Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 13, 2020 | Jun. 30, 2019 | |
Document and Entity Information | |||
Entity Registrant Name | TRANSMONTAIGNE PARTNERS LLC | ||
Entity Central Index Key | 0001319229 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2019 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 0 | ||
Entity Public Float | $ 0 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY |
Consolidated balance sheets
Consolidated balance sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 1,090 | $ 1,026 |
Trade accounts receivable, net | 16,500 | 14,049 |
Due from affiliates | 2,882 | 1,953 |
Other current assets | 6,346 | 8,097 |
Total current assets | 26,818 | 25,125 |
Property, plant and equipment, net | 727,220 | 689,170 |
Goodwill | 9,428 | 9,428 |
Investments in unconsolidated affiliates | 225,425 | 227,031 |
Right-of-use assets, operating leases | 35,765 | |
Other assets, net | 47,397 | 51,254 |
TOTAL ASSETS | 1,072,053 | 1,002,008 |
Current liabilities: | ||
Trade accounts payable | 24,650 | 28,212 |
Operating lease liabilities | 3,001 | |
Accrued liabilities | 36,558 | 31,946 |
Total current liabilities | 64,209 | 60,158 |
Other liabilities | 4,990 | 4,643 |
Long-term operating lease liabilities | 34,605 | |
Long-term debt | 644,162 | 598,622 |
Total liabilities | 747,966 | 663,423 |
Commitments and contingencies (Note 14) | ||
Equity: | ||
Common units - 16,229,123 issued and outstanding at December 31, 2018 | 285,095 | |
General partner interest - 2% interest with 331,206 equivalent units outstanding at December 31, 2018 | 53,490 | |
Member interest | 324,087 | |
Total equity | 324,087 | 338,585 |
TOTAL LIABILITIES AND EQUITY | $ 1,072,053 | $ 1,002,008 |
Consolidated balance sheets (Pa
Consolidated balance sheets (Parenthetical) | 12 Months Ended |
Dec. 31, 2018shares | |
Common unitholders, units issued | 16,229,123 |
Common unitholders, units outstanding | 16,229,123 |
General partner interest, equivalent units outstanding | 331,206 |
TransMontaigne GP | |
General partner interest (as a percent) | 2.00% |
Consolidated statements of oper
Consolidated statements of operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue: | |||
Total revenue | $ 263,042 | $ 232,297 | $ 184,447 |
Costs and expenses: | |||
Operating | (103,022) | (98,977) | (81,327) |
General and administrative expenses | (23,660) | (23,707) | (23,692) |
Insurance expenses | (4,995) | (4,976) | (4,064) |
Deferred compensation expense | (2,308) | (3,478) | (2,999) |
Depreciation and amortization | (52,535) | (49,793) | (36,188) |
Total costs and expenses | (186,520) | (180,931) | (148,270) |
Earnings from unconsolidated affiliates | 4,894 | 8,852 | 7,071 |
Gain from insurance proceeds | 3,351 | ||
Loss on disposition of assets | (901) | ||
Operating income | 84,767 | 59,317 | 43,248 |
Other expenses: | |||
Interest expense | (36,196) | (31,900) | (10,473) |
Amortization of deferred debt issuance costs | (2,657) | (3,037) | (1,221) |
Total other expenses | (38,853) | (34,937) | (11,694) |
Net earnings | 45,914 | 24,380 | 31,554 |
External customers | |||
Revenue: | |||
Total revenue | 234,275 | 211,303 | 176,079 |
Affiliate customers | |||
Revenue: | |||
Total revenue | $ 28,767 | $ 20,994 | $ 8,368 |
Consolidated statements of equi
Consolidated statements of equity - USD ($) $ in Thousands | Common units | General partner interest | Member interest | Total |
Balance at Dec. 31, 2016 | $ 317,525 | $ 52,692 | $ 370,217 | |
Increase (Decrease) in Partners' Capital | ||||
Distributions to unitholders | (47,349) | (11,985) | (59,334) | |
Equity-based compensation | 2,729 | 2,729 | ||
Issuance of common units pursuant to our long-term incentive plan | 270 | 270 | ||
Settlement of tax withholdings on equity-based compensation | (711) | (711) | ||
Contribution of cash by TransMontaigne GP to maintain its 2% general partner interest | 36 | 36 | ||
Contribution from TLP Holdings | 17,179 | 17,179 | ||
Net earnings | 18,850 | 12,704 | 31,554 | |
Balance at Dec. 31, 2017 | 308,493 | 53,447 | 361,940 | |
Increase (Decrease) in Partners' Capital | ||||
Distributions to unitholders | (51,152) | (15,672) | (66,824) | |
Equity-based compensation | 3,208 | 3,208 | ||
Issuance of common units pursuant to our long-term incentive plan | 270 | 270 | ||
Settlement of tax withholdings on equity-based compensation | (658) | (658) | ||
Contribution of cash by TransMontaigne GP to maintain its 2% general partner interest | 39 | 39 | ||
Contribution from TLP Holdings | 16,230 | 16,230 | ||
Net earnings | 8,704 | 15,676 | 24,380 | |
Balance at Dec. 31, 2018 | 285,095 | 53,490 | 338,585 | |
Increase (Decrease) in Partners' Capital | ||||
Distributions to unitholders | (13,064) | (4,186) | (17,250) | |
Equity-based compensation | 45 | 45 | ||
Purchase of common units by our long-term incentive plan | (279,895) | (51,978) | $ 331,873 | |
Reclassification of outstanding equity-based compensation to liability | (6,199) | (6,199) | ||
Contribution from TLP Holdings | 4,829 | 491 | 5,320 | |
Distributions to TLP Finance | (42,328) | (42,328) | ||
Net earnings | $ 2,990 | $ 2,674 | 40,250 | 45,914 |
Balance at Dec. 31, 2019 | $ 324,087 | $ 324,087 |
Consolidated statements of eq_2
Consolidated statements of equity (Parenthetical) - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Issuance of common units pursuant to our long-term incentive plan (in units) | 6,972 | 6,498 |
Issuance of common units pursuant to our savings and retention program (in units) | 44,798 | 33,205 |
TransMontaigne GP | ||
General partner interest (as a percent) | 2.00% | 2.00% |
Consolidated statements of cash
Consolidated statements of cash flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities: | |||
Net earnings | $ 45,914 | $ 24,380 | $ 31,554 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | |||
Depreciation and amortization | 52,535 | 49,793 | 36,188 |
Loss on disposition of assets | 901 | ||
Earnings from unconsolidated affiliates | (4,894) | (8,852) | (7,071) |
Distributions from unconsolidated affiliates | 11,432 | 15,565 | 17,128 |
Equity-based compensation | 45 | 3,478 | 2,999 |
Amortization of deferred debt issuance costs | 2,657 | 3,037 | 1,221 |
Amortization of deferred revenue | (714) | (324) | (333) |
Unrealized (gain) loss on derivative instruments | 623 | 433 | (232) |
Gain from insurance proceeds | (3,351) | ||
Changes in operating assets and liabilities: | |||
Trade accounts receivable, net | (2,451) | (3,696) | (807) |
Due from affiliates | (819) | 690 | (1,989) |
Other current assets | (152) | 3,116 | 1,353 |
Amounts due under long-term terminaling services agreements, net | 1,268 | 1,160 | 801 |
Right-of-use assets, operating leases | 2,235 | ||
Deposits | 10 | (456) | |
Other assets, net | 1,257 | ||
Trade accounts payable | (880) | 3,092 | 2,047 |
Accrued liabilities | (2,068) | 10,893 | 3,178 |
Operating lease liabilities | (2,058) | ||
Net cash provided by operating activities | 100,589 | 103,210 | 86,037 |
Cash flows from investing activities: | |||
Acquisition of terminal assets | (276,760) | ||
Investments in unconsolidated affiliates | (4,932) | (1,413) | (2,145) |
Return of investment in unconsolidated affiliates | 850 | ||
Capital expenditures | (91,023) | (66,331) | (58,050) |
Proceeds from sale of assets | 10,025 | ||
Proceeds from insurance claims | 4,988 | ||
Net cash used in investing activities | (90,967) | (56,869) | (336,955) |
Cash flows from financing activities: | |||
Proceeds from senior notes | 300,000 | ||
Borrowings under revolving credit facility | 174,900 | 166,400 | 442,100 |
Repayments under revolving credit facility | (130,200) | (453,600) | (140,700) |
Debt issuance costs | (7,871) | (7,695) | |
Taxes paid for equity compensation awards | (658) | (711) | |
Distributions paid to unitholders | (17,250) | (66,824) | (59,334) |
Distributions to TLP Finance | (42,328) | ||
Contributions from TLP Holdings and TransMontaigne GP | 5,320 | 16,269 | 17,215 |
Net cash provided by (used in) financing activities | (9,558) | (46,284) | 250,875 |
Increase (decrease) in cash and cash equivalents | 64 | 57 | (43) |
Cash and cash equivalents at beginning of period | 1,026 | 969 | 1,012 |
Cash and cash equivalents at end of period | 1,090 | 1,026 | 969 |
Supplemental disclosures of cash flow information: | |||
Cash paid for interest | 35,667 | 24,635 | 10,077 |
Property, plant and equipment acquired with accounts payable | $ 16,869 | $ 19,353 | $ 3,207 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2019 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Nature of business TransMontaigne Partners LLC (“we,” “us,” “our,” “the Company”) provides integrated terminaling, storage, transportation and related services for companies engaged in the trading, distribution and marketing of light refined petroleum products, heavy refined petroleum products, crude oil, chemicals, fertilizers and other liquid products. We conduct our operations in the United States along the Gulf Coast, in the Midwest, in Houston and Brownsville, Texas, along the Mississippi and Ohio rivers, in the Southeast and along the West Coast. We were originally formed as TransMontaigne Partners L.P. (“the Partnership”) in February 2005 as a Delaware limited partnership. Through February 26, 2019, the Partnership’s common units were listed and publicly traded on the New York Stock Exchange under the symbol “TLP”. The Partnership was controlled by a general partner, TransMontaigne GP L.L.C. (“TransMontaigne GP”), which was an indirect, controlled subsidiary of ArcLight Energy Partners Fund VI, L.P. (“ArcLight”). TransMontaigne GP also held the Partnership’s incentive distribution rights, which were non‑voting limited partner interests with the rights set forth in the First Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of May 27, 2005, as amended from time to time. On February 26, 2019, an affiliate of ArcLight completed its previously announced acquisition of all of the Partnership’s outstanding publicly traded common units not already held by ArcLight and its affiliates by way of our merger (the “Merger”) with a wholly owned subsidiary of TLP Finance Holdings, LLC (“TLP Finance”), an indirect controlled subsidiary of Arclight. At the effective time of the Merger, each of the Partnership’s general partner units issued and outstanding immediately prior to the acquisition effective time was converted into (i)(a) one Partnership common unit, and (b) in aggregate, a non-economic general partner interest in the Partnership, (ii) each of the Partnership’s incentive distribution rights issued and outstanding immediately prior to the acquisition effective time was converted into 100 Partnership common units, (iii) our general partner distributed its common units in the Partnership (the “Transferred GP Units”) to TLP Acquisition Holdings, LLC, a Delaware limited liability company (“TLP Holdings”), and TLP Holdings contributed the Transferred GP Units to TLP Finance, (iv) the Partnership converted into the Company (a Delaware limited liability company) pursuant to Section 17-219 of the Delaware Limited Partnership Act and changed its name to “TransMontaigne Partners LLC”, and all of our common units owned by TLP Finance were converted into limited liability company interests (“member interest”), (v) the non-economic interest in the Company owned by our general partner was automatically cancelled and ceased to exist and our general partner merged with and into the Company with the Company surviving, and (vi) the Company became 100% owned by TLP Finance (the transactions described in the foregoing clauses (i) through (vi), collectively with the Merger, the “Take-Private Transaction”). As a result of the Take-Private Transaction, our common units ceased to be publicly traded, and our common units are no longer listed on the New York Stock Exchange. Our 6.125% senior unsecured notes due in 2026 remain outstanding, and we are voluntarily filing with the Securities and Exchange Commission pursuant to the covenants contained in those notes. Effective June 1, 2019, TLP Finance contributed all of the issued and outstanding equity of its wholly-owned subsidiary, TLP Management Services LLC (“TMS” and such interest, the “TMS Interest”) to the Company, and the Company immediately contributed the TMS Interest to its 100% owned operating company subsidiary TransMontaigne Operating Company L.P. (the “TMS Contribution”). Prior to the TMS Contribution, we had no employees and all of our management and operational activities were provided by TMS. Further, TMS provided all payroll programs and maintained all employee benefits programs on behalf of our Company with respect to applicable TMS employees (as well as on behalf of certain other Arclight affiliates). As a result of the TMS Contribution, we have assumed the employees and operational activities previously provided by TMS, except for our executive officers as further described below. The TMS Contribution has been recorded at carryover basis as a reorganization of entities under common control. As such, prior periods include the assets, liabilities, and results of operations of TMS for all periods presented. As a result of the TMS Contribution, the omnibus agreement in place in various forms since the inception of the Partnership, and immediately prior to the TMS Contribution between TMS and us, which, among other things, governed the provision of management and operational services provided for us by TMS, is no longer relevant and was terminated. Following the TMS Contribution, the executive officers who provide services to the Company are employed by TransMontaigne Management Company, LLC (“TMC”), a wholly owned subsidiary of ArcLight, which also provides services to certain other ArcLight affiliates. As a result, we do not directly employ any of the persons responsible for the executive management of our business. Nonetheless, TMS continues to provide certain payroll functions and maintains all employee benefits programs on our behalf of TMC pursuant to a services agreement between TMC and TMS. Our basis in the assets and liabilities of TMS at December 31, 2018 was as follows (in thousands): Cash $ 694 Trade accounts receivable 7 Due from affiliates 456 Other current assets 456 Property, plant and equipment, net 991 Other assets, net 484 Trade accounts payable (1,205) Accrued and other liabilities (3,025) Equity $ (1,142) (b) Basis of presentation and use of estimates Our accounting and financial reporting policies conform to accounting principles generally accepted in the United States of America (“GAAP”). The accompanying consolidated financial statements include the accounts of TransMontaigne Partners LLC and its controlled subsidiaries. Investments where we do not have the ability to exercise control, but do have the ability to exercise significant influence, are accounted for using the equity method of accounting. All inter‑company accounts and transactions have been eliminated in the preparation of the accompanying consolidated financial statements. The accompanying consolidated financial statements include all adjustments (consisting of normal and recurring accruals) considered necessary to present fairly our financial position as of December 31, 2019 and 2018 and our results of operations for the years ended December 31, 2019, 2018 and 2017. Certain reclassifications of previously reported amounts have been made to conform to the current year presentation. The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. The following estimates, in management’s opinion, are subjective in nature, require the exercise of judgment, and/or involve complex analyses: useful lives of our plant and equipment, accrued environmental obligations and business combinations estimates and assumptions. Changes in these estimates and assumptions will occur as a result of the passage of time and the occurrence of future events. Actual results could differ from these estimates. (c) Accounting for terminal and pipeline operations Effective January 1, 2019, we adopted Accounting Standards Codification (“ASC”) Topic 842, Leases and the series of related Accounting Standards Updates that followed (collectively referred to as “ASC 842”). The most significant changes under the new guidance include clarification of the definition of a lease, and the requirements for lessees to recognize a right-of-use asset and a lease liability for all qualifying leases in the consolidated balance sheet. Further, under ASC 842, additional disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. We used the modified retrospective transition method applied at the effective date of the standard. By electing this optional transition method, information prior to January 1, 2019 has not been restated and continues to be reported under the accounting standards in effect for the period (“ASC 840”) (See Note 14 of Notes to consolidated financial statements). Effective January 1, 2018, we adopted Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”), applying the modified retrospective transition method, which required us to apply the new standard to (i) all new revenue contracts entered into after January 1, 2018, and (ii) revenue contracts which were not completed as of January 1, 2018. ASC 606 replaces existing revenue recognition requirements in GAAP and requires entities to recognize revenue at an amount that reflects the consideration to which we expect to be entitled in exchange for transferring goods or services to a customer. ASC 606 also requires certain disclosures regarding qualitative and quantitative information regarding the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The adoption of ASC 606 did not result in a transition adjustment nor did it have an impact on the timing or amount of our revenue recognition (See Note 16 of Notes to consolidated financial statements). The adoption of ASC 606 did not result in changes to our accounting for trade accounts receivable (see Note 4 of Notes to consolidated financial statements), contract assets or contract liabilities. We recognize contract