |
Pipeline Segment | Crude Oil Pipelines | |||
Disaggregation of Revenue [Line Items] | |||
Revenues from contracts with customer | 331,485 | 329,105 | 316,417 |
Pipeline Segment | Refined Products and Ammonia Pipelines [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenues from contracts with customer | 430,753 | 387,793 | 376,588 |
Storage Segment | |||
Disaggregation of Revenue [Line Items] | |||
Revenues from contracts with customer | 386,214 | 453,128 | 413,227 |
Lessor revenues | 41,454 | 41,314 | 40,774 |
Revenues | 427,668 | 494,442 | 454,001 |
Storage Segment | Throughput Terminal [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenues from contracts with customer | 122,331 | 136,632 | 114,243 |
Storage Segment | Storage Terminal [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenues from contracts with customer | 263,883 | 316,496 | 298,984 |
Fuels Marketing Segment | |||
Disaggregation of Revenue [Line Items] | |||
Revenues from contracts with customer | 428,608 | 268,345 | 342,215 |
Revenues | $ 428,608 | $ 268,345 | $ 342,215 |
ALLOWANCE FOR CREDIT LOSSES Tab
ALLOWANCE FOR CREDIT LOSSES Table - Balance of and Changes in Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Allowance for Credit Loss [Abstract] | |||
Balance as of beginning of year | $ 0 | $ 72 | $ 9,412 |
Current period provision for credit losses | 441 | 2,322 | |
Write-offs charged against the allowance | (513) | (11,662) | |
Balance as of end of year | $ 0 | $ 72 | |
Description, allowance for credit losses | Activity for the year ended December 31, 2021 was immaterial and the balance as of December 31, 2021 was $0. |
INVENTORIES Table - Inventories
INVENTORIES Table - Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Petroleum products | $ 12,456 | $ 7,394 |
Materials and supplies | 4,188 | 3,665 |
Total | $ 16,644 | $ 11,059 |
PROPERTY, PLANT AND EQUIPMENT T
PROPERTY, PLANT AND EQUIPMENT Table - Property, Plant and Equipment, at Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | $ 5,728,848 | $ 6,164,742 |
Less accumulated depreciation and amortization | (2,187,206) | (2,207,230) |
Property, plant and equipment, net | 3,541,642 | 3,957,512 |
Land, Buildings and Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 366,525 | 440,358 |
Pipelines, storage and terminals | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 4,897,041 | 5,253,507 |
Rights-of-way | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 353,262 | 359,441 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | $ 112,020 | $ 111,436 |
Minimum [Member] | Land, Buildings and Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 0 years | |
Minimum [Member] | Pipelines, storage and terminals | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 15 years | |
Minimum [Member] | Rights-of-way | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 20 years | |
Maximum [Member] | Land, Buildings and Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 40 years | |
Maximum [Member] | Pipelines, storage and terminals | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 40 years | |
Maximum [Member] | Rights-of-way | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 40 years |
PROPERTY, PLANT AND EQUIPMENT N
PROPERTY, PLANT AND EQUIPMENT Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |||
Capitalized interest costs | $ 3.9 | $ 4.9 | $ 8.9 |
Depreciation and amortization expense for property, plant and equipment | $ 220.4 | $ 228.8 | $ 226 |
INTANGIBLE ASSETS Table - Intan
INTANGIBLE ASSETS Table - Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Intangible Assets [Line Items] | ||
Cost | $ 796,259 | $ 866,259 |
Accumulated Amortization | $ (238,474) | (236,050) |
Customer contracts and relationships | ||
Intangible Assets [Line Items] | ||
Weighted-average amortization period | 17 years | |
Cost | $ 793,900 | 863,900 |
Accumulated Amortization | $ (237,579) | (235,205) |
Other | ||
Intangible Assets [Line Items] | ||
Weighted-average amortization period | 47 years | |
Cost | $ 2,359 | 2,359 |
Accumulated Amortization | $ (895) | $ (845) |
INTANGIBLE ASSETS Narrative (De
INTANGIBLE ASSETS Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |||
Amortization expense | $ 48,500 | $ 51,400 | $ 51,400 |
2022 | 44,000 | ||
2023 | 38,000 | ||
2024 | 38,000 | ||
2025 | 38,000 | ||
2026 | $ 38,000 |
GOODWILL Table - Balances of an
GOODWILL Table - Balances of and Changes in the Carrying Amount of Goodwill by Segment (Details) - USD ($) $ in Thousands | Oct. 01, 2021 | Dec. 07, 2020 | Oct. 01, 2020 | Sep. 30, 2021 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Goodwill [Roll Forward] | ||||||||
Goodwill | $ 732,356 | $ 766,416 | $ 1,005,853 | |||||
Goodwill impairment loss | $ 0 | $ 0 | $ (34,100) | (34,060) | (225,000) | 0 | ||
Texas City Sale | $ (14,437) | |||||||
Goodwill, gross | 957,356 | 991,416 | ||||||
Goodwill, accumulated impairment loss | (225,000) | (225,000) | ||||||
Pipeline Segment | ||||||||
Goodwill [Roll Forward] | ||||||||
Goodwill | 479,231 | 479,231 | 704,231 | |||||
Goodwill impairment loss | 0 | |||||||
Goodwill, gross | 704,231 | 704,231 | ||||||
Goodwill, accumulated impairment loss | (225,000) | (225,000) | ||||||
Pipeline Segment | Crude Oil Pipelines | ||||||||
Goodwill [Roll Forward] | ||||||||
Goodwill impairment loss | $ (225,000) | (225,000) | ||||||
Texas City Sale | 0 | |||||||
Storage Segment | ||||||||
Goodwill [Roll Forward] | ||||||||
Goodwill | 253,125 | 287,185 | $ 301,622 | |||||
Goodwill impairment loss | (34,060) | 0 | ||||||
Texas City Sale | $ (14,437) | |||||||
Goodwill, gross | 253,125 | 287,185 | ||||||
Goodwill, accumulated impairment loss | $ 0 | $ 0 |
GOODWILL Narrative (Details)
GOODWILL Narrative (Details) - USD ($) $ in Thousands | Oct. 01, 2021 | Oct. 01, 2020 | Sep. 30, 2021 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Goodwill [Line Items] | |||||||
Goodwill impairment loss | $ 0 | $ 0 | $ 34,100 | $ 34,060 | $ 225,000 | $ 0 | |
Pipeline Segment | |||||||
Goodwill [Line Items] | |||||||
Goodwill impairment loss | $ 0 | ||||||
Crude Oil Pipelines | Pipeline Segment | |||||||
Goodwill [Line Items] | |||||||
Goodwill impairment loss | $ 225,000 | $ 225,000 |
ACCRUED LIABILITIES Table - Acc
ACCRUED LIABILITIES Table - Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Accrued Liabilities, Current [Abstract] | ||
Employee wages and benefit costs | $ 40,209 | $ 27,805 |
Revenue contract liabilities | 15,443 | 22,019 |
Operating lease liabilities | 10,346 | 10,890 |
Environmental costs | 3,378 | 5,371 |
Other | 10,442 | 11,685 |
Accrued liabilities | $ 79,818 | $ 77,770 |
DEBT Narrative 1 - Short-Term D
DEBT Narrative 1 - Short-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
Finance lease liability, current | $ 3,848 | $ 3,839 |
DEBT Table 1 - Long-Term Debt (
DEBT Table 1 - Long-Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Oct. 31, 2021 | Jan. 31, 2021 | Dec. 31, 2020 | Sep. 14, 2020 | Dec. 31, 2019 | May 22, 2019 |
Debt Instrument [Line Items] | |||||||
Net fair value adjustments, unamortized discounts and unamortized debt issuance costs | $ (38,315) | $ (42,382) | |||||
Total long-term debt | 3,130,625 | 3,539,258 | |||||
Finance leases (refer to Note 15) | 52,930 | 54,238 | |||||
Long-term debt, less current portion | 3,183,555 | 3,593,496 | |||||
Revolving Credit Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | 110,500 | 0 | |||||
6.75% senior notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | $ 300,000 | 300,000 | |||||
4.75% senior notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | $ 250,000 | 250,000 | |||||
5.75% senior notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | 600,000 | 600,000 | $ 600,000 | ||||
6.00% senior notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | 500,000 | 500,000 | $ 500,000 | ||||
5.625% senior notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | 550,000 | 550,000 | |||||
6.375% senior notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | 600,000 | 600,000 | $ 600,000 | ||||
Subordinated Notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | 402,500 | 402,500 | |||||
Gulf Opportunity Zone revenue bonds | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | 322,140 | 322,140 | $ 365,400 | ||||
Receivables Financing Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | $ 83,800 | $ 57,000 |
DEBT Table 2 - Long-Term Debt R
DEBT Table 2 - Long-Term Debt Repayments (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Long-term Debt, Fiscal Year Maturity [Abstract] | ||
2022 | $ 0 | |
2023 | 194,300 | |
2024 | 0 | |
2025 | 600,000 | |
2026 | 500,000 | |
Thereafter | 1,874,640 | |
Total repayments | 3,168,940 | |
Net fair value adjustments, unamortized discounts and unamortized debt issuance costs | (38,315) | $ (42,382) |
Total long-term debt | $ 3,130,625 | $ 3,539,258 |
DEBT Narrative 2 - Interest and
DEBT Narrative 2 - Interest and Amortization (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |||
Interest payments | $ 220 | $ 207.2 | $ 183.8 |
Amortization of debt issuance costs and debt discount | $ 7.9 | $ 11.4 | $ 6.5 |
DEBT Narrative 3 - Revolving Cr
DEBT Narrative 3 - Revolving Credit Agreement (Details) - Revolving Credit Agreement [Member] - USD ($) $ in Thousands | Jan. 28, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 1,000,000 | $ 1,200,000 | ||
Current remaining borrowing capacity | 884,800 | |||
Long-term debt | 110,500 | $ 0 | ||
Letters of credit outstanding, amount | 4,700 | |||
Line of credit facility, maximum letters of credit | $ 400,000 | |||
Line of credit facility, covenant terms | The Revolving Credit Agreement is subject to maximum consolidated debt coverage ratio and minimum consolidated interest coverage ratio requirements, which may limit the amount we can borrow to an amount less than the total amount available for borrowing. For the rolling period ending December 31, 2021, the maximum allowed consolidated debt coverage ratio (as defined in the Revolving Credit Agreement) may not exceed 5.00-to-1.00 and the minimum consolidated interest coverage ratio (as defined in the Revolving Credit Agreement), must not be less than 1.75-to-1.00. The Revolving Credit Agreement also contains customary restrictive covenants, such as limitations on indebtedness, liens, mergers, asset transfers and certain investing activities. | |||
Line of credit facility, interest rate description | The interest rate on the Revolving Credit Agreement is subject to adjustment if our debt rating is downgraded (or upgraded) by certain credit rating agencies. In August of 2020, Moody’s Investor Service Inc. downgraded our credit rating from Ba2 to Ba3. This rating downgrade caused the interest rate on our Revolving Credit Agreement to increase by 0.25% effective August 2020. The interest rate on the Revolving Credit Agreement and certain fees under the Receivables Financing Agreement, defined below, are the only debt arrangements that are subject to adjustment if our debt rating is downgraded (or upgraded) by certain credit rating agencies. | |||
Line of credit facility, interest rate at period end | 2.90% | |||
Line of credit facility, interest rate during period | 2.70% | |||
Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum letters of credit | $ 500,000 | |||
Line of credit facility, description of amendment | On January 28, 2022, we amended and restated our unsecured Revolving Credit Agreement to, among other things: (i) extend the maturity date from October 27, 2023 to April 27, 2025; (ii) increase the maximum amount of letters of credit capable of being issued from $400.0 million to $500.0 million; (iii) replace LIBOR benchmark provisions with customary secured overnight financing rate, or SOFR, benchmark provisions; (iv) remove the 0.50x increase permitted in our consolidated debt coverage ratio for certain rolling periods in which an acquisition for aggregate net consideration of at least $50.0 million occurs; and (v) add baskets and exceptions to certain negative covenants. |
DEBT Narrative 4 - Senior Notes
DEBT Narrative 4 - Senior Notes (Details) - USD ($) $ in Thousands | Sep. 14, 2020 | May 22, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Oct. 31, 2021 | Jan. 31, 2021 | Aug. 31, 2020 |
Debt Instrument [Line Items] | ||||||||
Proceeds from note offerings, net of issuance costs | $ 1,182,000 | $ 0 | $ 1,182,035 | $ 491,580 | ||||
4.75% senior notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt | 250,000 | $ 250,000 | ||||||
Long-term debt, rate | 4.75% | |||||||
6.75% senior notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt | 300,000 | $ 300,000 | ||||||
Long-term debt, rate | 6.75% | |||||||
4.80% senior notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt | $ 450,000 | |||||||
Long-term debt, rate | 4.80% | |||||||
5.75% senior notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt | $ 600,000 | $ 600,000 | 600,000 | |||||
Long-term debt, rate | 5.75% | 5.75% | ||||||
Debt instrument, redemption, description | If we undergo a change of control, as defined in the supplemental indentures for the NuStar Logistics Senior Notes, each holder of the applicable senior notes may require us to repurchase all or a portion of its notes at a price equal to 101% of the principal amount of the notes repurchased, plus any accrued and unpaid interest to the date of repurchase. | |||||||
6.375% senior notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt | $ 600,000 | $ 600,000 | 600,000 | |||||
Long-term debt, rate | 6.375% | 6.375% | ||||||
Debt instrument, redemption, description | If we undergo a change of control, as defined in the supplemental indentures for the NuStar Logistics Senior Notes, each holder of the applicable senior notes may require us to repurchase all or a portion of its notes at a price equal to 101% of the principal amount of the notes repurchased, plus any accrued and unpaid interest to the date of repurchase. | |||||||
6.00% senior notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt | $ 500,000 | $ 500,000 | 500,000 | |||||
Long-term debt, rate | 6.00% | |||||||
Proceeds from note offerings, net of issuance costs | $ 491,600 | |||||||
Debt instrument, redemption, description | If we undergo a change of control, as defined in the supplemental indentures for the NuStar Logistics Senior Notes, each holder of the applicable senior notes may require us to repurchase all or a portion of its notes at a price equal to 101% of the principal amount of the notes repurchased, plus any accrued and unpaid interest to the date of repurchase. | |||||||
5.625% senior notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt | $ 550,000 | $ 550,000 | ||||||
Long-term debt, rate | 5.625% | |||||||
Debt instrument, redemption, description | If we undergo a change of control, as defined in the supplemental indentures for the NuStar Logistics Senior Notes, each holder of the applicable senior notes may require us to repurchase all or a portion of its notes at a price equal to 101% of the principal amount of the notes repurchased, plus any accrued and unpaid interest to the date of repurchase. | |||||||
Logistics Notes due 2025 and Logistics Notes due 2030 | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt, issuance costs | $ 18,000 |
DEBT Narrative 5 - Subordinated
DEBT Narrative 5 - Subordinated Notes (Details) - Subordinated Notes - USD ($) $ in Thousands | Jan. 15, 2018 | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | |||
Long-term debt | $ 402,500 | $ 402,500 | |
Debt instrument, interest rate terms | an annual rate equal to the sum of the three-month LIBOR for the related quarterly interest period, plus 6.734% payable quarterly, commencing April 15, 2018, unless payment is deferred in accordance with the terms of the notes. NuStar Logistics may elect to defer interest payments on the Subordinated Notes on one or more occasions for up to five consecutive years. | ||
Long-term debt, rate | 6.90% | ||
Debt instrument, redemption price, percentage | 100.00% |
DEBT Narrative 6 - GoZone Bonds
DEBT Narrative 6 - GoZone Bonds (Details) - USD ($) $ in Thousands | Sep. 14, 2020 | Jun. 03, 2020 | Mar. 04, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||||||
Long-term debt repayments | $ 1,389,700 | $ 1,813,963 | $ 928,900 | |||
Proceeds from note offerings, net of issuance costs | $ 1,182,000 | 0 | 1,182,035 | 491,580 | ||
Gulf Opportunity Zone revenue bonds | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 322,140 | $ 322,140 | $ 365,400 | |||
Long-term debt repayments | $ 43,300 | |||||
Proceeds from note offerings, net of issuance costs | $ 0 |
DEBT Table 3 - GoZone Bonds (De
DEBT Table 3 - GoZone Bonds (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Go Zone Bonds Due June 2038 | |||
Debt Instrument [Line Items] | |||
Date issued | Jun. 26, 2008 | ||
Long-term debt | $ 55,440 | ||
Long-term debt, rate | 6.10% | ||
Maturity date | Jun. 1, 2038 | ||
Go Zone Bonds Due July 2040 | |||
Debt Instrument [Line Items] | |||
Date issued | Jul. 15, 2010 | ||
Long-term debt | $ 100,000 | ||
Long-term debt, rate | 6.35% | ||
Maturity date | Jul. 1, 2040 | ||
Go Zone Bonds Due October 2040 | |||
Debt Instrument [Line Items] | |||
Date issued | Oct. 7, 2010 | ||
Long-term debt | $ 43,300 | ||
Long-term debt, rate | 6.35% | ||
Maturity date | Oct. 1, 2040 | ||
Go Zone Bonds Due December 2040 | |||
Debt Instrument [Line Items] | |||
Date issued | Dec. 29, 2010 | ||
Long-term debt | $ 48,400 | ||
Long-term debt, rate | 6.10% | ||
Maturity date | Dec. 1, 2040 | ||
Go Zone Bonds Due August 2041 | |||
Debt Instrument [Line Items] | |||
Date issued | Aug. 9, 2011 | ||
Long-term debt | $ 75,000 | ||
Long-term debt, rate | 5.85% | ||
Maturity date | Aug. 1, 2041 | ||
Total Gulf Opportunity Zone revenue bonds | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 322,140 | $ 322,140 | $ 365,400 |
Debt instrument description | Interest on the GoZone Bonds accrues from June 3, 2020 and is payable semi-annually on June 1 and December 1 of each year, beginning December 1, 2020. The holders of the Series 2008, Series 2010B and Series 2011 GoZone Bonds are required to tender their bonds at the applicable mandatory purchase date in exchange for 100% of the principal plus accrued and unpaid interest, after which these bonds will potentially be remarketed with a new interest rate established. Each of the Series 2010 and Series 2010A GoZone Bonds is subject to redemption on or after June 1, 2030 by the Parish of St. James, at our option, in whole or in part, at a redemption price of 100% of the principal amount to be redeemed plus accrued interest. The Series 2008, Series 2010B and Series 2011 GoZone Bonds are not subject to optional redemption. NuStar Logistics’ agreements with the Parish of St. James related to the GoZone Bonds contain (i) customary restrictive covenants that limit the ability of NuStar Logistics and its subsidiaries, to, among other things, create liens or enter into sale-leaseback transactions, consolidations, mergers or asset sales and (ii) a change of control provision that provides each holder the right to require the trustee, with funds provided by NuStar Logistics, to repurchase all or a portion of that holder’s GoZone Bonds upon a change of control at a price equal to 101% of the aggregate principal amount repurchased, plus any accrued and unpaid interest. |
DEBT Narrative 7 - Receivables
DEBT Narrative 7 - Receivables Financing Agreement (Details) - Receivables Financing Agreement - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Sep. 02, 2020 | |
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 100 | $ 125 | |
Debt instrument, collateral amount | $ 119.2 | $ 110.6 | |
Weighted average annual interest rate | 2.30% |
DEBT Narrative 8 - Term Loan (D
DEBT Narrative 8 - Term Loan (Details) - USD ($) $ in Thousands | Sep. 16, 2020 | Sep. 30, 2020 | Dec. 31, 2021 | Apr. 19, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Sep. 15, 2020 | Sep. 14, 2020 | Apr. 21, 2020 |
Debt Instrument [Line Items] | |||||||||
Loss on extinguishment of debt | $ (137,900) | $ 0 | $ (141,746) | $ 0 | |||||
Early Repayment Premiums [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Loss on extinguishment of debt | $ (97,600) | ||||||||
Unamortized Debt Issuance Costs, Unamortized Discount, and Commitment Fee [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Loss on extinguishment of debt | $ (40,300) | ||||||||
Unsecured Term Loan Credit Agreement [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Maximum borrowing capacity | $ 750,000 | ||||||||
Long-term debt, term | 3 years | ||||||||
The Term Loan, Initial Loan | $ 500,000 | $ 500,000 | |||||||
Debt instrument, unamortized discount | $ 22,500 | ||||||||
Original issue discount | 3.00% | ||||||||
Long-term debt, issuance costs | $ 14,400 | ||||||||
Long-term debt, rate | 12.00% | ||||||||
Debt instrument, unused borrowing capacity, amount | $ 250,000 | ||||||||
Commitment fee | 5.00% | ||||||||
5.75% senior notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt, rate | 5.75% | 5.75% | |||||||
6.375% senior notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt, rate | 6.375% | 6.375% |
HEALTH, SAFETY AND ENVIRONMEN_3
HEALTH, SAFETY AND ENVIRONMENTAL MATTERS Table 1 - Balance of and Changes in Accruals for Environmental Matters (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Accrual for Environmental Loss Contingencies [Roll Forward] | ||
Balance as of the beginning of year | $ 8,373 | $ 7,938 |
Additions to accrual | 2,044 | 3,692 |
Payments | (2,669) | (3,257) |
Balance as of the end of year | $ 7,748 | $ 8,373 |
HEALTH, SAFETY AND ENVIRONMEN_4
HEALTH, SAFETY AND ENVIRONMENTAL MATTERS Table 2 - Accruals for Environmental Matters (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Accrual for Environmental Loss Contingencies, Balance Sheet Classification [Abstract] | |||
Accrued liabilities | $ 3,378 | $ 5,371 | |
Other long-term liabilities | 4,370 | 3,002 | |
Accruals for environmental matters | $ 7,748 | $ 8,373 | $ 7,938 |
COMMITMENTS, CONTINGENCIES AN_3
COMMITMENTS, CONTINGENCIES AND UNCERTAINTIES Table - Commitments (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2022 | $ 10,606 |
2023 | 5,125 |
2024 | 2,226 |
2025 | 1,552 |
2026 | 753 |
Thereafter | 5,466 |
Total | $ 25,728 |
COMMITMENTS, CONTINGENCIES AN_4