assets in situations where revenue recognition under ASC 606 occurs prior to billing the customer based on our rights under the contract. Contract assets are transferred to accounts receivable when the rights become unconditional. At December 31, 2019, we did not have any contract assets related to ASC 606. Contract liabilities primarily relate to consideration received from customers in advance of completing the performance obligation. A performance obligation is a promise in a contract to transfer goods or services to the customer. We recognize contract liabilities under these arrangements as revenue once all contingencies or potential performance obligations have been satisfied by the (i) performance of services or (ii) expiration of the customer’s rights under the contract. Short-term contract liabilities include customer advances and deposits (see Note 10 of Notes to consolidated financial statements). Long-term contract liabilities include deferred revenue (See Note 11 of Notes to consolidated financial statements). We generate revenue from terminaling services fees, pipeline transportation fees and management fees. Under ASC 606 and ASC 842, we recognize revenue over time or at a point in time, depending on the nature of the performance obligations contained in the respective contract with our customer. The contract transaction price is allocated to each performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The majority of our revenue is recognized pursuant to ASC 842. The following is an overview of our significant revenue streams, including a description of the respective performance obligations and related method of revenue recognition. Terminaling services fees. Our terminaling services agreements are structured as either throughput agreements or storage agreements. Our throughput agreements contain provisions that require our customers to make minimum payments, which are based on contractually established minimum volumes of throughput of the customer’s product at our facilities, over a stipulated period of time. Due to this minimum payment arrangement, we recognize a fixed amount of revenue from the customer over a certain period of time, even if the customer throughputs less than the minimum volume of product during that period. In addition, if a customer throughputs a volume of product exceeding the minimum volume, we would recognize additional revenue on this incremental volume. Our storage agreements require our customers to make minimum payments based on the volume of storage capacity available to the customer under the agreement, which results in a fixed amount of recognized revenue. We refer to the fixed amount of revenue recognized pursuant to our terminaling services agreements as being “firm commitments.” Our terminaling services agreements include revenue recognized in accordance with ASC 606 and ASC 842. Upon adoption of these standards, we evaluated our contracts to determine whether the contract contained a lease. Significant assumptions used in this process include the determination of whether substantive substitution rights exist based on the terms of the contract and available capacity at the terminal at the time of contract inception. Our terminaling services agreements do not allow our customers to purchase the underlying asset and vary in terms and conditions with respect to extension or termination options. If a contract is accounted for as a lease under ASC 842, we recognize the minimum payments as lease revenue and revenue recognized in excess of firm commitments as a variable payment of the lease. All other components of the contracts accounted for as a lease are treated as non-lease components (ancillary revenue) and are accounted for in accordance with ASC 606. The majority of our firm commitments under our terminaling services agreements are accounted for as lease revenue in accordance with ASC 842 (“ASC 842 revenue”). The remaining firm commitments under our terminaling services agreements not accounted for as lease revenue are accounted for in accordance with ASC 606 (“ASC 606 revenue”), where the minimum payment arrangement in each contract is considered a single performance obligation that is primarily satisfied over time through the contract term. Revenue recognized in excess of firm commitments and revenue recognized based solely on the volume of product distributed or injected are referred to as ancillary. The ancillary revenue associated with terminaling services include volumes of product throughput that exceed the contractually established minimum volumes, injection fees based on the volume of product injected with additive compounds, heating and mixing of stored products, product transfer, railcar handling, butane blending, proceeds from the sale of product gains, wharfage and vapor recovery. The revenue generated by these services is required to be estimated under ASC 606 for any uncertainty that is not resolved in the period of the service. We account for the majority of ancillary revenue at individual points in time when the services are delivered to the customer. The majority of our ancillary revenue is recognized in accordance with ASC 606 (See Note 16 of Notes to consolidated financial statements). Pipeline transportation fees. We earn pipeline transportation fees at our Diamondback pipeline either based on the volume of product transported or under capacity reservation agreements. Revenue associated with the capacity reservation is recognized ratably over the respective term, regardless of whether the capacity is actually utilized. We earn pipeline transportation fees at our Razorback pipeline based on an allocation of the aggregate fees charged under the capacity agreement with our customer who has contracted for 100% of our Razorback system. Pipeline transportation revenue is primarily accounted for in accordance with ASC 842. Management fees. We manage and operate certain tank capacity at our Port Everglades South terminal for a major oil company and receive a reimbursement of its proportionate share of operating and maintenance costs. We manage and operate the Frontera joint venture and receive a management fee based on our costs incurred. We manage and operate terminals that are owned by affiliates of ArcLight, including for SeaPort Midstream Partners, LLC (“SMP”) in Seattle, Washington and Portland, Oregon and another terminal for SeaPort Sound Terminal, LLC (“SeaPort Sound”) in Tacoma, Washington and, in each case, receive a management fee based on our costs incurred plus an annual fee. We also manage additional terminal facilities that are owned by affiliates of ArcLight, including Lucknow-Highspire Terminals, LLC (“LHT”), which operates terminals throughout Pennsylvania encompassing approximately 9.9 million barrels of storage capacity, and prior to July 1, 2019, a terminal in Baltimore, Maryland for Pike Baltimore Terminals, LLC (the “Baltimore Terminal”), and receive a management fee based on our costs incurred. Our management of the Baltimore Terminal ended on July 1, 2019. We manage and operate rail sites at certain Southeast terminals on behalf of a major oil company and receive reimbursement for operating and maintenance costs. We lease land under operating leases as the lessor or sublessor with third parties and affiliates. We also managed and operated for an affiliate of PEMEX, Mexico’s state-owned petroleum company, a products pipeline connected to our Brownsville terminal facility and received a management fee through August 23, 2018. Management fee revenue is recognized at individual points in time as the services are performed or as the costs are incurred and is primarily accounted for in accordance with ASC 606. Management fees related to lease revenue are accounted for in accordance with ASC 842. (d) Cash and cash equivalents We consider all short‑term investments with a remaining maturity of three months or less at the date of purchase to be cash equivalents. (e) Property, plant and equipment Depreciation is computed using the straight‑line method. Estimated useful lives are 15 to 25 years for terminals and pipelines and 3 to 25 years for furniture, fixtures and equipment. All items of property, plant and equipment are carried at cost. Expenditures that increase capacity or extend useful lives are capitalized. Repairs and maintenance are expensed as incurred. We evaluate long‑lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset group may not be recoverable based on expected undiscounted future cash flows attributable to that asset group. If an asset group is impaired, the impairment loss to be recognized is the excess of the carrying amount of the asset group over its estimated fair value. (f) Investments in unconsolidated affiliates We account for our investments in unconsolidated affiliates, which we do not control but do have the ability to exercise significant influence over, using the equity method of accounting. Under this method, the investment is recorded at acquisition cost, increased by our proportionate share of any earnings and additional capital contributions and decreased by our proportionate share of any losses, distributions received and amortization of any excess investment. Excess investment is the amount by which our total investment exceeds our proportionate share of the book value of the net assets of the investment entity. We evaluate our investments in unconsolidated affiliates for impairment whenever events or circumstances indicate there is a loss in value of the investment that is other than temporary. In the event of impairment, we would record a charge to earnings to adjust the carrying amount to estimated fair value. (g) Environmental obligations We accrue for environmental costs that relate to existing conditions caused by past operations when probable and reasonably estimable (see Note 10 of Notes to consolidated financial statements). Environmental costs include initial site surveys and environmental studies of potentially contaminated sites, costs for remediation and restoration of sites determined to be contaminated and ongoing monitoring costs, as well as fines, damages and other costs, including direct legal costs. Liabilities for environmental costs at a specific site are initially recorded, on an undiscounted basis, when it is probable that we will be liable for such costs, and a reasonable estimate of the associated costs can be made based on available information. Such an estimate includes our share of the liability for each specific site and the sharing of the amounts related to each site that will not be paid by other potentially responsible parties, based on enacted laws and adopted regulations and policies. Adjustments to initial estimates are recorded, from time to time, to reflect changing circumstances and estimates based upon additional information developed in subsequent periods. Estimates of our ultimate liabilities associated with environmental costs are difficult to make with certainty due to the number of variables involved, including the early stage of investigation at certain sites, the lengthy time frames required to complete remediation, technology changes, alternatives available and the evolving nature of environmental laws and regulations. We periodically file claims for insurance recoveries of certain environmental remediation costs with our insurance carriers under our comprehensive liability policies (see Note 5 of Notes to consolidated financial statements). In connection with our acquisition of the Florida (other than Pensacola), Midwest, Brownsville, Texas, River, Southeast, and Pensacola, Florida terminal and facilities, a third party agreed to indemnify us against certain potential environmental claims, losses and expenses. Based on our current knowledge, we expect that the active remediation projects subject to the benefit of this indemnification obligation are winding down and will not involve material additional claims, losses, and expenses. Nonetheless, the forgoing environmental indemnification obligations of a third party to us remain in place and were not affected by the Take-Private Transaction. (h) Asset retirement obligations Asset retirement obligations are legal obligations associated with the retirement of long‑lived assets that result from the acquisition, construction, development or normal use of the asset. GAAP requires that the fair value of a liability related to the retirement of long‑lived assets be recorded at the time a legal obligation is incurred. Once an asset retirement obligation is identified and a liability is recorded, a corresponding asset is recorded, which is depreciated over the remaining useful life of the asset. After the initial measurement, the liability is adjusted to reflect changes in the asset retirement obligation. If and when it is determined that a legal obligation has been incurred, the fair value of any liability is determined based on estimates and assumptions related to retirement costs, future inflation rates and interest rates. Our long‑lived assets consist of above‑ground storage facilities and underground pipelines. We are unable to predict if and when these long‑lived assets will become completely obsolete and require dismantlement. We have not recorded an asset retirement obligation, or corresponding asset, because the future dismantlement and removal dates of our long‑lived assets is indeterminable and the amount of any associated costs are believed to be insignificant. Changes in our assumptions and estimates may occur as a result of the passage of time and the occurrence of future events. (i) Deferred compensation expense We have a savings and retention program to compensate certain employees who provide services to the Company. Prior to the Take-Private Transaction, we had the ability to settle the awards in our common units, and accordingly, we accounted for the awards as an equity award. Following the Take-Private Transaction, we index the awards to other forms of investments, and have the intent and ability to settle the awards in cash, and accordingly, we account for the awards as liability awards (see Note 13 of Notes to consolidated financial statements). (j) Accounting for derivative instruments Generally accepted accounting principles require us to recognize all derivative instruments at fair value in the consolidated balance sheets as assets or liabilities. Changes in the fair value of our derivative instruments are recognized in earnings. At December 31, 2019 our derivative instruments were limited to interest rate swap agreements with an aggregate notional amount of $300 million with the agreements expiring in June 2020. The derivative instrument outstanding at December 31, 2018 and 2017 expired on March 11, 2019. Pursuant to the terms of the current outstanding interest rate swap agreements, we pay a blended fixed rate of approximately 2.04% and receive interest payments based on the one-month LIBOR. The net difference to be paid or received under the interest rate swap agreements is settled monthly and is recognized as an adjustment to interest expense. The fair value of our interest rate swap agreements were determined using a pricing model based on the LIBOR swap rate and other observable market data. (k) Income taxes No provision for U.S. federal income taxes has been reflected in the accompanying consolidated financial statements because we are treated as a partnership for federal income tax purposes. As a partnership, all income, gains, losses, expenses, deductions and tax credits generated by us flow up to our owners. (l) Comprehensive income Entities that report items of other comprehensive income have the option to present the components of net earnings and comprehensive income in either one continuous financial statement, or two consecutive financial statements. As the Partnership has no components of comprehensive income other than net earnings, no statement of comprehensive income has been presented. (m) Recent accounting pronouncements In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other: Simplifying the Test for Goodwill Impairment, to simplify the accounting for goodwill impairment by eliminating step 2 from the goodwill impairment test. ASU 2017-04 is effective for annual reporting periods beginning after December 15, 2019, including interim periods within that reporting period. We do not expect the adoption to have an impact on our financial position, results of operations and cash flows. In May 2019, the FASB issued ASU 2019-05, Financial Instruments—Credit Losses (Topic 326): Targeted Transition Relief , which provides transition relief and allows entities to elect the fair value option on certain financial instruments. ASU 2019-05 is effective for annual reporting periods beginning after December 15, 2019, including interim periods within that reporting period. We do not expect the adoption to have an impact on our financial position, results of operations and cash flows. |
TRANSACTIONS WITH AFFILIATES
TRANSACTIONS WITH AFFILIATES | 12 Months Ended |
Dec. 31, 2019 | |
TRANSACTIONS WITH AFFILIATES | |
TRANSACTIONS WITH AFFILIATES | (2) TRANSACTIONS WITH AFFILIATES Operations and reimbursement agreement—Frontera. We have a 50% ownership interest in the Frontera Brownsville LLC joint venture (Frontera). We operate Frontera, in accordance with an operations and reimbursement agreement executed between us and Frontera, for a management fee that is based on our costs incurred. Our agreement with Frontera stipulates that we may resign as the operator at any time with the prior written consent of Frontera, or that we may be removed as the operator for good cause, which includes material noncompliance with laws and material failure to adhere to good industry practice regarding health, safety or environmental matters. For the years ended December 31, 2019, 2018 and 2017 we recognized approximately $5.8 million, $5.8 million and $5.3 million, respectively, of revenue related to this operations and reimbursement agreement. Terminaling services agreements—Brownsville terminals. We have two terminaling services agreements with Frontera relating to our Brownsville, Texas facility that will expire in June 2020, subject to automatic renewals unless terminated by either party upon 90 days’ and 180 days’ prior notice, respectively. In exchange for its minimum throughput commitments, we have agreed to provide Frontera with approximately 301,000 barrels of storage capacity. For the years ended December 31, 2019, 2018 and 2017 we recognized revenue related to this agreement of approximately $2.6 million, $2.5 million and $1.9 million, respectively. Terminaling services agreement—Gulf Coast terminals. Associated Asphalt Marketing, LLC is a wholly-owned indirect subsidiary of ArcLight. Effective January 1, 2018, a third party customer assigned their terminaling services agreement relating to our Gulf Coast terminals to Associated Asphalt Marketing, LLC. The agreement will expire in April 2021, subject to two, two-year automatic renewals unless terminated by either party upon 180 days’ prior notice. In exchange for its minimum throughput commitment, we have agreed to provide Associated Asphalt Marketing, LLC with approximately 750,000 barrels of storage capacity. For the years ended December 31, 2019, 2018 and 2017 we recognized revenue related to this agreement with Associated Asphalt Marketing, LLC of approximately $8.5 million, $8.5 million and $nil, respectively. Operating and administrative agreement—SeaPort Midstream Partners, LLC (“SMP”)—Central services. We operate two refined products terminals in Seattle, Washington and Portland, Oregon, on behalf of SMP, in accordance with an operating and administrative agreement executed between us and SMP, for a management fee that is based on our costs incurred plus an annual fee. SMP is a joint venture between SeaPort Midstream Holdings LLC, an ArcLight subsidiary, and BP West Coast Products LLC. SeaPort Midstream Holdings LLC owns 51% of SMP. The operating and administrative agreement will expire in November 2020, subject to one-year automatic renewals unless terminated by either party upon 180 days’ prior notice. Our agreement with SMP stipulates that we may resign as the operator at any time with the prior written consent of SMP, or that we may be removed as the operator for good cause, which includes material noncompliance with laws and material failure to adhere to good industry practice regarding health, safety or environmental matters. For the years ended December 31, 2019, 2018 and 2017 we recognized revenue related to this operations and administrative agreement of approximately $3.4 million, $3.4 million and $1.2 million, respectively. Operations and reimbursement agreement—SeaPort Sound Terminal, LLC (“SeaPort Sound”)—Central services . Our subsidiary, TMS, operates a refined products terminal in Tacoma, Washington on behalf of SeaPort Midstream Holdings LLC, an ArcLight subsidiary . We receive a management fee based on our costs incurred plus an annual fee. For the years ended December 31, 2019, 2018 and 2017 we recognized revenue related to this operations and reimbursement agreement of approximately $7.2 million, $0.7 million and $nil, respectively. Other affiliates—Central services . We manage additional terminal facilities that are owned by affiliates of ArcLight, including LHT, and, prior to July 1, 2019, the Baltimore Terminal. For the years ended December 31, 2019, 2018 and 2017 we recognized revenue related to reimbursements from these affiliates of approximately $1.2 million, $0.1 million and $nil, respectively. Our management of the Baltimore Terminal terminated on July 1, 2019. Services Agreement – TMC. Following the TMS Contribution, our executive officers who provide services to the Company are employed by TMC, a wholly owned subsidiary of ArcLight, which also provides services to certain other ArcLight affiliates. Pursuant to a services agreement, dated August 18, 2019, between TMS and TMC, TMS continues to provide certain payroll functions and maintains all employee benefits programs on behalf of TMC. TMC is reimbursed for the payroll and benefits expenses related to the executive officers, plus a 1% administration fee. Aggregate fees paid by us to TMC with respect to the services agreement were approximately $0.8 million for the year ended December 31, 2019. TMC officer awards vested in 2019 were insignificant and accounted for as a Contribution from TLP Holdings. See also Note 1(a) of Notes to consolidated financial statements, Nature of business, for information regarding the TMS Contribution. |
BUSINESS COMBINATION AND TERMIN
BUSINESS COMBINATION AND TERMINAL ACQUISITION | 12 Months Ended |
Dec. 31, 2019 | |
BUSINESS COMBINATION AND TERMINAL ACQUISITION | |
BUSINESS COMBINATION AND TERMINAL ACQUISITION | (3) BUSINESS COMBINATION AND TERMINAL ACQUISITION On December 15, 2017, we acquired the West Coast terminals from a third party for a total purchase price of $276.8 million. The West Coast terminals represent two waterborne refined product and crude oil terminals located in the San Francisco Bay Area refining complex with a total of 64 storage tanks with approximately 5.4 million barrels of active storage capacity. The West Coast terminals have access to domestic and international crude oil and refined products markets through marine, pipeline, truck and rail logistics capabilities. The accompanying consolidated financial statements include the assets, liabilities and results of operations of the West Coast terminals from December 15, 2017. The purchase price and estimated assessment of the fair value of the assets acquired and liabilities assumed in the business combination were as follows (in thousands): Other current assets $ 1,037 Property, plant and equipment 228,000 Goodwill 943 Customer relationships 47,000 Total assets acquired 276,980 Environmental obligation 220 Total liabilities assumed 220 Allocated purchase price $ 276,760 Goodwill represents the excess of the consideration paid for the acquired business over the fair value of the individual assets acquired, net of liabilities assumed. Goodwill represents the premium we paid to acquire the skilled workforce. These unaudited pro forma results for the Company as a whole are for comparative purposes only and may not be indicative of the results that would have occurred had this acquisition been completed on January 1, 2016 or the results that will be attained in the future (in thousands): Pro Forma year ended December 31, 2017 2016 Revenue $ 226,653 $ 205,605 Net earnings $ 38,920 $ 26,958 Significant pro forma adjustments include depreciation expense and interest expense on the incremental borrowings necessary to finance this acquisition as well as adjustments to remove the related party transactions included in the historical financial statements of the West Coast terminals. |
CONCENTRATION OF CREDIT RISK AN
CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE | 12 Months Ended |
Dec. 31, 2019 | |
CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE | |
CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE | (4) CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE Our primary market areas are located in the United States along the Gulf Coast, in the Southeast, in Brownsville, Texas, along the Mississippi and Ohio Rivers, in the Midwest and along the West Coast. We have a concentration of trade receivable balances due from companies engaged in the trading, distribution and marketing of refined products and crude oil. These concentrations of customers may affect our overall credit risk in that the customers may be similarly affected by changes in economic, regulatory or other factors. Our customers’ historical financial and operating information is analyzed prior to extending credit. We manage our exposure to credit risk through credit analysis, credit approvals, credit limits and monitoring procedures, and for certain transactions we may request letters of credit, prepayments or guarantees. Amounts included in trade accounts receivable that are accounted for as ASC 606 revenue in accordance with ASC 606 approximate $4.7 million at December 31, 2019. We maintain allowances for potentially uncollectible accounts receivable. Trade accounts receivable, net consists of the following (in thousands): December 31, December 31, 2019 2018 Trade accounts receivable $ 16,627 $ 14,158 Less allowance for doubtful accounts (127) (109) $ 16,500 $ 14,049 The following table presents a roll forward of our allowance for doubtful accounts (in thousands): Balance at Balance at beginning Charged to end of of period expenses Deductions period 2019 $ 109 $ 18 $ — $ 127 2018 $ 111 $ — $ (2) $ 109 2017 $ 119 $ — $ (8) $ 111 The following customers accounted for at least 10% of our consolidated revenue in at least one of the periods presented in the accompanying consolidated statements of operations: Year ended Year ended Year ended December 31, December 31, December 31, 2019 2018 2017 NGL Energy Partners LP 16 % 22 % 26 % RaceTrac Petroleum Inc. 10 % 11 % 13 % Castleton Commodities International LLC 9 % 10 % 13 % |
OTHER CURRENT ASSETS
OTHER CURRENT ASSETS | 12 Months Ended |
Dec. 31, 2019 | |
OTHER CURRENT ASSETS | |
OTHER CURRENT ASSETS | (5) OTHER CURRENT ASSETS Other current assets are as follows (in thousands): December 31, December 31, 2019 2018 Amounts due from insurance companies $ 1,147 $ 2,861 Prepaid insurance 2,595 1,371 Additive detergent 1,342 1,218 Unrealized gain on derivative instrument — 143 Deposits and other assets 1,262 2,504 $ 6,346 $ 8,097 Amounts due from insurance companies. We periodically file claims for recovery of environmental remediation costs with our insurance carriers under our comprehensive liability policies. We recognize our insurance recoveries in the period that we assess the likelihood of recovery as being probable (i.e., likely to occur). At December 31, 2019 and 2018, we have recognized amounts due from insurance companies of approximately $1.1 million and $2.9 million, respectively, representing our best estimate of our probable insurance recoveries. During the year ended December 31, 2019, we received reimbursements from insurance companies of approximately $2.4 million. During the year ended December 31, 2019, we increased our estimate of probable future insurance recoveries by approximately $0.7 million. |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2019 | |
PROPERTY, PLANT AND EQUIPMENT, NET | |
PROPERTY, PLANT AND EQUIPMENT, NET | (6) PROPERTY, PLANT AND EQUIPMENT, NET Property, plant and equipment, net is as follows (in thousands): December 31, December 31, 2019 2018 Land $ 83,451 $ 83,451 Terminals, pipelines and equipment 995,666 918,537 Furniture, fixtures and equipment 9,788 7,289 Construction in progress 73,302 64,763 1,162,207 1,074,040 Less accumulated depreciation (434,987) (384,870) $ 727,220 $ 689,170 At December 31, 2019, Property, plant and equipment, net utilized by our customers in operating lease arrangements consisted of $523.9 million of terminals, pipelines and equipment. The terminals, pipelines and equipment primarily relates to our storage tanks and associated internal piping. |
GOODWILL
GOODWILL | 12 Months Ended |
Dec. 31, 2019 | |
GOODWILL | |
GOODWILL | (7) GOODWILL Goodwill is as follows (in thousands): December 31, December 31, 2019 2018 Brownsville terminals $ 8,485 $ 8,485 West Coast terminals 943 943 $ 9,428 $ 9,428 Goodwill is required to be tested for impairment annually unless events or changes in circumstances indicate it is more likely than not that an impairment loss has been incurred at an interim date. Our annual test for the impairment of goodwill is performed as of December 31. The impairment test is performed at the reporting unit level. Our reporting units are our operating segments (see Note 17 of Notes to consolidated financial statements). The fair value of each reporting unit is determined on a stand‑alone basis from the perspective of a market participant and represents an estimate of the price that would be received to sell the unit as a whole in an orderly transaction between market participants at the measurement date. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered to be impaired. At December 31, 2019 and 2018 our Brownsville and West Coast terminals contained goodwill. Our estimate of the fair value of our Brownsville and West Coast terminals at December 31, 2019 and 2018 substantially exceeded the carrying amount. Accordingly, we did not recognize any goodwill impairment charges during the years ended December 31, 2019, 2018 and 2017, respectively. However, an increase in the assumed market participants’ weighted average cost of capital, the loss of a significant customer, the disposition of significant assets, or an unforeseen increase in the costs to operate and maintain the Brownsville and West Coast terminals, could result in the recognition of an impairment charge in the future. |
INVESTMENTS IN UNCONSOLIDATED A
INVESTMENTS IN UNCONSOLIDATED AFFILIATES | 12 Months Ended |
Dec. 31, 2019 | |
INVESTMENTS IN UNCONSOLIDATED AFFILIATES | |
INVESTMENTS IN UNCONSOLIDATED AFFILIATES | (8) INVESTMENTS IN UNCONSOLIDATED AFFILIATES At December 31, 2019 and 2018, our investments in unconsolidated affiliates include a 42.5% Class A ownership interest in Battleground Oil Specialty Terminal Company LLC (“BOSTCO”) and a 50% ownership interest in Frontera Brownsville LLC (“Frontera”). BOSTCO is a terminal facility located on the Houston Ship Channel that encompasses approximately 7.1 million barrels of distillate, residual and other black oil product storage. Class A and Class B ownership interests share in cash distributions on a 96.5% and 3.5% basis, respectively. Class B ownership interests do not have voting rights and are not required to make capital investments. Frontera is a terminal facility located in Brownsville, Texas that encompasses approximately 1.7 million barrels of light petroleum product storage, as well as related ancillary facilities. The following table summarizes our investments in unconsolidated affiliates: Percentage of Carrying value ownership (in thousands) December 31, December 31, December 31, December 31, 2019 2018 2019 2018 BOSTCO 42.5 % 42.5 % $ 201,743 $ 203,005 Frontera 50 % 50 % 23,682 24,026 Total investments in unconsolidated affiliates $ 225,425 $ 227,031 At December 31, 2019 and 2018, our investment in BOSTCO includes approximately $6.6 million and $6.8 million, respectively, of excess investment related to a one time buy-in fee to acquire our 42.5% interest and capitalization of interest on our investment during the construction of BOSTCO amortized over the useful life of the assets. Excess investment is the amount by which our investment exceeds our proportionate share of the book value of the net assets of the BOSTCO entity. Earnings from investments in unconsolidated affiliates were as follows (in thousands): Year ended Year ended Year ended December 31, December 31, December 31, 2019 2018 2017 BOSTCO $ 2,356 $ 5,767 $ 3,543 Frontera 2,538 3,085 3,528 Total earnings from investments in unconsolidated affiliates $ 4,894 $ 8,852 $ 7,071 Additional capital investments in unconsolidated affiliates were as follows (in thousands): Year ended Year ended Year ended December 31, December 31, December 31, 2019 2018 2017 BOSTCO $ 4,707 $ — $ 145 Frontera 225 1,413 2,000 Additional capital investments in unconsolidated affiliates $ 4,932 $ 1,413 $ 2,145 Cash distributions received from unconsolidated affiliates were as follows (in thousands): Year ended Year ended Year ended December 31, December 31, December 31, 2019 2018 2017 BOSTCO $ 8,325 $ 12,135 $ 12,256 Frontera 3,107 4,280 4,872 Cash distributions received from unconsolidated affiliates $ 11,432 $ 16,415 $ 17,128 The summarized financial information of our unconsolidated affiliates was as follows (in thousands): Balance sheets: BOSTCO Frontera December 31, December 31, December 31, December 31, 2019 2018 2019 2018 Current assets $ 12,478 $ 19,299 $ 4,870 $ 5,866 Long-term assets 464,085 455,984 44,344 45,115 Current liabilities (13,607) (12,471) (1,850) (2,845) Long-term liabilities (6,036) (1,259) — (84) Net assets $ 456,920 $ 461,553 $ 47,364 $ 48,052 Statements of income : BOSTCO Frontera Year ended Year ended December 31, December 31, 2019 2018 2017 2019 2018 2017 Revenue $ 60,751 $ 66,288 $ 66,235 $ 20,076 $ 24,017 $ 22,193 Expenses (54,033) (51,993) (55,687) (15,000) (17,847) (15,137) Net income $ 6,718 $ 14,295 $ 10,548 $ 5,076 $ 6,170 $ 7,056 |
OTHER ASSETS, NET
OTHER ASSETS, NET | 12 Months Ended |
Dec. 31, 2019 | |
OTHER ASSETS, NET | |
OTHER ASSETS, NET | (9) OTHER ASSETS, NET Other assets, net are as follows (in thousands): December 31, December 31, 2019 2018 Customer relationships, net of accumulated amortization of $7,237 and $4,887, respectively $ 42,193 $ 44,543 Revolving credit facility unamortized deferred debt issuance costs, net of accumulated amortization of $9,353 and $7,656, respectively 3,818 5,515 Amounts due under long-term terminaling services agreements 215 422 Deposits and other assets 1,171 774 $ 47,397 $ 51,254 Customer relationships. Other assets, net include certain customer relationships at our West Coast terminals. These customer relationships are being amortized on a straight‑line basis over approximately twenty years. Expected future amortization expense for the customer relationships as of December 31, 2019 is as follows (in thousands): Years ending December 31, 2020 2021 2022 2023 2024 Thereafter Amortization expense $ 2,350 $ 2,350 $ 2,350 $ 2,350 $ 2,350 $ 30,443 Deferred debt issuance costs. Deferred debt issuance costs are amortized using the effective interest method over the term of the related credit facility. Amounts due under long‑term terminaling services agreements. We have long‑term terminaling services agreements with certain of our customers that provide for minimum payments that increase at stated amounts over the terms of the respective agreements. We recognize as revenue the minimum payments under the long‑term terminaling services agreements on a straight‑line basis over the terms of the respective agreements. At December 31, 2019, included in amounts due under long-term terminaling services agreements is approximately $0.2 million related to terminaling services agreements accounted for as operating leases under ASC 842. At December 31, 2019 and 2018, we have recognized revenue in excess of the minimum payments that are due through those respective dates under the long‑term terminaling services agreements resulting in an asset of approximately $0.2 million and $0.4 million, respectively. |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2019 | |