COMMITMENTS, CONTINGENCIES AND UNCERTAINTIES Narrative 1 - Commitments (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Description of purchase obligations | Our purchase obligations primarily consist of an eleven-year chemical supply agreement related to our pipelines that terminates in 2022 and various service agreements with information technology providers. |
COMMITMENTS, CONTINGENCIES AN_5
COMMITMENTS, CONTINGENCIES AND UNCERTAINTIES Narrative 2 (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | ||
Loss contingency accrual, at carrying value | $ 0.1 | $ 2.6 |
LEASE ASSETS AND LIABILITIES Na
LEASE ASSETS AND LIABILITIES Narrative 1 (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | |
Operating Lease Type [Line Items] | ||
Operating lease, liability | $ 75,406 | $ 85,789 |
Operating lease, right-of-use asset | $ 76,867 | $ 87,443 |
Lessee, finance lease, description | The primary component of our finance lease portfolio is a dock at our Corpus Christi North Beach terminal facility, which includes a commitment for minimum dockage and wharfage throughput volumes. The dock lease has a remaining term of approximately four years and three additional five-year renewal periods, all of which we are reasonably certain to exercise. | |
Lessee, finance lease, remaining lease term | 4 years | |
Number of renewal periods | 3 | |
Lessee, Finance Lease, Description [Abstract] | ||
Lessee, finance lease, description | The primary component of our finance lease portfolio is a dock at our Corpus Christi North Beach terminal facility, which includes a commitment for minimum dockage and wharfage throughput volumes. The dock lease has a remaining term of approximately four years and three additional five-year renewal periods, all of which we are reasonably certain to exercise. | |
Lessee, finance lease, remaining lease term | 4 years | |
Number of renewal periods | 3 | |
Lessee, finance lease, renewal term | 5 years | |
Land and dock leases [Member] | ||
Operating Lease Type [Line Items] | ||
Lessee, operating lease, description | Our operating leases consist primarily of land and dock leases at various terminal facilities. | |
Land and dock leases [Member] | Maximum [Member] | ||
Operating Lease Type [Line Items] | ||
Lessee, operating lease, remaining term | 4 years | |
Lessee, operating lease, renewal term | 20 years | |
Marine vessel leases [Member] | ||
Operating Lease Type [Line Items] | ||
Lessee, operating lease, description | three leases for marine vessels at our Point Tupper terminal facility | |
Lessee, operating lease, term of contract | 5 years | |
Operating lease, liability | $ 20,100 | |
Operating lease, right-of-use asset | $ 20,100 |
LEASE ASSETS AND LIABILITIES Ta
LEASE ASSETS AND LIABILITIES Table 1 (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Operating lease, right-of-use asset | $ 76,867 | $ 87,443 |
Finance lease, right-of-use asset | 71,002 | 73,319 |
Finance lease, right-of-use asset, accumulated amortization | 13,561 | 8,444 |
Operating lease liabilities, current | 10,346 | 10,890 |
Operating lease liabilities, noncurrent | 65,060 | 74,899 |
Total operating lease liabilities | 75,406 | 85,789 |
Finance lease liability, current | 3,848 | 3,839 |
Finance lease liability, noncurrent | 52,930 | 54,238 |
Total finance lease liabilities | $ 56,778 | $ 58,077 |
Operating lease, right-of-use asset, statement of financial position [extensible list] | Other long-term assets, net | Other long-term assets, net |
Finance lease, right-of-use asset, statement of financial position [extensible list] | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization |
Operating lease, liability, current, statement of financial position [extensible list] | Accrued liabilities | Accrued liabilities |
Operating lease, liability, noncurrent, statement of financial position [extensible list] | Other long-term liabilities | Other long-term liabilities |
Finance lease, liability, current, statement of financial position [extensible list] | Debt, Current | Debt, Current |
Finance lease, liability, noncurrent, statement of financial position [extensible list] | Long-term debt, less current portion | Long-term debt, less current portion |
LEASE ASSETS AND LIABILITIES _2
LEASE ASSETS AND LIABILITIES Table 2 (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | ||
2022 | $ 12,252 | |
2023 | 10,960 | |
2024 | 10,656 | |
2025 | 8,705 | |
2026 | 5,876 | |
Thereafter | 48,542 | |
Total lease payments | 96,991 | |
Less: Interest | 21,585 | |
Present value of lease liability | 75,406 | $ 85,789 |
Finance Lease, Liability, Payment, Due [Abstract] | ||
2022 | 5,831 | |
2023 | 5,705 | |
2024 | 5,217 | |
2025 | 4,424 | |
2026 | 3,979 | |
Thereafter | 52,399 | |
Total lease payments | 77,555 | |
Less: Interest | 20,777 | |
Present value of lease liabilities | $ 56,778 | $ 58,077 |
LEASE ASSETS AND LIABILITIES _3
LEASE ASSETS AND LIABILITIES Table 3 (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | |||
Operating lease cost | $ 15,323 | $ 16,814 | $ 29,167 |
Amortization of right-of-use assets | 5,251 | 4,700 | 3,748 |
Interest expense on lease liability | 2,081 | 2,201 | 2,212 |
Short-term lease cost | 14,198 | 15,359 | 19,140 |
Variable lease cost | 4,939 | 8,653 | 6,990 |
Total lease cost | $ 41,792 | $ 47,727 | $ 61,257 |
LEASE ASSETS AND LIABILITIES _4
LEASE ASSETS AND LIABILITIES Table 4 (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Operating Leases [Abstract] | |||
Cash outflows from operating activities | $ 12,829 | $ 14,487 | $ 27,567 |
Right-of-use assets obtained in exchange for lease liabilities | $ 3,278 | $ 20,830 | $ 2,153 |
Weighted-average remaining lease term (in years) | 13 years | 13 years | 15 years |
Weighted-average discount rate | 3.20% | 3.20% | 3.60% |
Finance Leases [Abstract] | |||
Cash outflows from operating activities | $ 2,090 | $ 2,208 | $ 2,027 |
Cash outflows from financing activities | 4,244 | 4,981 | 3,700 |
Right-of-use assets obtained in exchange for lease liabilities | $ 3,173 | $ 3,077 | $ 4,430 |
Weighted-average remaining lease term (in years) | 18 years | 19 years | 20 years |
Weighted-average discount rate | 3.60% | 3.70% | 3.70% |
LEASE ASSETS AND LIABILITIES _5
LEASE ASSETS AND LIABILITIES Narrative 4 (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jan. 01, 2017 | |
Lessor, Lease, Description [Line Items] | ||||
Lessor, operating lease, term of contract | 10 years | |||
Lessor, operating lease, payments to be received | $ 195,600 | |||
Storage Segment | ||||
Lessor, Lease, Description [Line Items] | ||||
Operating lease, lease income | 41,454 | $ 41,314 | $ 40,774 | |
Service revenues [Member] | Storage Segment | ||||
Lessor, Lease, Description [Line Items] | ||||
Operating lease, lease income | $ 41,500 | $ 41,300 | $ 40,800 |
LEASE ASSETS AND LIABILITIES _6
LEASE ASSETS AND LIABILITIES Table 5 (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Lease storage assets, at cost | $ 246,841,000 | $ 241,664,000 |
Less accumulated depreciation | (139,200,000) | (130,217,000) |
Lease storage assets, net | $ 107,641,000 | $ 111,447,000 |
Estimated useful life | 30 years |
DERIVATIVES AND FAIR VALUE ME_3
DERIVATIVES AND FAIR VALUE MEASUREMENTS Narrative (Details) - USD ($) $ in Thousands | May 31, 2020 | Jun. 30, 2020 | May 31, 2020 | Dec. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Oct. 31, 2021 |
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Cash paid for termination of interest rate swaps | $ 49,200 | |||||||
4.75% senior notes | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Long-term debt | $ 250,000 | $ 250,000 | ||||||
Long-term debt, rate | 4.75% | |||||||
Interest rate swaps | Interest expense, net | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Reclassification of loss on cash flow hedges to interest expense, net | $ 5,664 | $ 4,265 | $ 3,814 | |||||
Interest rate swaps | Interest expense, net | Reclassification due to Early Repayment of $250.0 Million 4.75% Senior Notes | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Reclassification of loss on cash flow hedges to interest expense, net | $ 800 | |||||||
Interest rate swaps | Cash Flow Hedges | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Interest rate swaps interest rate received | received a rate based on the three-month USD LIBOR | |||||||
Notional amount of forward-starting interest rate swaps terminated | $ 250,000 |
DERIVATIVES AND FAIR VALUE ME_4
DERIVATIVES AND FAIR VALUE MEASUREMENTS Table 1 - Fair Value of Unwound Interest Rate Swap Agreements (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Long-Term Debt, Less Current Portion [Member] | ||
Derivatives, Fair Value | ||
Fair market value of unwound fixed-to-floating interest rate swaps | $ 0 | $ 1,363 |
Accumulated Other Comprehensive Income (Loss) [Member] | ||
Derivatives, Fair Value | ||
Fair market value of unwound forward starting interest rate swaps | $ (36,486) | $ (42,150) |
DERIVATIVES AND FAIR VALUE ME_5
DERIVATIVES AND FAIR VALUE MEASUREMENTS Table 2 - Impact of Derivatives on Earnings (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) to be reclassified during next 12 months, forward-starting interest rate swaps | $ (2,100) | ||
Interest rate swaps | Other comprehensive income (loss) | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Change in unrealized loss on cash flow hedges | 0 | $ (30,291) | $ (19,045) |
Interest rate swaps | Interest expense, net | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Reclassification of loss on cash flow hedges to interest expense, net | $ 5,664 | $ 4,265 | $ 3,814 |
DERIVATIVES AND FAIR VALUE ME_6
DERIVATIVES AND FAIR VALUE MEASUREMENTS Table 3 (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Fair value, long-term debt | $ 3,459,153 | $ 3,799,378 |
Long-term debt, including current portion and excluding finance leases | $ 3,130,625 | $ 3,539,258 |
SERIES D CUMULATIVE CONVERTIB_3
SERIES D CUMULATIVE CONVERTIBLE PREFERRED UNITS Table (Details) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 | Jul. 13, 2018 | Jun. 29, 2018 |
Class of Stock [Line Items] | ||||
Series D preferred units issued | 23,246,650 | 7,486,209 | 15,760,441 | |
Series D preferred units outstanding | 23,246,650 | 23,246,650 | 7,486,209 | 15,760,441 |
Series D Preferred Limited Partner [Member] | ||||
Class of Stock [Line Items] | ||||
Units issued, price per unit | $ 25.38 | $ 25.38 |
SERIES D CUMULATIVE CONVERTIB_4
SERIES D CUMULATIVE CONVERTIBLE PREFERRED UNITS Narrative 1 - Distributions (Details) - Series D Preferred Limited Partner [Member] - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Class of Stock [Line Items] | ||
Required amount of per unit cash dividends to permit dividend paid in kind | $ 0.635 | |
Unpaid dividend penalty, per unit dividend increase | $ 0.048 | |
Unpaid dividend penalty, preferred stock, conversion basis | if we fail to pay in full any Series D Preferred Unit distribution amount for three consecutive distribution periods, then until we pay such distributions in full: (i) each holder of the Series D Preferred Units may elect to convert its Series D Preferred Units into common units on a one-for-one basis, plus any unpaid Series D distributions | |