ACCRUED LIABILITIES | |
ACCRUED LIABILITIES | (10) ACCRUED LIABILITIES Accrued liabilities are as follows (in thousands): December 31, December 31, 2019 2018 Accrued compensation expense $ 13,272 $ 5,860 Customer advances and deposits 7,850 11,927 Accrued property taxes 3,149 3,003 Accrued environmental obligations 1,531 1,556 Interest payable 7,763 7,814 Accrued expenses and other 2,993 1,786 $ 36,558 $ 31,946 Accrued compensation expense. Accrued compensation expense includes our bonus, payroll, and savings and retention program awards accruals. The increase at December 31, 2019 is primarily a result of accounting for the savings and retention program awards as accrued liabilities following the Take-Private Transaction as we have the intent and ability to settle the awards in cash. Prior to the Take-Private Transaction, we had the ability to settle the savings and retention program awards in our common units, and accordingly, we accounted for the awards as an equity award. Customer advances and deposits. We bill certain of our customers one month in advance for terminaling services to be provided in the following month. At December 31, 2019, approximately $7.0 million of the customer advances and deposits balance is related to terminaling services agreements accounted for as operating leases under ASC 842. At December 31, 2019, approximately $0.9 million of the customer advances and deposits balance is considered contract liabilities under ASC 606. Revenue recognized during the year ended December 31, 2019 from amounts included in contract liabilities at the beginning of the period was approximately $0.8 million. At December 31, 2019 and 2018, we have billed and collected from certain of our customers approximately $7.9 million and $11.9 million, respectively, in advance of the terminaling services being provided. Accrued environmental obligations. At December 31, 2019 and 2018, we have accrued environmental obligations of approximately $1.5 million and $1.6 million, respectively, representing our best estimate of our remediation obligations. Changes in our estimates of our future environmental remediation obligations may occur as a result of the passage of time and the occurrence of future events. The following table presents a roll forward of our accrued environmental obligations (in thousands): Balance at Balance at beginning Increase end of of period Payments in estimate period 2019 $ 1,556 $ (671) $ 646 $ 1,531 2018 $ 1,855 $ (457) $ 158 $ 1,556 2017 $ 2,107 $ (1,204) $ 952 $ 1,855 |
OTHER LIABILITIES
OTHER LIABILITIES | 12 Months Ended |
Dec. 31, 2019 | |
OTHER LIABILITIES | |
OTHER LIABILITIES | (11) OTHER LIABILITIES Other liabilities are as follows (in thousands): December 31, December 31, 2019 2018 Advance payments received under long-term terminaling services agreements $ 3,782 $ 2,721 Deferred revenue 1,208 1,922 $ 4,990 $ 4,643 Advance payments received under long‑term terminaling services agreements. We have long‑term terminaling services agreements with certain of our customers that provide for advance minimum payments. We recognize the advance minimum payments as revenue under ASC 842 on a straight‑line basis over the term of the respective agreements. At December 31, 2019 and 2018, we have received advance minimum payments in excess of revenue recognized under these long‑term terminaling services agreements resulting in a liability of approximately $3.8 million and $2.7 million, respectively. At December 31, 2019, approximately $3.8 million of advance payments received under long-term terminaling services agreements is related to terminaling services agreements accounted for as operating leases under ASC 842. Deferred revenue. Pursuant to historical agreements with our customers, we agreed to undertake certain capital projects. Upon completion of the projects, our customers have paid us lump‑sum amounts that will be recognized as revenue on a straight‑line basis over the remaining term of the agreements. At December 31, 2019 and 2018, we have unamortized deferred revenue for completed projects of approximately $1.2 million and $1.9 million, respectively. During the years ended December 31, 2019, 2018 and 2017, we billed our customers approximately $0.1 million, $1.7 million and $0.5 million, respectively, for completed projects. During the years ended December 31, 2019, 2018 and 2017, we recognized revenue on a straight‑line basis of approximately $0.8 million, $1.8 million and $0.7 million, respectively, for completed projects. At December 31, 2019, approximately $nil of the deferred revenue balance is considered contract liabilities under ASC 606. At December 31, 2019, approximately $1.2 million of deferred revenue is related to terminaling services agreements accounted for as operating leases under ASC 842. Revenue recognized during the year ended December 31, 2019 from amounts included in contract liabilities under ASC 606 at the beginning of the period was approximately $0.2 million. |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2019 | |
LONG-TERM DEBT | |
LONG-TERM DEBT | (12) LONG‑TERM DEBT Long-term debt is as follows (in thousands): December 31, December 31, 2019 2018 Revolving credit facility due in 2022 $ 350,700 $ 306,000 6.125% senior notes due in 2026 300,000 300,000 Senior notes unamortized deferred issuance costs, net of accumulated amortization of $1,544 and $704, respectively (6,538) (7,378) $ 644,162 $ 598,622 On February 12, 2018, the Company and TLP Finance Corp., our wholly owned subsidiary, issued at par $300 million of 6.125% senior notes. Net proceeds, after $8.1 million of issuance costs, were used to repay indebtedness under our revolving credit facility. The senior notes are due in 2026 and are guaranteed on a senior unsecured basis by each of our 100% owned domestic subsidiaries that guarantee obligations under our revolving credit facility. These subsidiary guarantees are full and unconditional and joint and several, and the subsidiaries that did not guarantee our senior notes are minor. TransMontaigne Partners LLC has no independent assets or operations unrelated to its investments in its consolidated subsidiaries . TLP Finance Corp. has no assets or operations. Our operations are conducted by subsidiaries of TransMontaigne Partners LLC, including primarily through our 100% owned operating company subsidiary, TransMontaigne Operating Company L.P. None of the assets of TransMontaigne Partners LLC or a guarantor represent restricted net assets pursuant to the guidelines established by the SEC. Our revolving credit facility provides for a maximum borrowing line of credit equal to $850 million. The terms of our revolving credit facility include covenants that restrict our ability to make cash distributions, acquisitions and investments, including investments in joint ventures. We may make distributions of cash to the extent of our “available cash” as defined in our LLC agreement. We may make acquisitions and investments that meet the definition of “permitted acquisitions”; “other investments” which may not exceed 5% of “consolidated net tangible assets”; and additional future “permitted JV investments” up to $175 million, which may include additional investments in BOSTCO. The primary financial covenants contained in our revolving credit facility are (i) a total leverage ratio test (not to exceed 5.25 to 1.0), (ii) a senior secured leverage ratio test (not to exceed 3.75 to 1.0), and (iii) a minimum interest coverage ratio test (not less than 2.75 to 1.0). The principal balance of loans and any accrued and unpaid interest are due and payable in full on the maturity date, March 13, 2022. We were in compliance with all financial covenants as of and during the years ended December 31, 2019 and 2018. We may elect to have loans under our revolving credit facility bear interest either (i) at a rate of LIBOR plus a margin ranging from 1.75% to 2.75% depending on the total leverage ratio then in effect, or (ii) at the base rate plus a margin ranging from 0.75% to 1.75% depending on the total leverage ratio then in effect. We also pay a commitment fee on the unused amount of commitments, ranging from 0.375% to 0.5% per annum, depending on the total leverage ratio then in effect. Our obligations under our revolving credit facility are secured by a first priority security interest in favor of the lenders in the majority of our assets, including our investments in unconsolidated affiliates. For the years ended December 31, 2019, 2018 and 2017, the weighted average interest rate on borrowings under our revolving credit facility was approximately 5.7%, 5.2% and 3.5%, respectively. At December 31, 2019 and 2018, our outstanding borrowings under our revolving credit facility were $350.7 million and $306 million, respectively. At December 31, 2019 and 2018 our outstanding letters of credit were $1.3 million and $0.4 million, respectively. |
DEFERRED COMPENSATION EXPENSE
DEFERRED COMPENSATION EXPENSE | 12 Months Ended |
Dec. 31, 2019 | |
DEFERRED COMPENSATION EXPENSE. | |
DEFERRED COMPENSATION EXPENSE | (13) DEFERRED COMPENSATION EXPENSE We have a savings and retention program to compensate certain employees who provide services to the Company. Prior to the Take-Private Transaction, we also had a long‑term incentive plan to compensate the independent directors of our general partner. Awards under the long-term incentive plan were settled in our common units, and accordingly, we accounted for the awards as an equity award. The purpose of the savings and retention program is to provide for the reward and retention of participants by providing them with awards that vest over future service periods. Awards under the program with respect to individuals providing services to the Company generally become vested as to 50% of a participant’s annual award as of the first day of the month that falls closest to the second anniversary of the grant date, and the remaining 50% as of the first day of the month that falls closest to the third anniversary of the grant date, subject to earlier vesting upon a participant’s attainment of the age and length of service thresholds, retirement, death or disability, involuntary termination without cause, or termination of a participant’s employment following a change in control of the Company as specified in the program. The awards are increased for the value of any accrued growth based on underlying investments deemed made with respect to the awards. The awards (including any accrued growth relating thereto) are subject to forfeiture until the vesting date. The Take-Private Transaction did not accelerate the vesting of any of the awards. A person will satisfy the age and length of service thresholds of the program upon the attainment of the earliest of (a) age sixty, (b) age fifty-five and ten years of service as an officer of the Company or any of its affiliates or predecessors, or (c) age fifty and twenty years of service as an employee of the Company or any of its affiliates or predecessors. Prior to the Take-Private Transaction, we had the ability to settle the savings and retention program awards in our common units, and accordingly, we accounted for the awards as an equity award. Following the Take-Private Transaction, we index the awards to other forms of investments, and have the intent and ability to settle the awards in cash, and accordingly, we account for the awards as accrued liabilities. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2019 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | (14) COMMITMENTS AND CONTINGENCIES Effective January 1, 2019, we adopted Accounting Standards Codification (“ASC”) Topic 842, Leases and the series of related Accounting Standards Updates that followed (collectively referred to as “ASC 842”), using the modified retrospective transition method applied at the effective date of the standard. By electing this optional transition method, information prior to January 1, 2019 has not been restated and continues to be reported under the accounting standards in effect for that period (ASC 840). The Company elected the following practical expedients permitted under the transition guidance within the new standard; 1) the option to carry forward the historical lease classifications and assessment of initial direct costs, 2) the option to not include leases with an initial term of less than twelve months in the lease assets and liabilities and 3) the option to account for lease and non-lease components as a single lease component. We lease property including corporate offices, vehicles and land. We determine if an arrangement is a lease at inception and evaluate identified leases for operating or finance lease treatment at lease commencement. Operating or finance lease right-of-use assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. Our leases have remaining lease terms of less than one year to 42 years, some of which have options to extend or terminate the lease. For purposes of calculating operating lease liabilities, lease terms may be deemed to include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. The impact of ASC 842 on our consolidated balance sheet beginning January 1, 2019 was the recognition of right-of-use assets and lease liabilities for operating leases. Unamortized lease incentives were reclassified into right-of-use assets on January 1, 2019. Amounts recognized at January 1, 2019 and December 31, 2019 for operating leases was as follows (in thousands): Right-of-use assets, operating leases - January 1, 2019 $ 37,881 Additions 119 Right-of-use assets reduction (2,235) Right-of-use assets, operating leases - December 31, 2019 $ 35,765 Operating lease liabilities - January 1, 2019 $ 39,545 Additions 119 Liability reduction (2,058) Operating lease liabilities - December 31, 2019 $ 37,606 Current portion of operating lease liabilities $ 3,001 Long-term operating lease liabilities $ 34,605 No impact was recorded to the statement of operations or beginning equity for ASC 842. The $37.9 million right-of-use asset and the $39.5 million operating liability at January 1, 2019 represents the right-of-use assets and lease labilities at the time of ASC 842 adoption. Additions to right-of-use assets and liabilities represent the present value of future lease payments at the inception of the new leases. Both the January 1, 2019 right-of-use assets and liabilities and additions are non-cash transactions that do not impact the Statement of Cash Flows. Beginning January 1, 2019, operating right-of-use assets and operating lease liabilities are recognized based on the present value of lease payments over the lease term at commencement date. Operating leases in effect prior to January 1, 2019 were recognized at the present value of the remaining payments on the remaining lease term as of January 1, 2019. The Company uses its incremental borrowing rate at the commencement date in determining the present value of lease payments. We determined our incremental borrowing rate using the borrowing rate of our revolving credit facility. The terms of our vehicle, office and land leases are in line with our revolving credit facility, our primary finance mechanism. We have certain land and vehicle lease agreements with lease and non-lease components. We have elected the practical expedient to account for our lease components and non-lease components as a single lease component. Non-lease components (primarily variable lease costs) include payments for taxes and other operating and maintenance expenses incurred by the lessor but payable by us in connection with the leasing arrangement. As of December 31, 2019, the Company was party to certain subleasing arrangements whereby the Company, as the primary obligor on the lease, has recognized sublease income for lease payments made by affiliates to the lessor. Following are components of our lease costs (in thousands): Year ended December 31, 2019 Operating leases $ 4,548 Variable lease costs (including insignificant short-term leases) 892 Sublease income as primary obligor (992) Total lease costs $ 4,448 Other information related to our operating leases was as follows (in thousands, except lease term and discount rate): Year ended December 31, 2019 Cash outflows for operating leases $ 4,371 Weighted average remaining lease term (years) 18.79 Weighted average discount rate Undiscounted cash flows owed by the Company to lessors pursuant to contractual agreements in effect as of December 31, 2019 and related imputed interest was as follows (in thousands): 2020 $ 4,583 2021 4,469 2022 4,459 2023 3,920 2024 3,660 Thereafter 39,831 Total lease payments 60,922 Less imputed interest (23,316) Present value of operating lease liabilities $ 37,606 At December 31, 2018, future minimum lease payments under operating leases accounted for under ASC 840 was as follows (in thousands): Years ending December 31: 2019 $ 4,050 2020 4,308 2021 3,973 2022 3,050 2023 2,508 Thereafter 6,287 $ 24,176 Contract commitments. At December 31, 2019, we have contractual commitments of approximately $21.0 million for the supply of services, labor and materials related to capital projects that currently are under development. We expect that these contractual commitments will primarily be paid within a year. Legal proceedings. We are party to various legal, regulatory and other matters arising from the day-to-day operations of our business that may result in claims against us. While the ultimate impact of any proceedings cannot be predicted with certainty, our management believes that the resolution of any of our pending legal proceedings will not have a material adverse effect on our business, financial position, results of operations or cash flows. |