Unpaid dividend penalty, minimum amount of acquisitions or asset sales requiring consent | $ 50 | |
Preferred Stock, Distributions, Period - June 29, 2018 to June 28, 2020 [Member] | ||
Class of Stock [Line Items] | ||
Preferred units distribution percentage | 9.75% | |
Preferred stock, dividend rate, amount per annum | $ 57.6 | |
Cash distributions per unit applicable to limited partners | $ 0.619 | |
Preferred Stock, Distributions, Period - June 29, 2020 to June 28, 2023 [Member] | ||
Class of Stock [Line Items] | ||
Preferred units distribution percentage | 10.75% | |
Preferred stock, dividend rate, amount per annum | $ 63.4 | |
Cash distributions per unit applicable to limited partners | $ 0.682 | |
Preferred Stock, Distributions, Period - June 29, 2023 and thereafter [Member] | ||
Class of Stock [Line Items] | ||
Preferred unit, distribution payment rate, variable description | the greater of 13.75%, or $81.1 million, per annum ($0.872 per unit per distribution period) or the distribution per common unit thereafter | |
Minimum [Member] | Preferred Stock, Distributions, Period - June 29, 2023 and thereafter [Member] | ||
Class of Stock [Line Items] | ||
Preferred units distribution percentage | 13.75% | |
Preferred stock, dividend rate, amount per annum | $ 81.1 | |
Cash distributions per unit applicable to limited partners | $ 0.872 | |
Subsequent Event [Member] | ||
Class of Stock [Line Items] | ||
Cash distributions per unit applicable to limited partners | $ 0.682 |
SERIES D CUMULATIVE CONVERTIB_5
SERIES D CUMULATIVE CONVERTIBLE PREFERRED UNITS Narrative 2 (Details) - Series D Preferred Limited Partner [Member] $ in Millions | Jul. 20, 2018 | Dec. 31, 2021USD ($) |
Class of Stock [Line Items] | ||
Convertible preferred units, terms of redemption | The Partnership may redeem all or any portion of the Series D Preferred Units, in an amount not less than $50.0 million for cash at a redemption price equal to, as applicable: (i) $31.73 per Series D Preferred Unit at any time on or after June 29, 2023 but prior to June 29, 2024; (ii) $30.46 per Series D Preferred Unit at any time on or after June 29, 2024 but prior to June 29, 2025; (iii) $29.19 per Series D Preferred Unit at any time on or after June 29, 2025; plus, in each case, the sum of any unpaid distributions on the applicable Series D Preferred Unit plus the distributions prorated for the number of days elapsed (not to exceed 90) in the period of redemption (Series D Partial Period Distributions). The holders have the option to convert the units prior to such redemption as discussed above. Additionally, at any time on or after June 29, 2028, each holder of Series D Preferred Units will have the right to require the Partnership to redeem all of the Series D Preferred Units held by such holder at a redemption price equal to $29.19 per Series D Preferred Unit plus any unpaid Series D distributions plus the Series D Partial Period Distributions. If a holder of Series D Preferred Units exercises its redemption right, the Partnership may elect to pay up to 50% of such amount in common units (which shall be valued at 93% of a volume-weighted average trading price of the common units); provided, that the common units to be issued do not, in the aggregate, exceed 15% of NuStar Energy’s common equity market capitalization at the time. | |
Minimum conversion amount | $ 50 | |
Maximum number of days within a partial distribution period | 90 | |
Convertible preferred units, terms of conversion, change of control | convert its Series D Preferred Units into common units on a one-for-one basis, plus any unpaid Series D distributions | |
Change of control redemption amount | the sum of (a) $29.82 per Series D Preferred Unit plus (b) any unpaid Series D distributions plus (c) the applicable distribution amount for the distribution periods ending after the change of control event and prior to (but including) the fourth anniversary of the Initial Closing | |
Temporary equity, accounting treatment | The Series D Preferred Units include redemption provisions at the option of the holders of the Series D Preferred Units and upon a Series D Change of Control (as defined in the partnership agreement), which are outside the Partnership’s control. Therefore, the Series D Preferred Units are presented in the mezzanine section of the consolidated balance sheets. The Series D Preferred Units have been recorded at their issuance date fair value, net of issuance costs. We reassess the presentation of the Series D Preferred Units in our consolidated balance sheets on a quarterly basis. The Series D Preferred Units are subject to accretion from their carrying value at the issuance date to the redemption value, which is based on the redemption right of the Series D Preferred Unit holders that may be exercised at any time on or after June 29, 2028, using the effective interest method over a period of ten years. In the calculation of net income per unit, the accretion is treated in the same manner as a distribution and deducted from net income to arrive at net income attributable to common units. | |
Accretion period | 10 years | |
Preferred Stock, Conversion, Period - June 29, 2020 and thereafter [Member] | ||
Class of Stock [Line Items] | ||
Convertible preferred units, terms of conversion | Each holder of Series D Preferred Units may convert all or any portion of its Series D Preferred Units into common units on a one-for-one basis (plus any unpaid Series D distributions), subject to anti-dilution adjustments, at any time, but not more than once per quarter, so long as any conversion is for at least $50.0 million based on the Series D Preferred Unit Purchase Price (or such lesser amount representing all of a holder’s Series D Preferred Units). | |
Preferred Stock, Issuer Redemption Option, Period - June 29, 2023 to June 28, 2024 [Member] | ||
Class of Stock [Line Items] | ||
Temporary equity redemption price per unit | $31.73 per Series D Preferred Unit plus any unpaid Series D distributions plus the Series D Partial Period Distributions | |
Preferred Stock, Issuer Redemption Option, Period - June 29, 2023 and thereafter [Member] | ||
Class of Stock [Line Items] | ||
Minimum redemption amount | $ 50 | |
Preferred Stock, Holder Redemption Option, Period - June 29, 2028 and thereafter [Member] | ||
Class of Stock [Line Items] | ||
Temporary equity redemption price per unit | $29.19 per Series D Preferred Unit plus any unpaid Series D distributions plus the Series D Partial Period Distributions | |
Percentage of redemption amount that may be paid in common limited partner units | 50.00% | |
Volume-weighted average trading price percentage of common limited partner units | 93.00% | |
Common limited partners' equity market capitalization, maximum allowable percentage | 15.00% | |
Preferred Stock, Issuer Redemption Option, Period - June 29, 2024 to June 28, 2025 [Member] | ||
Class of Stock [Line Items] | ||
Temporary equity redemption price per unit | $30.46 per Series D Preferred Unit plus any unpaid Series D distributions plus the Series D Partial Period Distributions | |
Preferred Stock, Issuer Redemption Option, Period - June 29, 2025 and thereafter [Member] | ||
Class of Stock [Line Items] | ||
Temporary equity redemption price per unit | $29.19 per Series D Preferred Unit plus any unpaid Series D distributions plus the Series D Partial Period Distributions |
PARTNERS' EQUITY Table 1 - Pref
PARTNERS' EQUITY Table 1 - Preferred Units Issued and Outstanding (Details) - USD ($) | Nov. 30, 2017 | Apr. 28, 2017 | Nov. 25, 2016 | Dec. 31, 2021 | Dec. 14, 2021 | Dec. 31, 2020 |
Series A Preferred Limited Partner [Member] | ||||||
Class of Stock [Line Items] | ||||||
Issuance of units (units) | 9,060,000 | |||||
Preferred units outstanding | 9,060,000 | 9,060,000 | ||||
Units issued, price per unit | $ 25 | |||||
Preferred units liquidation preference | $ 25 | |||||
Preferred units distribution percentage, fixed | 8.50% | |||||
Per unit distribution, fixed, per annum | $ 2.125 | |||||
Preferred stock, dividend rate, amount per annum | $ 19,252 | |||||
Preferred unit, distribution payment rate, variable description | Three-month LIBOR plus 6.766% | |||||
Series B Preferred Limited Partner [Member] | ||||||
Class of Stock [Line Items] | ||||||
Issuance of units (units) | 15,400,000 | |||||
Preferred units outstanding | 15,400,000 | 15,400,000 | ||||
Units issued, price per unit | $ 25 | |||||
Preferred units liquidation preference | $ 25 | |||||
Preferred units distribution percentage, fixed | 7.625% | |||||
Per unit distribution, fixed, per annum | $ 1.90625 | |||||
Preferred stock, dividend rate, amount per annum | $ 29,357 | |||||
Preferred unit, distribution payment rate, variable description | Three-month LIBOR plus 5.643% | |||||
Series C Preferred Limited Partner [Member] | ||||||
Class of Stock [Line Items] | ||||||
Issuance of units (units) | 6,900,000 | |||||
Preferred units outstanding | 6,900,000 | 6,900,000 | ||||
Units issued, price per unit | $ 25 | |||||
Preferred units liquidation preference | $ 25 | |||||
Preferred units distribution percentage, fixed | 9.00% | |||||
Per unit distribution, fixed, per annum | $ 2.25 | |||||
Preferred stock, dividend rate, amount per annum | $ 15,525 | |||||
Preferred unit, distribution payment rate, variable description | Three-month LIBOR plus 6.88% |
PARTNERS' EQUITY - Table 2 Pref
PARTNERS' EQUITY - Table 2 Preferred Units - Floating Distribution Rate (Details) - Series A Preferred Limited Partner [Member] - USD ($) | Nov. 25, 2016 | Mar. 14, 2022 |
Distribution Made to Limited Partner [Line Items] | ||
Per unit distribution, variable, per quarter | $ 2.125 | |
Subsequent Event [Member] | ||
Distribution Made to Limited Partner [Line Items] | ||
Per unit distribution, variable, per quarter | $ 0.43606 | |
Distributions to partners | $ 3,951 |
PARTNERS' EQUITY Narrative 1 (D
PARTNERS' EQUITY Narrative 1 (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 26, 2019 | Nov. 30, 2017 | Apr. 28, 2017 | Nov. 25, 2016 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Class of Stock [Line Items] | |||||||
Proceeds from issuance of common units | $ 15,000 | $ 0 | $ 0 | $ 15,000 | |||
Common Limited Partner [Member] | |||||||
Class of Stock [Line Items] | |||||||
Issuance of units (units) | 527,426 | 0 | 0 | 527,426 | |||
Units issued, price per unit | $ 28.44 | ||||||
Series A Preferred Limited Partner [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred units, description | We may redeem any of our outstanding Series A, B and C Preferred Units at any time on or after the optional redemption date set forth above for each series of the Series A, B and C Preferred Units, in whole or in part, at a redemption price of $25.00 per unit plus an amount equal to all accumulated and unpaid distributions to, but not including, the date of redemption, whether or not declared. We may also redeem the Series A, B and C Preferred Units upon the occurrence of certain rating events or a change of control as defined in our partnership agreement. In the case of the latter instance, if we choose not to redeem the Series A, B and C Preferred Units, those preferred unitholders may have the ability to convert their Series A, B and C Preferred Units to common units at the then applicable conversion rate. Holders of the Series A, B and C Preferred Units have no voting rights except for certain exceptions set forth in our partnership agreement. | ||||||