DISCLOSURES ABOUT FAIR VALUE
DISCLOSURES ABOUT FAIR VALUE | 12 Months Ended |
Dec. 31, 2019 | |
DISCLOSURES ABOUT FAIR VALUE | |
DISCLOSURES ABOUT FAIR VALUE | (15) DISCLOSURES ABOUT FAIR VALUE GAAP defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. GAAP also establishes a fair value hierarchy that prioritizes the use of higher‑level inputs for valuation techniques used to measure fair value. The three levels of the fair value hierarchy are: (1) Level 1 inputs, which are quoted prices (unadjusted) in active markets for identical assets or liabilities; (2) Level 2 inputs, which are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and (3) Level 3 inputs, which are unobservable inputs for the asset or liability. The fair values of the following financial instruments represent our best estimate of the amounts that would be received to sell those assets or that would be paid to transfer those liabilities in an orderly transaction between market participants at that date. Our fair value measurements maximize the use of observable inputs. However, in situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects our judgments about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. The following methods and assumptions were used to estimate the fair value of financial instruments at December 31, 2019 and 2018. Cash equivalents. The carrying amount approximates fair value because of the short‑term maturity of these instruments. The fair value is categorized in Level 1 of the fair value hierarchy. Derivative instruments. The carrying amount of our interest rate swaps was determined using a pricing model based on the LIBOR swap rate and other observable market data. The fair value is categorized in Level 2 of the fair value hierarchy. Debt. The carrying amount of our revolving credit facility debt approximates fair value since borrowings under the facility bear interest at current market interest rates. The estimated fair value of our $300 million publicly traded senior notes at December 31, 2019 was approximately $289.7 million based on observable market trades. The fair value of our debt is categorized in Level 2 of the fair value hierarchy. |
REVENUE FROM CONTRACTS WITH CUS
REVENUE FROM CONTRACTS WITH CUSTOMERS | 12 Months Ended |
Dec. 31, 2019 | |
REVENUE FROM CONTRACTS WITH CUSTOMERS | |
REVENUE FROM CONTRACTS WITH CUSTOMERS | (16) REVENUE FROM CONTRACTS WITH CUSTOMERS The majority of our terminaling services agreements contain minimum payment arrangements, resulting in a fixed amount of revenue recognized, which we refer to as “firm commitments” and are accounted for in accordance with ASC 840, Leases (“ASC 840 revenue”). The remainder is recognized in accordance with ASC 606, Revenue From Contracts With Customers (“ASC 606 revenue”). The following table provides details of our revenue disaggregated by category of revenue (in thousands): Year ended December 31, 2019 2018 Terminaling services fees: Firm commitments (ASC 842/840 revenue) $ 178,214 $ 158,055 Firm commitments (ASC 606 revenue) 14,226 13,719 Total firm commitments revenue 192,440 171,774 Ancillary revenue (ASC 606 revenue) 44,062 42,079 Ancillary revenue (ASC 842/840 revenue) 4,448 2,378 Total ancillary revenue 48,510 44,457 Total terminaling services fees 240,950 216,231 Pipeline transportation fees (ASC 842/840 revenue) 3,457 3,295 Management fees (ASC 606 revenue) 16,836 12,548 Management fees (ASC 842/840 revenue) 1,799 223 Total management fees 18,635 12,771 Total revenue $ 263,042 $ 232,297 The following table includes our estimated future revenue associated with our firm commitments under terminaling services fees which is expected to be recognized as ASC 606 revenue in the specified period related to our future performance obligations as of the end of the reporting period (in thousands): Estimated Future ASC 606 Revenue by Segment Gulf Coast Midwest Brownsville River Southeast West Coast Central Terminals Terminals Terminals Terminals Terminals Terminals Services Total 2020 $ 4,658 $ 576 $ — $ 1,090 $ — $ 4,804 $ — $ 11,128 2021 1,513 47 — 522 — 4,022 — 6,104 2022 964 — — — — 1,258 — 2,222 2023 — — — — — — — — 2024 — — — — — — — — Thereafter — — — — — — — — Total estimated future ASC 606 revenue $ 7,135 $ 623 $ — $ 1,612 $ — $ 10,084 $ — $ 19,454 Our estimated future ASC 606 revenue, for purposes of the tabular presentation above, excludes estimates of future rate changes due to changes in indices or contractually negotiated rate escalations and is generally limited to contracts that have minimum payment arrangements. The balances disclosed include the full amount of our customer commitments accounted for as ASC 606 revenue as of December 31, 2019 through the expiration of the related contracts. The balances disclosed exclude all performance obligations for which the original expected term is one year or less, the term of the contract with the customer is open and cannot be estimated, the contract includes options for future purchases or the consideration is variable. Estimated future ASC 606 revenue in the table above excludes revenue arrangements accounted for in accordance with ASC 842 in the amount of $158.7 million for 2020, $119.8 million for 2021, $86.3 million for 2022, $72.0 million for 2023, $47.0 million for 2024 and $489.8 million thereafter. |
BUSINESS SEGMENTS
BUSINESS SEGMENTS | 12 Months Ended |
Dec. 31, 2019 | |
BUSINESS SEGMENTS | |
BUSINESS SEGMENTS | (17) BUSINESS SEGMENTS We provide integrated terminaling, storage, transportation and related services to companies engaged in the trading, distribution and marketing of refined petroleum products, crude oil, chemicals, fertilizers and other liquid products. Our chief operating decision maker is our chief executive officer. Our chief executive officer reviews the financial performance of our business segments using disaggregated financial information about “net margins” for purposes of making operating decisions and assessing financial performance. “Net margins” is composed of revenue less operating costs and expenses. Accordingly, we present “net margins” for each of our business segments: (i) Gulf Coast terminals, (ii) Midwest terminals, (iii) Brownsville terminals including management of Frontera, (iv) River terminals, (v) Southeast terminals, (vi) West Coast terminals and (vii) Central services. Our Central services segment primarily represents the costs of employees performing operating oversight functions, engineering, health, safety and environmental services to our terminals and terminals that we operate or manage, including for affiliate terminals owned by ArcLight. In addition, Central services represent the cost of employees at affiliate terminals owned by ArcLight that we operate. We receive a fee from these affiliates based on our costs incurred. The financial performance of our business segments is as follows (in thousands): Year ended Year ended Year ended December 31, December 31, December 31, 2019 2018 2017 Gulf Coast Terminals: Terminaling services fees $ 73,380 $ 64,338 $ 61,889 Management fees 36 284 1,052 Revenue 73,416 64,622 62,941 Operating costs and expenses (22,196) (22,817) (22,829) Net margins 51,220 41,805 40,112 Midwest Terminals: Terminaling services fees 9,804 10,127 9,265 Pipeline transportation fees 1,851 1,772 1,732 Revenue 11,655 11,899 10,997 Operating costs and expenses (3,443) (3,053) (2,859) Net margins 8,212 8,846 8,138 Brownsville Terminals: Terminaling services fees 11,560 8,339 9,186 Pipeline transportation fees 1,606 1,523 3,987 Management fees 5,787 7,384 7,472 Revenue 18,953 17,246 20,645 Operating costs and expenses (9,053) (7,812) (10,447) Net margins 9,900 9,434 10,198 River Terminals: Terminaling services fees 10,233 10,654 10,883 Management fees — — 64 Revenue 10,233 10,654 10,947 Operating costs and expenses (6,040) (6,832) (6,624) Net margins 4,193 3,822 4,323 Southeast Terminals: Terminaling services fees 87,813 82,821 75,122 Management fees 964 891 882 Revenue 88,777 83,712 76,004 Operating costs and expenses (23,500) (26,836) (24,302) Net margins 65,277 56,876 51,702 West Coast Terminals: Terminaling services fees 48,160 39,952 1,738 Management fees 36 8 — Revenue 48,196 39,960 1,738 Operating costs and expenses (16,339) (14,678) (639) Net margins 31,857 25,282 1,099 Central Services: Management fees 11,812 4,204 1,175 Revenue 11,812 4,204 1,175 Operating costs and expenses (22,451) (16,949) (13,627) Net margins (10,639) (12,745) (12,452) Total net margins 160,020 133,320 103,120 General and administrative expenses (23,660) (23,707) (23,692) Insurance expenses (4,995) (4,976) (4,064) Deferred compensation expense (2,308) (3,478) (2,999) Depreciation and amortization (52,535) (49,793) (36,188) Earnings from unconsolidated affiliates 4,894 8,852 7,071 Gain from insurance proceeds 3,351 — — Loss on disposition of assets — (901) — Operating income 84,767 59,317 43,248 Other expenses (38,853) (34,937) (11,694) Net earnings $ 45,914 $ 24,380 $ 31,554 Supplemental information about our business segments is summarized below (in thousands): Year ended December 31, 2019 Gulf Coast Midwest Brownsville River Southeast West Coast Central Terminals Terminals Terminals Terminals Terminals Terminals Services Total Revenue: External customers $ 64,879 $ 11,655 $ 10,535 $ 10,233 $ 88,777 $ 48,196 $ — $ 234,275 Affiliate customers 8,537 — 8,418 — — — 11,812 28,767 Revenue $ 73,416 $ 11,655 $ 18,953 $ 10,233 $ 88,777 $ 48,196 $ 11,812 $ 263,042 Capital expenditures $ 7,697 $ 722 $ 27,068 $ 2,978 $ 39,947 $ 10,458 $ 2,153 $ 91,023 Identifiable assets $ 125,062 $ 19,595 $ 93,903 $ 45,263 $ 262,462 $ 278,610 $ 13,329 $ 838,224 Cash and cash equivalents 1,090 Investments in unconsolidated affiliates 225,425 Revolving credit facility unamortized deferred debt issuance costs, net 3,818 Other 3,496 Total assets $ 1,072,053 Year ended December 31, 2018 Gulf Coast Midwest Brownsville River Southeast West Coast Central Terminals Terminals Terminals Terminals Terminals Terminals Services Total Revenue: External customers $ 56,144 $ 11,899 $ 8,934 $ 10,654 $ 83,712 $ 39,960 $ — $ 211,303 Affiliate customers 8,478 — 8,312 — — — 4,204 20,994 Revenue $ 64,622 $ 11,899 $ 17,246 $ 10,654 $ 83,712 $ 39,960 $ 4,204 $ 232,297 Capital expenditures $ 5,357 $ 568 $ 15,673 $ 1,596 $ 35,070 $ 7,858 $ 209 $ 66,331 Year ended December 31, 2017 Gulf Coast Midwest Brownsville River Southeast West Coast Central Terminals Terminals Terminals Terminals Terminals Terminals Services Total Revenue: External customers $ 62,941 $ 10,997 $ 13,452 $ 10,947 $ 76,004 $ 1,738 $ — $ 176,079 Affiliate customers — — 7,193 — — — 1,175 8,368 Revenue $ 62,941 $ 10,997 $ 20,645 $ 10,947 $ 76,004 $ 1,738 $ 1,175 $ 184,447 Capital expenditures $ 6,233 $ 174 $ 11,678 $ 2,075 $ 37,957 $ 48 $ (115) $ 58,050 |
FINANCIAL RESULTS BY QUARTER (U
FINANCIAL RESULTS BY QUARTER (UNAUDITED) | 12 Months Ended |
Dec. 31, 2019 | |
FINANCIAL RESULTS BY QUARTER (UNAUDITED) | |
FINANCIAL RESULTS BY QUARTER (UNAUDITED) | (18) FINANCIAL RESULTS BY QUARTER (UNAUDITED) Three months ended Year ended March 31, June 30, September 30, December 31, December 31, 2019 2019 2019 2019 2019 (in thousands except per unit amounts) Revenue $ $ 64,969 $ 66,573 $ 70,232 $ 263,042 Direct operating costs and expenses (25,325) (26,464) (24,395) (26,838) (103,022) General and administrative expenses (8,164) (5,212) (4,603) (5,681) (23,660) Insurance expenses (1,361) (1,218) (1,240) (1,176) (4,995) Equity-based compensation expense (799) (294) (376) (839) (2,308) Depreciation and amortization (12,652) (13,107) (13,362) (13,414) (52,535) Earnings from unconsolidated affiliates 1,140 1,225 1,476 1,053 4,894 Gain from insurance proceeds — 3,351 — — 3,351 Operating income 14,107 23,250 24,073 23,337 84,767 Interest expense (8,842) (9,708) (9,107) (8,539) (36,196) Amortization of deferred issuance costs (749) (632) (636) (640) (2,657) Net earnings $ 4,516 $ 12,910 $ 14,330 $ 14,158 $ 45,914 Three months ended Year ended March 31, June 30, September 30, December 31, December 31, 2018 2018 2018 2018 2018 (in thousands except per unit amounts) Revenue $ 57,405 $ 56,148 $ 57,752 $ 60,992 $ 232,297 Direct operating costs and expenses (24,502) (23,562) (23,514) (27,399) (98,977) General and administrative expenses (6,179) (5,320) (4,823) (7,385) (23,707) Insurance expenses (1,246) (1,271) (1,227) (1,232) (4,976) Equity-based compensation expense (2,017) (441) (483) (537) (3,478) Depreciation and amortization (11,871) (13,225) (12,375) (12,322) (49,793) Earnings from unconsolidated affiliates 2,889 2,444 1,862 1,657 8,852 Loss on disposition of assets — — — (901) (901) Operating income 14,479 14,773 17,192 12,873 59,317 Interest expense (6,461) (8,273) (8,608) (8,558) (31,900) Amortization of deferred issuance costs (501) (1,289) (622) (625) (3,037) Net earnings $ 7,517 $ 5,211 $ 7,962 $ 3,690 $ 24,380 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2019 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | (19) SUBSEQUENT EVENTS No subsequent transactions or events warranted recognition or disclosure in the accompanying financials or notes thereto. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Nature of business | (a) Nature of business TransMontaigne Partners LLC (“we,” “us,” “our,” “the Company”) provides integrated terminaling, storage, transportation and related services for companies engaged in the trading, distribution and marketing of light refined petroleum products, heavy refined petroleum products, crude oil, chemicals, fertilizers and other liquid products. We conduct our operations in the United States along the Gulf Coast, in the Midwest, in Houston and Brownsville, Texas, along the Mississippi and Ohio rivers, in the Southeast and along the West Coast. We were originally formed as TransMontaigne Partners L.P. (“the Partnership”) in February 2005 as a Delaware limited partnership. Through February 26, 2019, the Partnership’s common units were listed and publicly traded on the New York Stock Exchange under the symbol “TLP”. The Partnership was controlled by a general partner, TransMontaigne GP L.L.C. (“TransMontaigne GP”), which was an indirect, controlled subsidiary of ArcLight Energy Partners Fund VI, L.P. (“ArcLight”). TransMontaigne GP also held the Partnership’s incentive distribution rights, which were non‑voting limited partner interests with the rights set forth in the First Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of May 27, 2005, as amended from time to time. On February 26, 2019, an affiliate of ArcLight completed its previously announced acquisition of all of the Partnership’s outstanding publicly traded common units not already held by ArcLight and its affiliates by way of our merger (the “Merger”) with a wholly owned subsidiary of TLP Finance Holdings, LLC (“TLP Finance”), an indirect controlled subsidiary of Arclight. At the effective time of the Merger, each of the Partnership’s general partner units issued and outstanding immediately prior to the acquisition effective time was converted into (i)(a) one Partnership common unit, and (b) in aggregate, a non-economic general partner interest in the Partnership, (ii) each of the Partnership’s incentive distribution rights issued and outstanding immediately prior to the acquisition effective time was converted into 100 Partnership common units, (iii) our general partner distributed its common units in the Partnership (the “Transferred GP Units”) to TLP Acquisition Holdings, LLC, a Delaware limited liability company (“TLP Holdings”), and TLP Holdings contributed the Transferred GP Units to TLP Finance, (iv) the Partnership converted into the Company (a Delaware limited liability company) pursuant to Section 17-219 of the Delaware Limited Partnership Act and changed its name to “TransMontaigne Partners LLC”, and all of our common units owned by TLP Finance were converted into limited liability company interests (“member interest”), (v) the non-economic interest in the Company owned by our general partner was automatically cancelled and ceased to exist and our general partner merged with and into the Company with the Company surviving, and (vi) the Company became 100% owned by TLP Finance (the transactions described in the foregoing clauses (i) through (vi), collectively with the Merger, the “Take-Private Transaction”). As a result of the Take-Private Transaction, our common units ceased to be publicly traded, and our common units are no longer listed on the New York Stock Exchange. Our 6.125% senior unsecured notes due in 2026 remain outstanding, and we are voluntarily filing with the Securities and Exchange Commission pursuant to the covenants contained in those notes. Effective June 1, 2019, TLP Finance contributed all of the issued and outstanding equity of its wholly-owned subsidiary, TLP Management Services LLC (“TMS” and such interest, the “TMS Interest”) to the Company, and the Company immediately contributed the TMS Interest to its 100% owned operating company subsidiary TransMontaigne Operating Company L.P. (the “TMS Contribution”). Prior to the TMS Contribution, we had no employees and all of our management and operational activities were provided by TMS. Further, TMS provided all payroll programs and maintained all employee benefits programs on behalf of our Company with respect to applicable TMS employees (as well as on behalf of certain other Arclight affiliates). As a result of the TMS Contribution, we have assumed the employees and operational activities previously provided by TMS, except for our executive officers as further described below. The TMS Contribution has been recorded at carryover basis as a reorganization of entities under common control. As such, prior periods include the assets, liabilities, and results of operations of TMS for all periods presented. As a result of the TMS Contribution, the omnibus agreement in place in various forms since the inception of the Partnership, and immediately prior to the TMS Contribution between TMS and us, which, among other things, governed the provision of management and operational services provided for us by TMS, is no longer relevant and was terminated. Following the TMS Contribution, the executive officers who provide services to the Company are employed by TransMontaigne Management Company, LLC (“TMC”), a wholly owned subsidiary of ArcLight, which also provides services to certain other ArcLight affiliates. As a result, we do not directly employ any of the persons responsible for the executive management of our business. Nonetheless, TMS continues to provide certain payroll functions and maintains all employee benefits programs on our behalf of TMC pursuant to a services agreement between TMC and TMS. Our basis in the assets and liabilities of TMS at December 31, 2018 was as follows (in thousands): Cash $ 694 Trade accounts receivable 7 Due from affiliates 456 Other current assets 456 Property, plant and equipment, net 991 Other assets, net 484 Trade accounts payable (1,205) Accrued and other liabilities (3,025) Equity $ (1,142) |
Basis of presentation and use of estimates | (b) Basis of presentation and use of estimates Our accounting and financial reporting policies conform to accounting principles generally accepted in the United States of America (“GAAP”). The accompanying consolidated financial statements include the accounts of TransMontaigne Partners LLC and its controlled subsidiaries. Investments where we do not have the ability to exercise control, but do have the ability to exercise significant influence, are accounted for using the equity method of accounting. All inter‑company accounts and transactions have been eliminated in the preparation of the accompanying consolidated financial statements. The accompanying consolidated financial statements include all adjustments (consisting of normal and recurring accruals) considered necessary to present fairly our financial position as of December 31, 2019 and 2018 and our results of operations for the years ended December 31, 2019, 2018 and 2017. Certain reclassifications of previously reported amounts have been made to conform to the current year presentation. The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. The following estimates, in management’s opinion, are subjective in nature, require the exercise of judgment, and/or involve complex analyses: useful lives of our plant and equipment, accrued environmental obligations and business combinations estimates and assumptions. Changes in these estimates and assumptions will occur as a result of the passage of time and the occurrence of future events. Actual results could differ from these estimates. |
Accounting for terminal and pipeline operations | (c) Accounting for terminal and pipeline operations Effective January 1, 2019, we adopted Accounting Standards Codification (“ASC”) Topic 842, Leases and the series of related Accounting Standards Updates that followed (collectively referred to as “ASC 842”). The most significant changes under the new guidance include clarification of the definition of a lease, and the requirements for lessees to recognize a right-of-use asset and a lease liability for all qualifying leases in the consolidated balance sheet. Further, under ASC 842, additional disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. We used the modified retrospective transition method applied at the effective date of the standard. By electing this optional transition method, information prior to January 1, 2019 has not been restated and continues to be reported under the accounting standards in effect for the period (“ASC 840”) (See Note 14 of Notes to consolidated financial statements). Effective January 1, 2018, we adopted Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”), applying the modified retrospective transition method, which required us to apply the new standard to (i) all new revenue contracts entered into after January 1, 2018, and (ii) revenue contracts which were not completed as of January 1, 2018. ASC 606 replaces existing revenue recognition requirements in GAAP and requires entities to recognize revenue at an amount that reflects the consideration to which we expect to be entitled in exchange for transferring goods or services to a customer. ASC 606 also requires certain disclosures regarding qualitative and quantitative information regarding the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The adoption of ASC 606 did not result in a transition adjustment nor did it have an impact on the timing or amount of our revenue recognition (See Note 16 of Notes to consolidated financial statements). The adoption of ASC 606 did not result in changes to our accounting for trade accounts receivable (see Note 4 of Notes to consolidated financial statements), contract assets or contract liabilities. We recognize contract assets in situations where revenue recognition under ASC 606 occurs prior to billing the customer based on our rights under the contract. Contract assets are transferred to accounts receivable when the rights become unconditional. At December 31, 2019, we did not have any contract assets related to ASC 606. Contract liabilities primarily relate to consideration received from customers in advance of completing the performance obligation. A performance obligation is a promise in a contract to transfer goods or services to the customer. We recognize contract liabilities under these arrangements as revenue once all contingencies or potential performance obligations have been satisfied by the (i) performance of services or (ii) expiration of the customer’s rights under the contract. Short-term contract liabilities include customer advances and deposits (see Note 10 of Notes to consolidated financial statements). Long-term contract liabilities include deferred revenue (See Note 11 of Notes to consolidated financial statements). We generate revenue from terminaling services fees, pipeline transportation fees and management fees. Under ASC 606 and ASC 842, we recognize revenue over time or at a point in time, depending on the nature of the performance obligations contained in the respective contract with our customer. The contract transaction price is allocated to each performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The majority of our revenue is recognized pursuant to ASC 842. The following is an overview of our significant revenue streams, including a description of the respective performance obligations and related method of revenue recognition. Terminaling services fees. Our terminaling services agreements are structured as either throughput agreements or storage agreements. Our throughput agreements contain provisions that require our customers to make minimum payments, which are based on contractually established minimum volumes of throughput of the customer’s product at our facilities, over a stipulated period of time. Due to this minimum payment arrangement, we recognize a fixed amount of revenue from the customer over a certain period of time, even if the customer throughputs less than the minimum volume of product during that period. In addition, if a customer throughputs a volume of product exceeding the minimum volume, we would recognize additional revenue on this incremental volume. Our storage agreements require our customers to make minimum payments based on the volume of storage capacity available to the customer under the agreement, which results in a fixed amount of recognized revenue. We refer to the fixed amount of revenue recognized pursuant to our terminaling services agreements as being “firm commitments.” Our terminaling services agreements include revenue recognized in accordance with ASC 606 and ASC 842. Upon adoption of these standards, we evaluated our contracts to determine whether the contract contained a lease. Significant assumptions used in this process include the determination of whether substantive substitution rights exist based on the terms of the contract and available capacity at the terminal at the time of contract inception. Our terminaling services agreements do not allow our customers to purchase the underlying asset and vary in terms and conditions with respect to extension or termination options. If a contract is accounted for as a lease under ASC 842, we recognize the minimum payments as lease revenue and revenue recognized in excess of firm commitments as a variable payment of the lease. All other components of the contracts accounted for as a lease are treated as non-lease components (ancillary revenue) and are accounted for in accordance with ASC 606. The majority of our firm commitments under our terminaling services agreements are accounted for as lease revenue in accordance with ASC 842 (“ASC 842 revenue”). The remaining firm commitments under our terminaling services agreements not accounted for as lease revenue are accounted for in accordance with ASC 606 (“ASC 606 revenue”), where the minimum payment arrangement in each contract is considered a single performance obligation that is primarily satisfied over time through the contract term. Revenue recognized in excess of firm commitments and revenue recognized based solely on the volume of product distributed or injected are referred to as ancillary. The ancillary revenue associated with terminaling services include volumes of product throughput that exceed the contractually established minimum volumes, injection fees based on the volume of product injected with additive compounds, heating and mixing of stored products, product transfer, railcar handling, butane blending, proceeds from the sale of product gains, wharfage and vapor recovery. The revenue generated by these services is required to be estimated under ASC 606 for any uncertainty that is not resolved in the period of the service. We account for the majority of ancillary revenue at individual points in time when the services are delivered to the customer. The majority of our ancillary revenue is recognized in accordance with ASC 606 (See Note 16 of Notes to consolidated financial statements). Pipeline transportation fees. We earn pipeline transportation fees at our Diamondback pipeline either based on the volume of product transported or under capacity reservation agreements. Revenue associated with the capacity reservation is recognized ratably over the respective term, regardless of whether the capacity is actually utilized. We earn pipeline transportation fees at our Razorback pipeline based on an allocation of the aggregate fees charged under the capacity agreement with our customer who has contracted for 100% of our Razorback system. Pipeline transportation revenue is primarily accounted for in accordance with ASC 842. Management fees. We manage and operate certain tank capacity at our Port Everglades South terminal for a major oil company and receive a reimbursement of its proportionate share of operating and maintenance costs. We manage and operate the Frontera joint venture and receive a management fee based on our costs incurred. We manage and operate terminals that are owned by affiliates of ArcLight, including for SeaPort Midstream Partners, LLC (“SMP”) in Seattle, Washington and Portland, Oregon and another terminal for SeaPort Sound Terminal, LLC (“SeaPort Sound”) in Tacoma, Washington and, in each case, receive a management fee based on our costs incurred plus an annual fee. We also manage additional terminal facilities that are owned by affiliates of ArcLight, including Lucknow-Highspire Terminals, LLC (“LHT”), which operates terminals throughout Pennsylvania encompassing approximately 9.9 million barrels of storage capacity, and prior to July 1, 2019, a terminal in Baltimore, Maryland for Pike Baltimore Terminals, LLC (the “Baltimore Terminal”), and receive a management fee based on our costs incurred. Our management of the Baltimore Terminal ended on July 1, 2019. We manage and operate rail sites at certain Southeast terminals on behalf of a major oil company and receive reimbursement for operating and maintenance costs. We lease land under operating leases as the lessor or sublessor with third parties and affiliates. We also managed and operated for an affiliate of PEMEX, Mexico’s state-owned petroleum company, a products pipeline connected to our Brownsville terminal facility and received a management fee through August 23, 2018. Management fee revenue is recognized at individual points in time as the services are performed or as the costs are incurred and is primarily accounted for in accordance with ASC 606. Management fees related to lease revenue are accounted for in accordance with ASC 842. |
Cash and cash equivalents | (d) Cash and cash equivalents We consider all short‑term investments with a remaining maturity of three months or less at the date of purchase to be cash equivalents. |
Property, plant and equipment | (e) Property, plant and equipment Depreciation is computed using the straight‑line method. Estimated useful lives are 15 to 25 years for terminals and pipelines and 3 to 25 years for furniture, fixtures and equipment. All items of property, plant and equipment are carried at cost. Expenditures that increase capacity or extend useful lives are capitalized. Repairs and maintenance are expensed as incurred. We evaluate long‑lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset group may not be recoverable based on expected undiscounted future cash flows attributable to that asset group. If an asset group is impaired, the impairment loss to be recognized is the excess of the carrying amount of the asset group over its estimated fair value. |
Investments in unconsolidated affiliates | (f) Investments in unconsolidated affiliates We account for our investments in unconsolidated affiliates, which we do not control but do have the ability to exercise significant influence over, using the equity method of accounting. Under this method, the investment is recorded at acquisition cost, increased by our proportionate share of any earnings and additional capital contributions and decreased by our proportionate share of any losses, distributions received and amortization of any excess investment. Excess investment is the amount by which our total investment exceeds our proportionate share of the book value of the net assets of the investment entity. We evaluate our investments in unconsolidated affiliates for impairment whenever events or circumstances indicate there is a loss in value of the investment that is other than temporary. In the event of impairment, we would record a charge to earnings to adjust the carrying amount to estimated fair value. |
Environmental obligations | (g) Environmental obligations We accrue for environmental costs that relate to existing conditions caused by past operations when probable and reasonably estimable (see Note 10 of Notes to consolidated financial statements). Environmental costs include initial site surveys and environmental studies of potentially contaminated sites, costs for remediation and restoration of sites determined to be contaminated and ongoing monitoring costs, as well as fines, damages and other costs, including direct legal costs. Liabilities for environmental costs at a specific site are initially recorded, on an undiscounted basis, when it is probable that we will be liable for such costs, and a reasonable estimate of the associated costs can be made based on available information. Such an estimate includes our share of the liability for each specific site and the sharing of the amounts related to each site that will not be paid by other potentially responsible parties, based on enacted laws and adopted regulations and policies. Adjustments to initial estimates are recorded, from time to time, to reflect changing circumstances and estimates based upon additional information developed in subsequent periods. Estimates of our ultimate liabilities associated with environmental costs are difficult to make with certainty due to the number of variables involved, including the early stage of investigation at certain sites, the lengthy time frames required to complete remediation, technology changes, alternatives available and the evolving nature of environmental laws and regulations. We periodically file claims for insurance recoveries of certain environmental remediation costs with our insurance carriers under our comprehensive liability policies (see Note 5 of Notes to consolidated financial statements). In connection with our acquisition of the Florida (other than Pensacola), Midwest, Brownsville, Texas, River, Southeast, and Pensacola, Florida terminal and facilities, a third party agreed to indemnify us against certain potential environmental claims, losses and expenses. Based on our current knowledge, we expect that the active remediation projects subject to the benefit of this indemnification obligation are winding down and will not involve material additional claims, losses, and expenses. Nonetheless, the forgoing environmental indemnification obligations of a third party to us remain in place and were not affected by the Take-Private Transaction. |
Asset retirement obligations | (h) Asset retirement obligations Asset retirement obligations are legal obligations associated with the retirement of long‑lived assets that result from the acquisition, construction, development or normal use of the asset. GAAP requires that the fair value of a liability related to the retirement of long‑lived assets be recorded at the time a legal obligation is incurred. Once an asset retirement obligation is identified and a liability is recorded, a corresponding asset is recorded, which is depreciated over the remaining useful life of the asset. After the initial measurement, the liability is adjusted to reflect changes in the asset retirement obligation. If and when it is determined that a legal obligation has been incurred, the fair value of any liability is determined based on estimates and assumptions related to retirement costs, future inflation rates and interest rates. Our long‑lived assets consist of above‑ground storage facilities and underground pipelines. We are unable to predict if and when these long‑lived assets will become completely obsolete and require dismantlement. We have not recorded an asset retirement obligation, or corresponding asset, because the future dismantlement and removal dates of our long‑lived assets is indeterminable and the amount of any associated costs are believed to be insignificant. Changes in our assumptions and estimates may occur as a result of the passage of time and the occurrence of future events. |