Issuance of units (units) | 9,060,000 | ||||||
Units issued, price per unit | $ 25 | ||||||
Series C Preferred Limited Partner [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred units, description | We may redeem any of our outstanding Series A, B and C Preferred Units at any time on or after the optional redemption date set forth above for each series of the Series A, B and C Preferred Units, in whole or in part, at a redemption price of $25.00 per unit plus an amount equal to all accumulated and unpaid distributions to, but not including, the date of redemption, whether or not declared. We may also redeem the Series A, B and C Preferred Units upon the occurrence of certain rating events or a change of control as defined in our partnership agreement. In the case of the latter instance, if we choose not to redeem the Series A, B and C Preferred Units, those preferred unitholders may have the ability to convert their Series A, B and C Preferred Units to common units at the then applicable conversion rate. Holders of the Series A, B and C Preferred Units have no voting rights except for certain exceptions set forth in our partnership agreement. | ||||||
Issuance of units (units) | 6,900,000 | ||||||
Units issued, price per unit | $ 25 | ||||||
Series B Preferred Limited Partner [Member] | |||||||
Class of Stock [Line Items] | |||||||
Preferred units, description | We may redeem any of our outstanding Series A, B and C Preferred Units at any time on or after the optional redemption date set forth above for each series of the Series A, B and C Preferred Units, in whole or in part, at a redemption price of $25.00 per unit plus an amount equal to all accumulated and unpaid distributions to, but not including, the date of redemption, whether or not declared. We may also redeem the Series A, B and C Preferred Units upon the occurrence of certain rating events or a change of control as defined in our partnership agreement. In the case of the latter instance, if we choose not to redeem the Series A, B and C Preferred Units, those preferred unitholders may have the ability to convert their Series A, B and C Preferred Units to common units at the then applicable conversion rate. Holders of the Series A, B and C Preferred Units have no voting rights except for certain exceptions set forth in our partnership agreement. | ||||||
Issuance of units (units) | 15,400,000 | ||||||
Units issued, price per unit | $ 25 |
PARTNERS' EQUITY Table 2 - Bala
PARTNERS' EQUITY Table 2 - Balance of and Changes in Common Units Outstanding (Details) - shares | Nov. 26, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Class of Stock [Line Items] | |||||
Limited partners common units outstanding (in units) | 109,986,273 | 109,468,127 | |||
Common Limited Partner [Member] | |||||
Class of Stock [Line Items] | |||||
Limited partners common units outstanding (in units) | 109,986,273 | 109,468,127 | 108,527,806 | 107,225,156 | |
Issuance of units (units) | 527,426 | 0 | 0 | 527,426 | |
Unit-based compensation (units) | 518,146 | 940,321 | 775,224 |
PARTNERS' EQUITY Narrative 2 (D
PARTNERS' EQUITY Narrative 2 (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Partners' Capital Notes [Abstract] | |
Percent of available cash distributed | 100.00% |
Number of days within which distribution is paid to common unitholders | 45 |
PARTNERS' EQUITY Table 3 - Cash
PARTNERS' EQUITY Table 3 - Cash Distributions Declared - Common Limited Partners (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Distribution Made to Limited Partner [Line Items] | |||||||
Common limited partners' distribution, per unit | $ 0.40 | $ 0.40 | $ 0.40 | $ 0.40 | $ 1.60 | $ 1.60 | $ 2.40 |
Common limited partners' distribution | $ 44,008 | $ 43,814 | $ 43,814 | $ 43,834 | $ 175,470 | $ 174,873 | $ 259,136 |
Common Limited Partner [Member] | |||||||
Distribution Made to Limited Partner [Line Items] | |||||||
Distribution date of record (distribution earned) | Feb. 8, 2022 | Nov. 8, 2021 | Aug. 6, 2021 | May 10, 2021 | |||
Distribution payment date | Feb. 14, 2022 | Nov. 12, 2021 | Aug. 12, 2021 | May 14, 2021 |
PARTNERS' EQUITY Table 4 - Accu
PARTNERS' EQUITY Table 4 - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | $ (96,656) | ||
Other comprehensive income (loss) | 22,678 | $ (28,760) | $ (13,018) |
Ending balance | (73,978) | (96,656) | |
Foreign Currency Translation [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | (42,362) | (43,772) | (47,299) |
Other comprehensive income (loss) before reclassifications | 601 | 1,410 | 3,527 |
Other comprehensive income (loss) | 601 | 1,410 | 3,527 |
Ending balance | (41,761) | (42,362) | (43,772) |
Cash Flow Hedges [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | (42,150) | (16,124) | (893) |
Other comprehensive income (loss) before reclassifications | 0 | (30,291) | (19,045) |
Other comprehensive income (loss) | 5,664 | (26,026) | (15,231) |
Ending balance | (36,486) | (42,150) | (16,124) |
Pension and Other Postretirement Benefits [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | (12,144) | (8,000) | (6,686) |
Other comprehensive income (loss) before reclassifications | 17,721 | (2,924) | 1,000 |
Other comprehensive income (loss) | 16,413 | (4,144) | (1,314) |
Ending balance | 4,269 | (12,144) | (8,000) |
Total [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | (96,656) | (67,896) | (54,878) |
Other comprehensive income (loss) before reclassifications | 18,322 | (31,805) | (14,518) |
Other comprehensive income (loss) | 22,678 | (28,760) | (13,018) |
Ending balance | (73,978) | (96,656) | (67,896) |
Interest expense, net | Foreign Currency Translation [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Net loss (gain) reclassified from AOCI | 0 | 0 | 0 |
Interest expense, net | Cash Flow Hedges [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Net loss (gain) reclassified from AOCI | 5,664 | 4,265 | 3,814 |
Interest expense, net | Pension and Other Postretirement Benefits [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Net loss (gain) reclassified from AOCI | 0 | 0 | 0 |
Interest expense, net | Total [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Net loss (gain) reclassified from AOCI | 5,664 | 4,265 | 3,814 |
Pension Plan [Member] | Other Income [Member] | Foreign Currency Translation [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Net loss (gain) reclassified from AOCI | 0 | 0 | 0 |
Pension Plan [Member] | Other Income [Member] | Cash Flow Hedges [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Net loss (gain) reclassified from AOCI | 0 | 0 | 0 |
Pension Plan [Member] | Other Income [Member] | Pension and Other Postretirement Benefits [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Net loss (gain) reclassified from AOCI | (1,308) | (1,220) | (2,314) |
Pension Plan [Member] | Other Income [Member] | Total [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Net loss (gain) reclassified from AOCI | $ (1,308) | $ (1,220) | $ (2,314) |
NET INCOME (LOSS) PER COMMON _3
NET INCOME (LOSS) PER COMMON UNIT Table - Net (Loss) Income per Common Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |||||||
Net income (loss) | $ 38,225 | $ (198,983) | $ (105,693) | ||||
Distributions to preferred limited partners | (127,399) | (124,882) | (121,693) | ||||
Distributions to common limited partners | $ (44,008) | $ (43,814) | $ (43,814) | $ (43,834) | (175,470) | (174,873) | (259,136) |
Distribution equivalent rights to restricted units | (2,396) | (2,093) | (2,659) | ||||
Distributions in excess of income (loss) | (267,040) | (500,831) | (489,181) | ||||
Distributions to common limited partners | $ 44,008 | $ 43,814 | $ 43,814 | $ 43,834 | 175,470 | 174,873 | 259,136 |
Allocation of distributions in excess of income (loss) | (267,040) | (500,831) | (489,181) | ||||
Series D Preferred Unit accretion (refer to Note 17) | (16,903) | (17,626) | (18,085) | ||||
Net loss attributable to common units | $ (108,473) | $ (343,584) | $ (248,130) | ||||
Basic weighted-average common units outstanding | 109,585,635 | 109,155,117 | 107,789,030 | ||||
Basic weighted-average common units outstanding | 109,585,635 | 109,155,117 | 107,789,030 | ||||
Effect of dilutive potential common units | 0 | 0 | 65,669 | ||||
Diluted weighted-average common units outstanding | 109,585,635 | 109,155,117 | 107,854,699 | ||||
Basic net income (loss) per common unit | $ (0.99) | $ (3.15) | $ (2.30) | ||||
Diluted net income (loss) per common unit | $ (0.99) | $ (3.15) | $ (2.30) |
SUPPLEMENTAL CASH FLOW INFORM_3
SUPPLEMENTAL CASH FLOW INFORMATION Table 1 - Changes in Current Assets and Current Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Supplemental Cash Flow Information [Abstract] | |||
Accounts receivable | $ (2,105) | $ 14,589 | $ (23,480) |
Inventories | (5,585) | 1,340 | (866) |
Prepaid and other current assets | (1,710) | (3,326) | (5,103) |
Accounts payable | 10,202 | (25,455) | 8,068 |
Accrued interest payable | (16,708) | 12,922 | 1,632 |
Accrued liabilities | 4,448 | 7,886 | (19,740) |
Taxes other than income tax | (2,689) | 3,972 | (5,276) |
Changes in current assets and current liabilities | $ (14,147) | $ 11,928 | $ (44,765) |
SUPPLEMENTAL CASH FLOW INFORM_4
SUPPLEMENTAL CASH FLOW INFORMATION Table 2 - Cash Flows Related to Interest and Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Supplemental Cash Flow Information [Abstract] | |||
Cash paid for interest, net of amount capitalized | $ 218,181 | $ 204,511 | $ 176,859 |
Cash paid for income taxes, net of tax refunds received | $ 5,491 | $ 3,260 | $ 6,817 |
SUPPLEMENTAL CASH FLOW INFORM_5
SUPPLEMENTAL CASH FLOW INFORMATION Table 3 - Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Cash and cash equivalents | $ 5,637 | $ 153,625 | ||
Cash, cash equivalents and restricted cash | 14,439 | 162,426 | $ 24,980 | $ 13,644 |
Cash and Cash Equivalents [Member] | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Cash and cash equivalents | 5,637 | 153,625 | ||
Other long-term assets, net | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Cash, cash equivalents and restricted cash | $ 8,802 | $ 8,801 |
EMPLOYEE BENEFIT PLANS Narrativ
EMPLOYEE BENEFIT PLANS Narrative 1 (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Thrift Plan, description | The NuStar Thrift Plan (the Thrift Plan) is a qualified defined contribution plan that became effective June 26, 2006. Participation in the Thrift Plan is voluntary and open to substantially all our domestic employees upon their dates of hire. Thrift Plan participants can contribute from 1% up to 30% of their total annual compensation to the Thrift Plan in the form of pre-tax and/or after tax employee contributions. We make matching contributions in an amount equal to 100% of each participant’s employee contributions up to a maximum of 6% of the participant’s total annual compensation. | ||
Thrift Plan matching contributions | $ 7.6 | $ 7.8 | $ 7.6 |
Benefit plan costs, international employees | $ 0.6 | $ 0.5 | $ 0.9 |
Pension Plan, description | The NuStar Pension Plan (the Pension Plan) is a qualified non-contributory defined benefit pension plan that provides eligible U.S. employees with retirement income as calculated under a cash balance formula. Under the cash balance formula, benefits are determined based on age, years of vesting service and interest credits, and employees become fully vested in their benefits upon attaining three years of vesting service. Prior to January 1, 2014, eligible employees were covered under either a cash balance formula or a final average pay formula (FAP). Effective January 1, 2014, the Pension Plan was amended to freeze the FAP benefits as of December 31, 2013, and going forward, all eligible employees are covered under the cash balance formula discussed above. |
EMPLOYEE BENEFIT PLANS Table 1
EMPLOYEE BENEFIT PLANS Table 1 - Changes in Benefit Obligation/Fair Value of Plan Assets/Funded Status/Amounts Recognized in Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Pension Plan [Member] | |||
Change in benefit obligation: | |||
Benefit obligation, January 1 | $ 186,685 | $ 167,257 | |
Service cost | 9,978 | 9,174 | $ 9,549 |
Interest cost | 4,084 | 4,693 | 5,480 |
Benefits paid | (19,366) | (9,520) | |
Participant contributions | 0 | 0 | |
Actuarial loss (gain) | (694) | 15,081 | |
Other | (780) | 0 | |
Benefit obligation, December 31 | 179,907 | 186,685 | 167,257 |
Lump-sum payments due to Eastern U.S. Terminals Disposition and Texas City Sale | 9,600 | ||
Change in plan assets: | |||
Plan assets at fair value, January 1 | 182,727 | 159,036 | |
Actual return on plan assets | 26,425 | 21,758 | |
Employer contributions | 52 | 11,453 | |
Benefits paid | (19,366) | (9,520) | |
Participant contributions | 0 | 0 | |
Plan assets at fair value, December 31 | 189,838 | 182,727 | 159,036 |
Reconciliation of funded status: | |||
Fair value of plan assets at December 31 | 189,838 | 182,727 | 159,036 |
Less: Benefit obligation at December 31 | 179,907 | 186,685 | 167,257 |
Funded status at December 31 | 9,931 | (3,958) | |
Amounts recognized in the consolidated balance sheets: | |||
Other long-term assets, net | 14,945 | 0 | |
Accrued liabilities | (467) | (382) | |
Other long-term liabilities | (4,547) | (3,576) | |
Net pension asset (liability) | 9,931 | (3,958) | |
Accumulated benefit obligation for the Pension Plans | 171,899 | 181,263 | |
Pension Plan [Member] | Excess Pension Plan [Member] | |||
Change in plan assets: | |||
Plan assets at fair value, January 1 | 0 | ||
Plan assets at fair value, December 31 | 0 | 0 | |
Reconciliation of funded status: | |||
Fair value of plan assets at December 31 | 0 | 0 | |
Amounts recognized in the consolidated balance sheets: | |||
Accumulated benefit obligation for the Pension Plans | 4,300 | 3,800 | |
Pension Plan [Member] | Excess Pension Plan and Other Postretirement Benefit Plans | |||
Change in plan assets: | |||
Plan assets at fair value, January 1 | 0 | ||
Plan assets at fair value, December 31 | 0 | 0 | |
Reconciliation of funded status: | |||
Fair value of plan assets at December 31 | 0 | 0 | |
Other Postretirement Benefit Plans [Member] | |||
Change in benefit obligation: | |||
Benefit obligation, January 1 | 14,680 | 13,196 | |
Service cost | 593 | 529 | 431 |
Interest cost | 326 | 399 | 453 |
Benefits paid | (257) | (281) | |
Participant contributions | 44 | 44 | |
Actuarial loss (gain) | 884 | 793 | |
Other | 0 | 0 | |
Benefit obligation, December 31 | 16,270 | 14,680 | 13,196 |
Change in plan assets: | |||
Plan assets at fair value, January 1 | 0 | 0 | |
Actual return on plan assets | 0 | 0 | |
Employer contributions | 213 | 237 | |
Benefits paid | (257) | (281) | |
Participant contributions | 44 | 44 | |
Plan assets at fair value, December 31 | 0 | 0 | 0 |
Reconciliation of funded status: | |||
Fair value of plan assets at December 31 | 0 | 0 | 0 |
Less: Benefit obligation at December 31 | 16,270 | 14,680 | $ 13,196 |
Funded status at December 31 | (16,270) | (14,680) | |
Amounts recognized in the consolidated balance sheets: | |||
Other long-term assets, net | 0 | 0 | |
Accrued liabilities | (442) | (352) | |
Other long-term liabilities | (15,828) | (14,328) | |
Net pension asset (liability) | (16,270) | (14,680) | |
Accumulated benefit obligation for the Pension Plans | $ 16,270 | $ 14,680 |
EMPLOYEE BENEFIT PLANS Narrat_2
EMPLOYEE BENEFIT PLANS Narrative 2 (Details) - Pension Plan [Member] - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 3.10% | 2.84% | 3.34% |
Fair value of plan assets | $ 189,838 | $ 182,727 | $ 159,036 |
Accumulated benefit obligation for the Pension Plans | 171,899 | 181,263 | |
Excess Pension Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Accumulated benefit obligation for the Pension Plans | 4,300 | 3,800 | |
Projected benefit obligation for the Pension Plans | $ 5,000 | $ 3,800 |
EMPLOYEE BENEFIT PLANS Table 2
EMPLOYEE BENEFIT PLANS Table 2 - Components of Net Periodic Benefit Cost (Income) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, assumptions used in calculations description | We amortize prior service costs and credits on a straight-line basis over the average remaining service period of employees expected to receive benefits under our Pension Plans and other postretirement benefit plans (“Amortization of prior service credit” in table above). We amortize the actuarial gains and losses that exceed 10% of the greater of the projected benefit obligation or market-related value of plan assets (smoothed asset value) over the average remaining service period of active employees expected to receive benefits under our Pension Plans and other postretirement benefit plans (“Amortization of net actuarial loss” in table above). | ||
Pension Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | $ 9,978 | $ 9,174 | $ 9,549 |
Interest cost | 4,084 | 4,693 | 5,480 |
Expected return on plan assets | (9,233) | (8,972) | (8,015) |
Amortization of prior service credit | (2,057) | (2,057) | (2,057) |
Amortization of net actuarial loss | 2,279 | 1,845 | 846 |
Other | (561) | 136 | 0 |
Net periodic benefit cost (income) | 4,490 | 4,819 | 5,803 |
Other Postretirement Benefit Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | 593 | 529 | 431 |
Interest cost | 326 | 399 | 453 |
Expected return on plan assets | 0 | 0 | 0 |
Amortization of prior service credit | (1,145) | (1,145) | (1,145) |
Amortization of net actuarial loss | 176 | 137 | 42 |
Other | 0 | 0 | 0 |
Net periodic benefit cost (income) | $ (50) | $ (80) | $ (219) |
EMPLOYEE BENEFIT PLANS Table 3
EMPLOYEE BENEFIT PLANS Table 3 - Adjustments to Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Income tax (expense) benefit | $ (61) | $ 28 | $ 14 |
Total changes in other comprehensive income (loss) | 16,413 | (4,144) | (1,314) |
Pension Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Net actuarial gain (loss) | 18,666 | (2,159) | 2,545 |
Amortization of prior service credit | (2,057) | (2,057) | (2,057) |
Amortization of net actuarial loss | 2,279 | 1,845 | 846 |
Other | (561) | 0 | 0 |
Net gain reclassified into income | (339) | (212) | (1,211) |
Income tax (expense) benefit | (61) | 28 | 14 |
Total changes in other comprehensive income (loss) | 18,266 | (2,343) | 1,348 |
Other Postretirement Benefit Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Net actuarial gain (loss) | (884) | (793) | (1,559) |
Amortization of prior service credit | (1,145) | (1,145) | (1,145) |
Amortization of net actuarial loss | 176 | 137 | 42 |
Other | 0 | 0 | 0 |
Net gain reclassified into income | (969) | (1,008) | (1,103) |
Income tax (expense) benefit | 0 | 0 | 0 |
Total changes in other comprehensive income (loss) | $ (1,853) | $ (1,801) | $ (2,662) |
EMPLOYEE BENEFIT PLANS Table 4
EMPLOYEE BENEFIT PLANS Table 4 - Amounts Recorded as a Component of Accumulated Other Comprehensive (Loss) (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Pension Plan [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Unrecognized actuarial loss | $ (3,748) | $ (24,878) |
Prior service credit | 7,630 | 10,433 |
Deferred tax asset (liability) | 57 | 118 |
Accumulated other comprehensive income (loss), net of tax | 3,939 | (14,327) |
Other Postretirement Benefit Plans [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Unrecognized actuarial loss | (4,554) | (3,846) |
Prior service credit | 4,884 | 6,029 |
Deferred tax asset (liability) | 0 | 0 |
Accumulated other comprehensive income (loss), net of tax | $ 330 | $ 2,183 |
EMPLOYEE BENEFIT PLANS Narrat_3
EMPLOYEE BENEFIT PLANS Narrative 3 (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | |
Defined Benefit Plan, Plan Assets, Expected Long-term Rate-of-Return, Description | The overall expected long-term rate of return on plan assets for the Pension Plan is estimated using various models of asset returns. Model assumptions are derived using historical data with the assumption that capital markets are informationally efficient. Three models are used to derive the long-term expected returns for each asset class. Since each method has distinct advantages and disadvantages and differing results, an equal weighted average of the methods’ results is used. |
Equity securities [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Defined benefit plan, target plan asset allocations | 65.00% |
Fixed income investments [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Defined benefit plan, target plan asset allocations | 35.00% |
EMPLOYEE BENEFIT PLANS Table 5
EMPLOYEE BENEFIT PLANS Table 5 - Major Classes of Plan Assets Measured at Fair Value (Details) - Pension Plan [Member] - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 189,838 | $ 182,727 | $ 159,036 |
Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 79,166 | 77,870 | |
Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 110,672 | 104,857 | |
Level 3 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Cash equivalent securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 710 | 2,125 | |
Cash equivalent securities [Member] | Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 710 | 2,125 | |
Cash equivalent securities [Member] | Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Cash equivalent securities [Member] | Level 3 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
U.S. large cap equity fund [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 110,672 | 104,857 | |
U.S. large cap equity fund [Member] | Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
U.S. large cap equity fund [Member] | Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 110,672 | 104,857 | |
U.S. large cap equity fund [Member] | Level 3 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
International stock index fund [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 17,708 | 20,732 | |
International stock index fund [Member] | Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 17,708 | 20,732 | |