Deferred compensation expense | (i) Deferred compensation expense We have a savings and retention program to compensate certain employees who provide services to the Company. Prior to the Take-Private Transaction, we had the ability to settle the awards in our common units, and accordingly, we accounted for the awards as an equity award. Following the Take-Private Transaction, we index the awards to other forms of investments, and have the intent and ability to settle the awards in cash, and accordingly, we account for the awards as liability awards (see Note 13 of Notes to consolidated financial statements). |
Accounting for derivative instruments | (j) Accounting for derivative instruments Generally accepted accounting principles require us to recognize all derivative instruments at fair value in the consolidated balance sheets as assets or liabilities. Changes in the fair value of our derivative instruments are recognized in earnings. At December 31, 2019 our derivative instruments were limited to interest rate swap agreements with an aggregate notional amount of $300 million with the agreements expiring in June 2020. The derivative instrument outstanding at December 31, 2018 and 2017 expired on March 11, 2019. Pursuant to the terms of the current outstanding interest rate swap agreements, we pay a blended fixed rate of approximately 2.04% and receive interest payments based on the one-month LIBOR. The net difference to be paid or received under the interest rate swap agreements is settled monthly and is recognized as an adjustment to interest expense. The fair value of our interest rate swap agreements were determined using a pricing model based on the LIBOR swap rate and other observable market data. |
Income taxes | (k) Income taxes No provision for U.S. federal income taxes has been reflected in the accompanying consolidated financial statements because we are treated as a partnership for federal income tax purposes. As a partnership, all income, gains, losses, expenses, deductions and tax credits generated by us flow up to our owners. |
Comprehensive Income | (l) Comprehensive income Entities that report items of other comprehensive income have the option to present the components of net earnings and comprehensive income in either one continuous financial statement, or two consecutive financial statements. As the Partnership has no components of comprehensive income other than net earnings, no statement of comprehensive income has been presented. |
Recent accounting pronouncements | (m) Recent accounting pronouncements In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other: Simplifying the Test for Goodwill Impairment, to simplify the accounting for goodwill impairment by eliminating step 2 from the goodwill impairment test. ASU 2017-04 is effective for annual reporting periods beginning after December 15, 2019, including interim periods within that reporting period. We do not expect the adoption to have an impact on our financial position, results of operations and cash flows. In May 2019, the FASB issued ASU 2019-05, Financial Instruments—Credit Losses (Topic 326): Targeted Transition Relief , which provides transition relief and allows entities to elect the fair value option on certain financial instruments. ASU 2019-05 is effective for annual reporting periods beginning after December 15, 2019, including interim periods within that reporting period. We do not expect the adoption to have an impact on our financial position, results of operations and cash flows. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis in assets and liabilities of TMS | Our basis in the assets and liabilities of TMS at December 31, 2018 was as follows (in thousands): Cash $ 694 Trade accounts receivable 7 Due from affiliates 456 Other current assets 456 Property, plant and equipment, net 991 Other assets, net 484 Trade accounts payable (1,205) Accrued and other liabilities (3,025) Equity $ (1,142) |
BUSINESS COMBINATION AND TERM_2
BUSINESS COMBINATION AND TERMINAL ACQUISITION (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Schedule of purchase price and assessment of the fair value of the assets acquired and liabilities assumed (in thousands) | Our basis in the assets and liabilities of TMS at December 31, 2018 was as follows (in thousands): Cash $ 694 Trade accounts receivable 7 Due from affiliates 456 Other current assets 456 Property, plant and equipment, net 991 Other assets, net 484 Trade accounts payable (1,205) Accrued and other liabilities (3,025) Equity $ (1,142) |
Schedule of pro forma results (in thousands) | These unaudited pro forma results for the Company as a whole are for comparative purposes only and may not be indicative of the results that would have occurred had this acquisition been completed on January 1, 2016 or the results that will be attained in the future (in thousands): Pro Forma year ended December 31, 2017 2016 Revenue $ 226,653 $ 205,605 Net earnings $ 38,920 $ 26,958 |
West Coast terminals | |
Schedule of purchase price and assessment of the fair value of the assets acquired and liabilities assumed (in thousands) | The purchase price and estimated assessment of the fair value of the assets acquired and liabilities assumed in the business combination were as follows (in thousands): Other current assets $ 1,037 Property, plant and equipment 228,000 Goodwill 943 Customer relationships 47,000 Total assets acquired 276,980 Environmental obligation 220 Total liabilities assumed 220 Allocated purchase price $ 276,760 |
CONCENTRATION OF CREDIT RISK _2
CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE | |
Schedule of trade accounts receivable, net (in thousands) | Trade accounts receivable, net consists of the following (in thousands): December 31, December 31, 2019 2018 Trade accounts receivable $ 16,627 $ 14,158 Less allowance for doubtful accounts (127) (109) $ 16,500 $ 14,049 |
Schedule of roll forward of allowance for doubtful accounts (in thousands) | The following table presents a roll forward of our allowance for doubtful accounts (in thousands): Balance at Balance at beginning Charged to end of of period expenses Deductions period 2019 $ 109 $ 18 $ — $ 127 2018 $ 111 $ — $ (2) $ 109 2017 $ 119 $ — $ (8) $ 111 |
Schedule of customer who accounted for at least 10% of consolidated revenue | Year ended Year ended Year ended December 31, December 31, December 31, 2019 2018 2017 NGL Energy Partners LP 16 % 22 % 26 % RaceTrac Petroleum Inc. 10 % 11 % 13 % Castleton Commodities International LLC 9 % 10 % 13 % |
OTHER CURRENT ASSETS (Tables)
OTHER CURRENT ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
OTHER CURRENT ASSETS | |
Schedule of other current assets (in thousands) | Other current assets are as follows (in thousands): December 31, December 31, 2019 2018 Amounts due from insurance companies $ 1,147 $ 2,861 Prepaid insurance 2,595 1,371 Additive detergent 1,342 1,218 Unrealized gain on derivative instrument — 143 Deposits and other assets 1,262 2,504 $ 6,346 $ 8,097 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
PROPERTY, PLANT AND EQUIPMENT, NET | |
Schedule of property, plant and equipment, net (in thousands) | Property, plant and equipment, net is as follows (in thousands): December 31, December 31, 2019 2018 Land $ 83,451 $ 83,451 Terminals, pipelines and equipment 995,666 918,537 Furniture, fixtures and equipment 9,788 7,289 Construction in progress 73,302 64,763 1,162,207 1,074,040 Less accumulated depreciation (434,987) (384,870) $ 727,220 $ 689,170 |
GOODWILL (Tables)
GOODWILL (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
GOODWILL | |
Schedule of goodwill (in thousands) | Goodwill is as follows (in thousands): December 31, December 31, 2019 2018 Brownsville terminals $ 8,485 $ 8,485 West Coast terminals 943 943 $ 9,428 $ 9,428 |
INVESTMENTS IN UNCONSOLIDATED_2
INVESTMENTS IN UNCONSOLIDATED AFFILIATES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
INVESTMENTS IN UNCONSOLIDATED AFFILIATES | |
Summary of investments in unconsolidated affiliates | Percentage of Carrying value ownership (in thousands) December 31, December 31, December 31, December 31, 2019 2018 2019 2018 BOSTCO 42.5 % 42.5 % $ 201,743 $ 203,005 Frontera 50 % 50 % 23,682 24,026 Total investments in unconsolidated affiliates $ 225,425 $ 227,031 |
Schedule of earnings from investments in unconsolidated affiliates (in thousands) | Earnings from investments in unconsolidated affiliates were as follows (in thousands): Year ended Year ended Year ended December 31, December 31, December 31, 2019 2018 2017 BOSTCO $ 2,356 $ 5,767 $ 3,543 Frontera 2,538 3,085 3,528 Total earnings from investments in unconsolidated affiliates $ 4,894 $ 8,852 $ 7,071 |
Schedule of additional capital investments in unconsolidated affiliates (in thousands) | Additional capital investments in unconsolidated affiliates were as follows (in thousands): Year ended Year ended Year ended December 31, December 31, December 31, 2019 2018 2017 BOSTCO $ 4,707 $ — $ 145 Frontera 225 1,413 2,000 Additional capital investments in unconsolidated affiliates $ 4,932 $ 1,413 $ 2,145 |
Schedule of cash distributions received from unconsolidated affiliates (in thousands) | Cash distributions received from unconsolidated affiliates were as follows (in thousands): Year ended Year ended Year ended December 31, December 31, December 31, 2019 2018 2017 BOSTCO $ 8,325 $ 12,135 $ 12,256 Frontera 3,107 4,280 4,872 Cash distributions received from unconsolidated affiliates $ 11,432 $ 16,415 $ 17,128 |
Summary of financial information of unconsolidated affiliates (in thousands) | The summarized financial information of our unconsolidated affiliates was as follows (in thousands): Balance sheets: BOSTCO Frontera December 31, December 31, December 31, December 31, 2019 2018 2019 2018 Current assets $ 12,478 $ 19,299 $ 4,870 $ 5,866 Long-term assets 464,085 455,984 44,344 45,115 Current liabilities (13,607) (12,471) (1,850) (2,845) Long-term liabilities (6,036) (1,259) — (84) Net assets $ 456,920 $ 461,553 $ 47,364 $ 48,052 Statements of income : BOSTCO Frontera Year ended Year ended December 31, December 31, 2019 2018 2017 2019 2018 2017 Revenue $ 60,751 $ 66,288 $ 66,235 $ 20,076 $ 24,017 $ 22,193 Expenses (54,033) (51,993) (55,687) (15,000) (17,847) (15,137) Net income $ 6,718 $ 14,295 $ 10,548 $ 5,076 $ 6,170 $ 7,056 |
OTHER ASSETS, NET (Tables)
OTHER ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
OTHER ASSETS, NET | |
Schedule of other assets, net (in thousands) | Other assets, net are as follows (in thousands): December 31, December 31, 2019 2018 Customer relationships, net of accumulated amortization of $7,237 and $4,887, respectively $ 42,193 $ 44,543 Revolving credit facility unamortized deferred debt issuance costs, net of accumulated amortization of $9,353 and $7,656, respectively 3,818 5,515 Amounts due under long-term terminaling services agreements 215 422 Deposits and other assets 1,171 774 $ 47,397 $ 51,254 |
Schedule of expected amortization expense for customer relationships (in thousands) | Expected future amortization expense for the customer relationships as of December 31, 2019 is as follows (in thousands): Years ending December 31, 2020 2021 2022 2023 2024 Thereafter Amortization expense $ 2,350 $ 2,350 $ 2,350 $ 2,350 $ 2,350 $ 30,443 |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
ACCRUED LIABILITIES | |
Schedule of accrued liabilities (in thousands) | Accrued liabilities are as follows (in thousands): December 31, December 31, 2019 2018 Accrued compensation expense $ 13,272 $ 5,860 Customer advances and deposits 7,850 11,927 Accrued property taxes 3,149 3,003 Accrued environmental obligations 1,531 1,556 Interest payable 7,763 7,814 Accrued expenses and other 2,993 1,786 $ 36,558 $ 31,946 |
Schedule of roll forward of accrued environmental obligations (in thousands) | The following table presents a roll forward of our accrued environmental obligations (in thousands): Balance at Balance at beginning Increase end of of period Payments in estimate period 2019 $ 1,556 $ (671) $ 646 $ 1,531 2018 $ 1,855 $ (457) $ 158 $ 1,556 2017 $ 2,107 $ (1,204) $ 952 $ 1,855 |
OTHER LIABILITIES (Tables)
OTHER LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
OTHER LIABILITIES | |
Schedule of other liabilities (in thousands) | Other liabilities are as follows (in thousands): December 31, December 31, 2019 2018 Advance payments received under long-term terminaling services agreements $ 3,782 $ 2,721 Deferred revenue 1,208 1,922 $ 4,990 $ 4,643 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
LONG-TERM DEBT | |
Summary of long term debt | Long-term debt is as follows (in thousands): December 31, December 31, 2019 2018 Revolving credit facility due in 2022 $ 350,700 $ 306,000 6.125% senior notes due in 2026 300,000 300,000 Senior notes unamortized deferred issuance costs, net of accumulated amortization of $1,544 and $704, respectively (6,538) (7,378) $ 644,162 $ 598,622 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
COMMITMENTS AND CONTINGENCIES | |
Schedule of recognition of right-of-use assets and lease liabilities for operating leases | Amounts recognized at January 1, 2019 and December 31, 2019 for operating leases was as follows (in thousands): Right-of-use assets, operating leases - January 1, 2019 $ 37,881 Additions 119 Right-of-use assets reduction (2,235) Right-of-use assets, operating leases - December 31, 2019 $ 35,765 Operating lease liabilities - January 1, 2019 $ 39,545 Additions 119 Liability reduction (2,058) Operating lease liabilities - December 31, 2019 $ 37,606 Current portion of operating lease liabilities $ 3,001 Long-term operating lease liabilities $ 34,605 |
Schedule of lease cost and other information | Following are components of our lease costs (in thousands): Year ended December 31, 2019 Operating leases $ 4,548 Variable lease costs (including insignificant short-term leases) 892 Sublease income as primary obligor (992) Total lease costs $ 4,448 Other information related to our operating leases was as follows (in thousands, except lease term and discount rate): Year ended December 31, 2019 Cash outflows for operating leases $ 4,371 Weighted average remaining lease term (years) 18.79 Weighted average discount rate |
Schedule of future minimum lease payments | Undiscounted cash flows owed by the Company to lessors pursuant to contractual agreements in effect as of December 31, 2019 and related imputed interest was as follows (in thousands): 2020 $ 4,583 2021 4,469 2022 4,459 2023 3,920 2024 3,660 Thereafter 39,831 Total lease payments 60,922 Less imputed interest (23,316) Present value of operating lease liabilities $ 37,606 |
Schedule of future minimum lease payments under operating leases | At December 31, 2018, future minimum lease payments under operating leases accounted for under ASC 840 was as follows (in thousands): Years ending December 31: 2019 $ 4,050 2020 4,308 2021 3,973 2022 3,050 2023 2,508 Thereafter 6,287 $ 24,176 |
REVENUE FROM CONTRACTS WITH C_2
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
REVENUE FROM CONTRACTS WITH CUSTOMERS | |
Revenue disaggregated by category (in thousands) | The following table provides details of our revenue disaggregated by category of revenue (in thousands): Year ended December 31, 2019 2018 Terminaling services fees: Firm commitments (ASC 842/840 revenue) $ 178,214 $ 158,055 Firm commitments (ASC 606 revenue) 14,226 13,719 Total firm commitments revenue 192,440 171,774 Ancillary revenue (ASC 606 revenue) 44,062 42,079 Ancillary revenue (ASC 842/840 revenue) 4,448 2,378 Total ancillary revenue 48,510 44,457 Total terminaling services fees 240,950 216,231 Pipeline transportation fees (ASC 842/840 revenue) 3,457 3,295 Management fees (ASC 606 revenue) 16,836 12,548 Management fees (ASC 842/840 revenue) 1,799 223 Total management fees 18,635 12,771 Total revenue $ 263,042 $ 232,297 |
Schedule of estimated future ASC 606 revenue by segment (in thousands) | The following table includes our estimated future revenue associated with our firm commitments under terminaling services fees which is expected to be recognized as ASC 606 revenue in the specified period related to our future performance obligations as of the end of the reporting period (in thousands): Estimated Future ASC 606 Revenue by Segment Gulf Coast Midwest Brownsville River Southeast West Coast Central Terminals Terminals Terminals Terminals Terminals Terminals Services Total 2020 $ 4,658 $ 576 $ — $ 1,090 $ — $ 4,804 $ — $ 11,128 2021 1,513 47 — 522 — 4,022 — 6,104 2022 964 — — — — 1,258 — 2,222 2023 — — — — — — — — 2024 — — — — — — — — Thereafter — — — — — — — — Total estimated future ASC 606 revenue $ 7,135 $ 623 $ — $ 1,612 $ — $ 10,084 $ — $ 19,454 |
BUSINESS SEGMENTS (Tables)
BUSINESS SEGMENTS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
BUSINESS SEGMENTS | |