International stock index fund [Member] | Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
International stock index fund [Member] | Level 3 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Bond market index fund [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 60,748 | 55,013 | |
Bond market index fund [Member] | Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 60,748 | 55,013 | |
Bond market index fund [Member] | Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Bond market index fund [Member] | Level 3 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 0 | $ 0 |
EMPLOYEE BENEFIT PLANS Narrat_4
EMPLOYEE BENEFIT PLANS Narrative 4 (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Pension Plan [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan contributions | $ 52 | $ 11,453 |
Estimated future employer contributions in next fiscal year | 9,500 | |
Other Postretirement Benefit Plans [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Plan contributions | 213 | $ 237 |
Estimated future employer contributions in next fiscal year | $ 400 |
EMPLOYEE BENEFIT PLANS Table 6
EMPLOYEE BENEFIT PLANS Table 6 - Estimated Future Benefit Payments (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Pension Plan [Member] | |
Estimated Future Benefit Payments | |
2022 | $ 10,652 |
2023 | 11,232 |
2024 | 11,212 |
2025 | 12,266 |
2026 | 12,109 |
2027-2031 | 65,477 |
Other Postretirement Benefit Plans [Member] | |
Estimated Future Benefit Payments | |
2022 | 442 |
2023 | 497 |
2024 | 531 |
2025 | 582 |
2026 | 640 |
2027-2031 | $ 4,003 |
EMPLOYEE BENEFIT PLANS Table 7
EMPLOYEE BENEFIT PLANS Table 7 - Assumptions - Benefit Obligations (Details) | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Pension Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 3.10% | 2.84% | 3.34% |
Rate of compensation increase | 3.99% | 3.51% | |
Cash balance interest crediting rate | 2.00% | 2.00% | |
Other Postretirement Benefit Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 3.08% | 2.83% |
EMPLOYEE BENEFIT PLANS Table 8
EMPLOYEE BENEFIT PLANS Table 8 - Assumptions - Net Periodic Benefit Cost (Income) (Details) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Pension Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 2.84% | 3.34% | 4.40% |
Expected long-term rate of return on plan assets | 6.00% | 6.50% | 6.50% |
Rate of compensation increase | 3.51% | 3.51% | 3.51% |
Cash balance interest crediting rate | 2.00% | 2.00% | 2.90% |
Other Postretirement Benefit Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Discount rate | 2.83% | 3.43% | 4.53% |
EMPLOYEE BENEFIT PLANS Table 9
EMPLOYEE BENEFIT PLANS Table 9 - Assumptions - Health Care Cost Trend Rates (Details) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Health care cost trend rate assumed for next year | 6.84% | 6.84% |
Rate to which the cost trend rate was assumed to decrease (the ultimate trend rate) | 5.00% | 5.00% |
Year that the rate reaches the ultimate trend rate | 2028 | 2028 |
Other Postretirement Benefit Plans [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Cap on increase in the employer's cost | The cap on the increase in employer’s cost is 2.5% per year. |
UNIT-BASED COMPENSATION Narrati
UNIT-BASED COMPENSATION Narrative 1 - Overview (Details) - The 2019 LTIP [Member] - shares | Dec. 31, 2021 | Apr. 29, 2021 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unit-based compensation, number of units authorized | 5,000,000 | |
Unit-based compensation, number of units available to be awarded | 2,179,072 |
UNIT-BASED COMPENSATION Table 1
UNIT-BASED COMPENSATION Table 1 - Information for LTIP Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unit-based awards, outstanding (units) | 2,705,203 | 2,441,003 | 1,456,296 | |
Compensation expense | $ 20,579 | $ 12,185 | $ 38,035 | |
Restricted units, domestic employees [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unit-based awards, outstanding (units) | 2,520,436 | 2,235,125 | 1,223,143 | |
Compensation expense | $ 11,892 | $ 10,205 | $ 9,437 | |
Restricted units, non-employee directors [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unit-based awards, outstanding (units) | 129,312 | 98,769 | 61,349 | |
Compensation expense | $ 856 | $ 631 | $ 774 | |
Restricted units, international employees [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unit-based awards, outstanding (units) | 21,760 | 19,987 | 10,243 | |
Compensation expense | $ 139 | $ 58 | $ 711 | |
Performance Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unit-based awards, outstanding (units) | 33,695 | 57,448 | 74,439 | 80,690 |
Compensation expense | $ 3,047 | $ 1,291 | $ 4,172 | |
Performance units awarded and outstanding | 33,695 | 87,122 | 161,561 | 158,326 |
Unit Awards[Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense | $ 4,645 | $ 0 | $ 22,941 | |
Performance units awarded and outstanding | 0 | 0 | 0 |
UNIT-BASED COMPENSATION Narra_2
UNIT-BASED COMPENSATION Narrative 2 - Restricted Units 1 (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Cash payments made in connection with DERs | $ 2,396 | $ 2,093 | $ 2,659 |
Restricted units, domestic employees [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unit-based compensation, vesting period | 5 years | ||
Restricted units, non-employee directors [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unit-based compensation, vesting period | 3 years | ||
Restricted units, international employees [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unit-based compensation, vesting period | 3 years | ||
Unit-based awards, granted (units) | 10,396 | ||
Unit-based awards, vested (units) | 8,344 |
UNIT-BASED COMPENSATION Table 2
UNIT-BASED COMPENSATION Table 2 - Restricted Unit Activity (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unit-based awards, beginning balance (units) | 2,441,003 | 1,456,296 | |
Unit-based awards, ending balance (units) | 2,705,203 | 2,441,003 | 1,456,296 |
Restricted units, employees and non-employee directors (NEDs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unit-based awards, beginning balance (units) | 2,333,894 | 1,284,492 | 1,088,236 |
Unit-based awards, granted (units) | 1,049,081 | 1,454,998 | 596,881 |
Unit-based awards, vested (units) | (630,888) | (374,847) | (328,386) |
Unit-based awards, forfeited (units) | (102,339) | (30,749) | (72,239) |
Unit-based awards, ending balance (units) | 2,649,748 | 2,333,894 | 1,284,492 |
Weighted-average grant date fair value (per unit), period start | $ 17.70 | $ 27.48 | $ 29 |
Weighted-average grant date fair value (per unit), granted | 16.28 | 12.10 | 26.46 |
Weighted-average grant date fair value (per unit), vested | 20.07 | 28.47 | 30.11 |
Weighted-average grant date fair value (per unit), forfeited | 14.28 | 26.75 | 28.05 |
Weighted-average grant date fair value (per unit), period end | $ 16.57 | $ 17.70 | $ 27.48 |
Restricted units, non-employee directors [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unit-based awards, beginning balance (units) | 98,769 | 61,349 | |
Unit-based awards, ending balance (units) | 129,312 | 98,769 | 61,349 |
Weighted-average grant date fair value, adoption of accounting pronouncement (per unit) | $ 20.93 | ||
Unit-based awards, adoption of accounting pronouncement (units) | 59,752 |
UNIT-BASED COMPENSATION Narra_3
UNIT-BASED COMPENSATION Narrative 3 (Details) - Restricted Units 2 and Performance Units 1 - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Restricted Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total fair value of restricted units that vested during the period | $ 10,300 | $ 4,600 | $ 9,300 |
Units issued to satisfy award vestings, net of tax (units) | 460,076 | 275,146 | 242,199 |
Unrecognized compensation cost | $ 42,000 | ||
Compensation cost not yet recognized, period for recognition | 3 years 8 months 12 days | ||
Performance Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total fair value of restricted units that vested during the period | $ 800 | $ 4,200 | $ 2,100 |
Units issued to satisfy award vestings, net of tax (units) | 31,366 | 93,440 | 50,054 |
Unit-based compensation, description of performance units | Performance awards are issued to certain of our key employees and represent either rights to receive our common units or cash upon achieving performance measures for the performance period established by the NuStar GP, LLC Compensation Committee. Achievement of the performance measures determines the rate at which the performance awards convert into our common units or cash, which ranges from zero to 200% for certain awards. | ||
Unit-based compensation, terms of performance units | Performance awards vest in three annual increments (tranches), based upon our achievement of the performance measures set by the Compensation Committee during the performance periods that end on December 31 of each applicable year. | ||
Unit-based compensation, requisite service period | 1 year |
UNIT-BASED COMPENSATION Table 3
UNIT-BASED COMPENSATION Table 3 - Summary of Performance Units (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unit-based awards, beginning balance (units) | 2,441,003 | 1,456,296 | |
Unit-based awards, ending balance (units) | 2,705,203 | 2,441,003 | 1,456,296 |
Performance Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Performance units awarded and outstanding, period start | 87,122 | 161,561 | 158,326 |
Unit-based awards, beginning balance (units) | 57,448 | 74,439 | 80,690 |
Performance units awarded | 4,021 | 0 | 95,969 |
Unit-based awards, granted (units) | 33,695 | 57,448 | 74,439 |
Performance awards, performance adjustment (units) | 72,951 | ||
Unit-based awards, vested (units) | (53,427) | (147,390) | (80,690) |
Performance units forfeited (units) | (4,021) | (12,044) | |
Performance units forfeited (units) | (4,021) | 0 | |
Performance units awarded and outstanding, period end | 33,695 | 87,122 | 161,561 |
Unit-based awards, ending balance (units) | 33,695 | 57,448 | 74,439 |
Weighted-average grant date fair value (per unit), period start | $ 13.21 | $ 28.01 | $ 23.43 |
Weighted-average grant date fair value (per unit), granted | 15.79 | 13.21 | 28.01 |
Weighted-average grant date fair value (per unit), performance adjustment | 28.01 | ||
Weighted-average grant date fair value (per unit), vested | 13.21 | 28.01 | 23.43 |
Weighted-average grant date fair value (per unit), forfeited | 13.21 | 0 | |
Weighted-average grant date fair value (per unit), period end | $ 15.79 | $ 13.21 | $ 28.01 |
Performance target attained | 198.00% | ||
Performance cash awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Performance cash awards, beginning of period, amount | $ 2,167 | ||
Performance cash awards granted, amount | 2,254 | $ 2,167 | |
Performance cash awards, vested, amount | (672) | 0 | |
Performance cash awards, awarded and forfeited in period, amount | (51) | ||
Performance cash awards, end of period, amount | $ 3,698 | $ 2,167 | |
Units issued in connection with performance cash awards | 26,704 |
UNIT-BASED COMPENSATION Narra_4
UNIT-BASED COMPENSATION Narrative 4 - Performance Awards (Details) - USD ($) $ in Thousands | Jan. 27, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Performance Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total fair value of restricted units that vested during the period | $ 800 | $ 4,200 | $ 2,100 | |
Units issued to satisfy award vestings, net of tax (units) | 31,366 | 93,440 | 50,054 | |
Performance cash awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Units issued in connection with performance cash awards | 26,704 | |||
Performance cash awards and performance unit awards | Subsequent Event [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Units issued in connection with performance cash awards | 114,618 |
UNIT-BASED COMPENSATION Table 4
UNIT-BASED COMPENSATION Table 4 - Unit Awards (Details) - Share-based Payment Arrangement [Member] - USD ($) $ in Thousands | 1 Months Ended | 2 Months Ended | 12 Months Ended |
Feb. 28, 2022 | Mar. 31, 2020 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unit-based compensation, description of performance units | Unit awards are equity-classified awards of fully vested common units. We accrued compensation expense in 2021 and 2019 that was paid in unit awards in the first quarters of the respective subsequent years. We base the number of unit awards granted on the fair value of the common units at the grant date. | ||
Weighted-average grant date fair value, granted | $ 22,941 | ||
Unit-based awards, granted (units) | 834,224 | ||
Common Limited Partner [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Issuance of units (units) | 571,735 | ||
Subsequent Event [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value, granted | $ 4,645 | ||
Unit-based awards, granted (units) | 280,685 | ||
Subsequent Event [Member] | Common Limited Partner [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Issuance of units (units) | 186,190 |
INCOME TAXES Table 1 - Componen
INCOME TAXES Table 1 - Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current: | |||
U.S. | $ 3,755 | $ 36 | $ 3,741 |
Foreign | 221 | 2,415 | 1,489 |
Foreign withholding tax | 1,281 | 0 | 101 |
Total current | 5,257 | 2,451 | 5,331 |
Deferred: | |||
U.S. | (93) | 300 | (490) |
Foreign | (531) | (621) | (168) |
Foreign withholding tax | (745) | 533 | 182 |
Total deferred | (1,369) | 212 | (476) |
Less: amounts reported in discontinued operations | 0 | 0 | 101 |
Income tax expense | $ 3,888 | $ 2,663 | $ 4,754 |
INCOME TAXES Table 2 - Tax Effe
INCOME TAXES Table 2 - Tax Effects of Temporary Differences (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred income tax assets: | ||
Net operating losses | $ 20,005 | $ 18,459 |
Employee benefits | 83 | 134 |
Environmental and legal reserves | 47 | 105 |
Capital loss | 3,735 | 10,813 |
Other | 495 | 834 |
Total deferred income tax assets | 24,365 | 30,345 |
Less: Valuation allowance | (23,718) | (28,211) |
Net deferred income tax assets | 647 | 2,134 |
Deferred income tax liabilities: | ||
Property, plant and equipment | (11,884) | (13,772) |
Foreign withholding tax | (272) | (1,002) |
Other | (322) | (371) |
Total deferred income tax liabilities | (12,478) | (15,145) |
Net deferred income tax liability | (11,831) | (13,011) |
Reported on the Consolidated Balance Sheets as: | ||
Deferred income tax liability | $ (11,831) | $ (13,011) |
INCOME TAXES Narrative 1 - Oper
INCOME TAXES Narrative 1 - Operating Loss Carryforwards - Valuation Allowarnces (Details) $ in Millions | Dec. 31, 2021USD ($) |
U.S. [Member] | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 63.4 |
U.S. [Member] | After December 31, 2017 | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 9.4 |
Foreign [Member] | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 6.9 |
INCOME TAXES Narrative 2 - Capi
INCOME TAXES Narrative 2 - Capital Loss Carryforwards (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Capital Loss Carryforwards [Line Items] | |
Capital loss carryforward, increase (decrease) | $ (33,800) |
U.S. [Member] | |
Capital Loss Carryforwards [Line Items] | |
Capital loss carryforward, subject to limitations | $ 17,700 |
INCOME TAXES Narrative 3 - Valu
INCOME TAXES Narrative 3 - Valuation Allowances (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Loss Carryforwards [Line Items] | ||
Valuation allowance | $ 23,718 | $ 28,211 |
U.S. [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Change in valuation allowance | (4,900) | |
Foreign [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Change in valuation allowance | $ 400 |
SEGMENT INFORMATION Table 1 - R
SEGMENT INFORMATION Table 1 - Results of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues: | |||
Revenues | $ 1,618,500 | $ 1,481,564 | $ 1,498,021 |
Depreciation, Depletion and Amortization [Abstract] | |||
Other depreciation and amortization expense | 7,792 | 8,625 | 8,360 |
Total depreciation and amortization expense | 274,380 | 285,101 | 272,924 |
Operating income (loss): | |||
General and administrative expenses | 113,207 | 102,716 | 107,855 |
Other depreciation and amortization expense | 7,792 | 8,625 | 8,360 |
Operating income (loss) | 236,454 | 209,102 | 390,916 |
Pipeline Segment | |||
Revenues: | |||
Revenues | 762,238 | 718,823 | 701,830 |
Storage Segment | |||
Revenues: | |||
Revenues | 427,668 | 494,442 | 454,001 |
Fuels Marketing Segment | |||
Revenues: | |||
Revenues | 428,608 | 268,345 | 342,215 |
Operating Segments [Member] | |||
Depreciation, Depletion and Amortization [Abstract] | |||
Depreciation and amortization expense | 266,588 | 276,476 | 264,564 |
Operating income (loss): | |||
Operating income (loss) | 357,453 | 320,443 | 507,131 |
Operating Segments [Member] | Pipeline Segment | |||
Depreciation, Depletion and Amortization [Abstract] | |||
Depreciation and amortization expense | 179,088 | 177,384 | 166,991 |
Operating income (loss): | |||
Operating income (loss) | 321,472 | 118,429 | 332,480 |
Operating Segments [Member] | Storage Segment | |||
Depreciation, Depletion and Amortization [Abstract] | |||
Depreciation and amortization expense | 87,500 | 99,092 | 97,573 |
Operating income (loss): | |||
Operating income (loss) | 24,800 | 189,781 | 154,105 |
Operating Segments [Member] | Fuels Marketing Segment | |||
Operating income (loss): | |||
Operating income (loss) | 11,181 | 12,233 | 20,578 |
Intersegment Eliminations [Member] | |||
Revenues: | |||
Revenues | (14) | (46) | (25) |
Operating income (loss): | |||
Operating income (loss) | 0 | 0 | (32) |
Corporate, Non-Segment [Member] | |||
Depreciation, Depletion and Amortization [Abstract] | |||
Other depreciation and amortization expense | 7,792 | 8,625 | 8,360 |
Operating income (loss): | |||
General and administrative expenses | 113,207 | 102,716 | 107,855 |
Other depreciation and amortization expense | $ 7,792 | $ 8,625 | $ 8,360 |
SEGMENT INFORMATION Table 2 - R
SEGMENT INFORMATION Table 2 - Revenues by Geographic Area (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues By Geographic Areas | |||
Revenues | $ 1,618,500 | $ 1,481,564 | $ 1,498,021 |
United States | |||
Revenues By Geographic Areas | |||
Revenues | 1,582,672 | 1,441,892 | 1,465,135 |
Foreign | |||
Revenues By Geographic Areas | |||
Revenues | $ 35,828 | $ 39,672 | $ 32,886 |
SEGMENT INFORMATION Narrative (
SEGMENT INFORMATION Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue, Major Customer [Line Items] | |||
Revenues | $ 1,618,500 | $ 1,481,564 | $ 1,498,021 |
Percentage of consolidated revenues relating to single customers, description | For the years ended December 31, 2021, 2020 and 2019, Valero Energy Corporation accounted for approximately 19%, or $308.5 million, 20%, or $295.1 million, and 21%, or $307.2 million, of our revenues, respectively. These revenues were included in all of our reportable business segments. No other single customer accounted for 10% or more of our consolidated revenues. | ||
Revenue Benchmark [Member] | Valero Energy Corporation [Member] | |||
Revenue, Major Customer [Line Items] | |||
Revenues | $ 308,500 | $ 295,100 | $ 307,200 |
Revenue Benchmark [Member] | Valero Energy Corporation [Member] | Customer Concentration Risk | |||
Revenue, Major Customer [Line Items] | |||
Largest customer percentage of revenue | 19.00% | 20.00% | 21.00% |
SEGMENT INFORMATION Table 3 - P
SEGMENT INFORMATION Table 3 - Property, Plant, and Equipment, Net, by Geographic Area (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Long-Lived Assets By Geographic Areas | ||
Long-lived assets | $ 3,541,642 | $ 3,957,512 |
United States | ||
Long-Lived Assets By Geographic Areas | ||
Long-lived assets | 3,428,441 | 3,837,550 |
Foreign | ||
Long-Lived Assets By Geographic Areas | ||
Long-lived assets | $ 113,201 | $ 119,962 |
SEGMENT INFORMATION Table 4 - A
SEGMENT INFORMATION Table 4 - Assets by Reportable Segment (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Segment Information | ||
Total consolidated assets | $ 5,156,332 | $ 5,817,018 |
Operating Segments [Member] | ||
Segment Information | ||
Total consolidated assets | 5,019,871 | 5,538,642 |
Operating Segments [Member] | Pipeline Segment | ||
Segment Information | ||
Total consolidated assets | 3,441,272 | 3,609,508 |
Operating Segments [Member] | Storage Segment | ||
Segment Information | ||
Total consolidated assets | 1,537,037 | 1,897,167 |
Operating Segments [Member] | Fuels Marketing Segment | ||
Segment Information | ||
Total consolidated assets | 41,562 | 31,967 |
Corporate, Non-Segment [Member] | ||
Segment Information | ||
Total consolidated assets | $ 136,461 | $ 278,376 |
SEGMENT INFORMATION Table 5 - C
SEGMENT INFORMATION Table 5 - Capital Expenditures by Reportable Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Information | |||
Capital expenditures | $ 181,133 | $ 198,079 | $ 533,568 |
Corporate, Non-Segment [Member] | |||
Segment Information | |||
Capital expenditures | 1,750 | 3,779 | 3,894 |
Pipeline Segment | |||
Segment Information | |||
Capital expenditures | 67,340 | 122,512 | 387,702 |
Storage Segment | |||
Segment Information | |||
Capital expenditures | $ 112,043 | $ 71,788 | 141,972 |
Discontinued Operations, Held-for-sale or Disposed of by Sale [Member] | |||
Segment Information | |||
Capital expenditures, discontinued operations | $ 27,954 |
SUBSEQUENT EVENT (Details)
SUBSEQUENT EVENT (Details) $ in Thousands, bbl in Millions | Feb. 11, 2022USD ($)bbl | Dec. 07, 2020USD ($) | Jul. 29, 2019USD ($) | Dec. 31, 2020USD ($) | Oct. 08, 2021bbl |
Subsequent Event [Line Items] | |||||
Proceeds from expected sale of business | $ 106,000 | $ 230,000 | |||
Loss on expected sale | $ (34,700) | ||||
Storage Segment | |||||
Subsequent Event [Line Items] | |||||
Storage capacity expected to be sold | bbl | 14.8 | ||||
Forecast | |||||
Subsequent Event [Line Items] | |||||
Proceeds from expected sale of business | $ 60,000 | ||||
Forecast | Minimum [Member] | |||||
Subsequent Event [Line Items] | |||||
Loss on expected sale | (40,000) | ||||
Forecast | Maximum [Member] | |||||
Subsequent Event [Line Items] | |||||
Loss on expected sale | $ (50,000) | ||||
Forecast | Storage Segment | |||||
Subsequent Event [Line Items] | |||||
Storage capacity expected to be sold | bbl | 7.8 |