Schedule of information related to financial performance of business segments (in thousands) | Our Central services segment primarily represents the costs of employees performing operating oversight functions, engineering, health, safety and environmental services to our terminals and terminals that we operate or manage, including for affiliate terminals owned by ArcLight. In addition, Central services represent the cost of employees at affiliate terminals owned by ArcLight that we operate. We receive a fee from these affiliates based on our costs incurred. The financial performance of our business segments is as follows (in thousands): Year ended Year ended Year ended December 31, December 31, December 31, 2019 2018 2017 Gulf Coast Terminals: Terminaling services fees $ 73,380 $ 64,338 $ 61,889 Management fees 36 284 1,052 Revenue 73,416 64,622 62,941 Operating costs and expenses (22,196) (22,817) (22,829) Net margins 51,220 41,805 40,112 Midwest Terminals: Terminaling services fees 9,804 10,127 9,265 Pipeline transportation fees 1,851 1,772 1,732 Revenue 11,655 11,899 10,997 Operating costs and expenses (3,443) (3,053) (2,859) Net margins 8,212 8,846 8,138 Brownsville Terminals: Terminaling services fees 11,560 8,339 9,186 Pipeline transportation fees 1,606 1,523 3,987 Management fees 5,787 7,384 7,472 Revenue 18,953 17,246 20,645 Operating costs and expenses (9,053) (7,812) (10,447) Net margins 9,900 9,434 10,198 River Terminals: Terminaling services fees 10,233 10,654 10,883 Management fees — — 64 Revenue 10,233 10,654 10,947 Operating costs and expenses (6,040) (6,832) (6,624) Net margins 4,193 3,822 4,323 Southeast Terminals: Terminaling services fees 87,813 82,821 75,122 Management fees 964 891 882 Revenue 88,777 83,712 76,004 Operating costs and expenses (23,500) (26,836) (24,302) Net margins 65,277 56,876 51,702 West Coast Terminals: Terminaling services fees 48,160 39,952 1,738 Management fees 36 8 — Revenue 48,196 39,960 1,738 Operating costs and expenses (16,339) (14,678) (639) Net margins 31,857 25,282 1,099 Central Services: Management fees 11,812 4,204 1,175 Revenue 11,812 4,204 1,175 Operating costs and expenses (22,451) (16,949) (13,627) Net margins (10,639) (12,745) (12,452) Total net margins 160,020 133,320 103,120 General and administrative expenses (23,660) (23,707) (23,692) Insurance expenses (4,995) (4,976) (4,064) Deferred compensation expense (2,308) (3,478) (2,999) Depreciation and amortization (52,535) (49,793) (36,188) Earnings from unconsolidated affiliates 4,894 8,852 7,071 Gain from insurance proceeds 3,351 — — Loss on disposition of assets — (901) — Operating income 84,767 59,317 43,248 Other expenses (38,853) (34,937) (11,694) Net earnings $ 45,914 $ 24,380 $ 31,554 |
Schedule of supplemental information about consolidated business segments (in thousands) | Supplemental information about our business segments is summarized below (in thousands): Year ended December 31, 2019 Gulf Coast Midwest Brownsville River Southeast West Coast Central Terminals Terminals Terminals Terminals Terminals Terminals Services Total Revenue: External customers $ 64,879 $ 11,655 $ 10,535 $ 10,233 $ 88,777 $ 48,196 $ — $ 234,275 Affiliate customers 8,537 — 8,418 — — — 11,812 28,767 Revenue $ 73,416 $ 11,655 $ 18,953 $ 10,233 $ 88,777 $ 48,196 $ 11,812 $ 263,042 Capital expenditures $ 7,697 $ 722 $ 27,068 $ 2,978 $ 39,947 $ 10,458 $ 2,153 $ 91,023 Identifiable assets $ 125,062 $ 19,595 $ 93,903 $ 45,263 $ 262,462 $ 278,610 $ 13,329 $ 838,224 Cash and cash equivalents 1,090 Investments in unconsolidated affiliates 225,425 Revolving credit facility unamortized deferred debt issuance costs, net 3,818 Other 3,496 Total assets $ 1,072,053 Year ended December 31, 2018 Gulf Coast Midwest Brownsville River Southeast West Coast Central Terminals Terminals Terminals Terminals Terminals Terminals Services Total Revenue: External customers $ 56,144 $ 11,899 $ 8,934 $ 10,654 $ 83,712 $ 39,960 $ — $ 211,303 Affiliate customers 8,478 — 8,312 — — — 4,204 20,994 Revenue $ 64,622 $ 11,899 $ 17,246 $ 10,654 $ 83,712 $ 39,960 $ 4,204 $ 232,297 Capital expenditures $ 5,357 $ 568 $ 15,673 $ 1,596 $ 35,070 $ 7,858 $ 209 $ 66,331 Year ended December 31, 2017 Gulf Coast Midwest Brownsville River Southeast West Coast Central Terminals Terminals Terminals Terminals Terminals Terminals Services Total Revenue: External customers $ 62,941 $ 10,997 $ 13,452 $ 10,947 $ 76,004 $ 1,738 $ — $ 176,079 Affiliate customers — — 7,193 — — — 1,175 8,368 Revenue $ 62,941 $ 10,997 $ 20,645 $ 10,947 $ 76,004 $ 1,738 $ 1,175 $ 184,447 Capital expenditures $ 6,233 $ 174 $ 11,678 $ 2,075 $ 37,957 $ 48 $ (115) $ 58,050 |
FINANCIAL RESULTS BY QUARTER _2
FINANCIAL RESULTS BY QUARTER (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
FINANCIAL RESULTS BY QUARTER (UNAUDITED) | |
Schedule of financial results by quarter | Three months ended Year ended March 31, June 30, September 30, December 31, December 31, 2019 2019 2019 2019 2019 (in thousands except per unit amounts) Revenue $ $ 64,969 $ 66,573 $ 70,232 $ 263,042 Direct operating costs and expenses (25,325) (26,464) (24,395) (26,838) (103,022) General and administrative expenses (8,164) (5,212) (4,603) (5,681) (23,660) Insurance expenses (1,361) (1,218) (1,240) (1,176) (4,995) Equity-based compensation expense (799) (294) (376) (839) (2,308) Depreciation and amortization (12,652) (13,107) (13,362) (13,414) (52,535) Earnings from unconsolidated affiliates 1,140 1,225 1,476 1,053 4,894 Gain from insurance proceeds — 3,351 — — 3,351 Operating income 14,107 23,250 24,073 23,337 84,767 Interest expense (8,842) (9,708) (9,107) (8,539) (36,196) Amortization of deferred issuance costs (749) (632) (636) (640) (2,657) Net earnings $ 4,516 $ 12,910 $ 14,330 $ 14,158 $ 45,914 Three months ended Year ended March 31, June 30, September 30, December 31, December 31, 2018 2018 2018 2018 2018 (in thousands except per unit amounts) Revenue $ 57,405 $ 56,148 $ 57,752 $ 60,992 $ 232,297 Direct operating costs and expenses (24,502) (23,562) (23,514) (27,399) (98,977) General and administrative expenses (6,179) (5,320) (4,823) (7,385) (23,707) Insurance expenses (1,246) (1,271) (1,227) (1,232) (4,976) Equity-based compensation expense (2,017) (441) (483) (537) (3,478) Depreciation and amortization (11,871) (13,225) (12,375) (12,322) (49,793) Earnings from unconsolidated affiliates 2,889 2,444 1,862 1,657 8,852 Loss on disposition of assets — — — (901) (901) Operating income 14,479 14,773 17,192 12,873 59,317 Interest expense (6,461) (8,273) (8,608) (8,558) (31,900) Amortization of deferred issuance costs (501) (1,289) (622) (625) (3,037) Net earnings $ 7,517 $ 5,211 $ 7,962 $ 3,690 $ 24,380 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | Feb. 26, 2019 | Dec. 31, 2019 | Feb. 12, 2018 |
6.125% senior notes due in 2026 | |||
Interest (as percent) | 6.125% | 6.125% | |
TLP Finance Holdings, LLC | Common units | |||
Conversion ratio of partner units converted into Partnership common units | 1 | ||
Conversion ratio of incentive distribution rights converted into Partnership common units | 100 | ||
TLP Finance Holdings, LLC | |||
Ownership interest in subsidiary (as a percent) | 100.00% |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Assets and Liabilities of TMS (Details) - TMS $ in Thousands | Dec. 31, 2018USD ($) |
Business Acquisition [Line Items] | |
Cash | $ 694 |
Trade accounts receivable | 7 |
Due from affiliates | 456 |
Other current assets | 456 |
Property, plant and equipment | 991 |
Other assets, net | 484 |
Trade accounts payable | (1,205) |
Accrued and other liabilities | (3,025) |
Equity | $ (1,142) |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounting for operations (Details) bbl in Millions | 12 Months Ended |
Dec. 31, 2019bbl | |
Lucknow-Highspire Terminals, LLC | |
Related Party Transaction [Line Items] | |
Terminal storage capacity (in barrels) | 9.9 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Terminals and pipelines | Minimum | |
Property, plant and equipment | |
Estimated useful lives | 15 years |
Terminals and pipelines | Maximum | |
Property, plant and equipment | |
Estimated useful lives | 25 years |
Furniture, fixtures and equipment | Minimum | |
Property, plant and equipment | |
Estimated useful lives | 3 years |
Furniture, fixtures and equipment | Maximum | |
Property, plant and equipment | |
Estimated useful lives | 25 years |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Derivatives, Taxes and Earnings (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income taxes | ||
Provision for U.S. federal income taxes | $ 0 | $ 0 |
Interest rate swap | ||
Accounting for derivative instruments | ||
Notional amount | $ 300 | |
Fixed interest rate paid (as a percent) | 2.04% |
TRANSACTIONS WITH AFFILIATES -
TRANSACTIONS WITH AFFILIATES - Agreements (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019USD ($)itembbl | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
TransMontaigne Management Company, LLC | |||
Transactions with affiliates | |||
Administration fee (in Percentage) | 1.00% | ||
June 2020 terminaling services agreement-Brownsville LLC | Frontera | Brownsville terminals | |||
Transactions with affiliates | |||
Storage capacity agreed to be provided (in barrels) | bbl | 301,000 | ||
Throughput revenue | $ 2.6 | $ 2.5 | $ 1.9 |
June 2020 terminaling services agreement-Brownsville LLC | Frontera | Brownsville terminals | Minimum | |||
Transactions with affiliates | |||
Notice period for termination of service agreement | 90 days | ||
June 2020 terminaling services agreement-Brownsville LLC | Frontera | Brownsville terminals | Maximum | |||
Transactions with affiliates | |||
Notice period for termination of service agreement | 180 days | ||
Operations and reimbursement agreement-Frontera | Frontera | |||
Transactions with affiliates | |||
Ownership interest in joint venture (as a percent) | 50.00% | ||
Revenue recognized | $ 5.8 | 5.8 | 5.3 |
Terminaling services agreement- Gulf Coast Terminals | Associated Asphalt Marketing, LLC | Gulf Coast Terminals | |||
Transactions with affiliates | |||
Automatic renewal period of service agreement | 2 years | ||
Notice period for termination of service agreement | 180 days | ||
Storage capacity agreed to be provided (in barrels) | bbl | 750,000 | ||
Throughput revenue | $ 8.5 | 8.5 | 0 |
Operating and administrative agreement SeaPort Midstream Partners, LLC | TMS | Central Services | |||
Transactions with affiliates | |||
Number of refined terminals operated | item | 2 | ||
Operating and administrative agreement SeaPort Midstream Partners, LLC | SeaPort Midstream Partners, LLC | SeaPort Midstream Holdings, LLC | Central Services | |||
Transactions with affiliates | |||
Ownership interest in joint venture (as a percent) | 51.00% | ||
Operating and administrative agreement SeaPort Midstream Partners, LLC | SeaPort Midstream Partners, LLC | Central Services | |||
Transactions with affiliates | |||
Revenue recognized | $ 3.4 | 3.4 | 1.2 |
Automatic renewal period of service agreement | 1 year | ||
Notice period for termination of service agreement | 180 days | ||
Operations and reimbursement agreement SeaPort Sound Terminal, LLC | SeaPort Sound Terminal, LLC | Central Services | |||
Transactions with affiliates | |||
Revenue recognized | $ 7.2 | 0.7 | 0 |
Reimbursement agreement | ArcLight | Central Services | |||
Transactions with affiliates | |||
Revenue recognized | 1.2 | $ 0.1 | $ 0 |
Services Agreement | TransMontaigne Management Company, LLC | |||
Transactions with affiliates | |||
Aggregate fees paid | $ 0.8 |
BUSINESS COMBINATION AND TERM_3
BUSINESS COMBINATION AND TERMINAL ACQUISITION - Business Combinations (Details) $ in Thousands, bbl in Millions | Dec. 15, 2017USD ($)itembbl | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Final purchase price and assessment of the fair value of the assets acquired and liabilities assumed in the business combination | |||||
Goodwill | $ 9,428 | $ 9,428 | |||
West Coast terminals | |||||
Business Acquisition [Line Items] | |||||
Total purchase price | $ 276,800 | ||||
Number of terminals | item | 2 | ||||
Number of storage tanks | item | 64 | ||||
Storage capacity (in barrels) | bbl | 5.4 | ||||
Final purchase price and assessment of the fair value of the assets acquired and liabilities assumed in the business combination | |||||
Other current assets | $ 1,037 | ||||
Property, plant and equipment | 228,000 | ||||
Goodwill | 943 | ||||
Customer relationships | 47,000 | ||||
Total assets acquired | 276,980 | ||||
Environmental obligation | 220 | ||||
Total liabilities assumed | 220 | ||||
Allocated purchase price | $ 276,760 | ||||
Pro forma results | |||||
Revenue | $ 226,653 | $ 205,605 | |||
Net earnings | $ 38,920 | $ 26,958 |
CONCENTRATION OF CREDIT RISK _3
CONCENTRATION OF CREDIT RISK AND TRADE ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Concentration of credit risk and trade accounts receivable | |||
Revenue in accordance with ASC 606 | $ 4,700 | ||
Trade accounts receivable | 16,627 | $ 14,158 | |
Less allowance for doubtful accounts | (127) | (109) | |
Trade accounts receivable, net | 16,500 | 14,049 | |
Changes in allowance for doubtful accounts during the period | |||
Balance at beginning of period | 109 | 111 | $ 119 |
Charged to expenses | 18 | ||
Deductions | (2) | (8) | |
Balance at end of period | $ 127 | $ 109 | $ 111 |
NGL Energy Partners LP | |||
Concentration of credit risk and trade accounts receivable | |||
Percentage of total revenue generated by major customer | 16.00% | 22.00% | 26.00% |
RaceTrac Petroleum Inc | |||
Concentration of credit risk and trade accounts receivable | |||
Percentage of total revenue generated by major customer | 10.00% | 11.00% | 13.00% |
Castleton Commodities International LLC | |||
Concentration of credit risk and trade accounts receivable | |||
Percentage of total revenue generated by major customer | 9.00% | 10.00% | 13.00% |
OTHER CURRENT ASSETS (Details)
OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
OTHER CURRENT ASSETS | ||
Amounts due from insurance companies | $ 1,147 | $ 2,861 |
Prepaid insurance | 2,595 | 1,371 |
Additive detergent | 1,342 | 1,218 |
Unrealized gain on derivative instrument | 143 | |
Deposits and other assets | 1,262 | 2,504 |
Other current assets | 6,346 | $ 8,097 |
Reimbursements from insurance companies | 2,400 | |
Increase in estimated insurance recovery | $ 700 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT, NET (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, plant and equipment, net | ||
Property, plant and equipment, gross | $ 1,162,207 | $ 1,074,040 |
Less accumulated depreciation | (434,987) | (384,870) |
Property, plant and equipment, net | 727,220 | 689,170 |
Land | ||
Property, plant and equipment, net | ||
Property, plant and equipment, gross | 83,451 | 83,451 |
Terminals, pipelines and equipment | ||
Property, plant and equipment, net | ||
Property, plant and equipment, gross | 995,666 | 918,537 |
Terminals, pipelines and equipment utilized by customers in operating lease arrangements | ||
Property, plant and equipment, net | ||
Property, plant and equipment, net | 523,900 | |
Furniture, fixtures and equipment | ||
Property, plant and equipment, net | ||
Property, plant and equipment, gross | 9,788 | 7,289 |
Construction in progress | ||
Property, plant and equipment, net | ||
Property, plant and equipment, gross | $ 73,302 | $ 64,763 |
GOODWILL (Details)
GOODWILL (Details) - USD ($) $ in Thousands | 24 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill | ||
Goodwill | $ 9,428 | $ 9,428 |
Brownsville and West Coast terminals | ||
Goodwill | ||
Impairment charges | 0 | |
Brownsville terminals | ||
Goodwill | ||
Goodwill | 8,485 | 8,485 |
West Coast terminals | ||
Goodwill | ||
Goodwill | $ 943 | $ 943 |
INVESTMENTS IN UNCONSOLIDATED_3
INVESTMENTS IN UNCONSOLIDATED AFFILIATES (Details) $ in Thousands, bbl in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2019USD ($)bbl | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
INVESTMENTS IN UNCONSOLIDATED AFFILIATES | |||||||||||
Carrying value of investments in unconsolidated affiliates | $ 225,425 | $ 227,031 | $ 225,425 | $ 227,031 | |||||||
Earnings from unconsolidated affiliates | $ 1,053 | $ 1,476 | $ 1,225 | $ 1,140 | $ 1,657 | $ 1,862 | $ 2,444 | $ 2,889 | 4,894 | 8,852 | $ 7,071 |
Additional capital investments in unconsolidated affiliates | 4,932 | 1,413 | 2,145 | ||||||||
Cash distributions received from unconsolidated affiliates | $ 11,432 | $ 16,415 | 17,128 | ||||||||
BOSTCO | |||||||||||
INVESTMENTS IN UNCONSOLIDATED AFFILIATES | |||||||||||
Storage capacity | bbl | 7.1 | ||||||||||
Percentage of ownership | 42.50% | 42.50% | 42.50% | 42.50% | |||||||
Carrying value of investments in unconsolidated affiliates | $ 201,743 | $ 203,005 | $ 201,743 | $ 203,005 | |||||||
Excess investment | 6,600 | 6,800 | 6,600 | 6,800 | |||||||
Earnings from unconsolidated affiliates | 2,356 | 5,767 | 3,543 | ||||||||
Additional capital investments in unconsolidated affiliates | 4,707 | 145 | |||||||||
Cash distributions received from unconsolidated affiliates | 8,325 | 12,135 | 12,256 | ||||||||
Balance sheets: | |||||||||||
Current assets | 12,478 | 19,299 | 12,478 | 19,299 | |||||||
Long-term assets | 464,085 | 455,984 | 464,085 | 455,984 | |||||||
Current liabilities | (13,607) | (12,471) | (13,607) | (12,471) | |||||||
Long-term liabilities | (6,036) | (1,259) | (6,036) | (1,259) | |||||||
Net assets | $ 456,920 | $ 461,553 | 456,920 | 461,553 | |||||||
Statements of income: | |||||||||||
Revenue | 60,751 | 66,288 | 66,235 | ||||||||
Expenses | (54,033) | (51,993) | (55,687) | ||||||||
Net income | $ 6,718 | $ 14,295 | 10,548 | ||||||||
Frontera | |||||||||||
INVESTMENTS IN UNCONSOLIDATED AFFILIATES | |||||||||||
Storage capacity | bbl | 1.7 | ||||||||||
Percentage of ownership | 50.00% | 50.00% | 50.00% | 50.00% | |||||||
Carrying value of investments in unconsolidated affiliates | $ 23,682 | $ 24,026 | $ 23,682 | $ 24,026 | |||||||
Earnings from unconsolidated affiliates | 2,538 | 3,085 | 3,528 | ||||||||
Additional capital investments in unconsolidated affiliates | 225 | 1,413 | 2,000 | ||||||||
Cash distributions received from unconsolidated affiliates | 3,107 | 4,280 | 4,872 | ||||||||
Balance sheets: | |||||||||||
Current assets | 4,870 | 5,866 | 4,870 | 5,866 | |||||||
Long-term assets | 44,344 | 45,115 | 44,344 | 45,115 | |||||||
Current liabilities | (1,850) | (2,845) | (1,850) | (2,845) | |||||||
Long-term liabilities | (84) | (84) | |||||||||
Net assets | $ 47,364 | $ 48,052 | 47,364 | 48,052 | |||||||
Statements of income: | |||||||||||
Revenue | 20,076 | 24,017 | 22,193 | ||||||||
Expenses | (15,000) | (17,847) | (15,137) | ||||||||
Net income | $ 5,076 | $ 6,170 | $ 7,056 | ||||||||
Class A Member Ownership Interest | BOSTCO | |||||||||||
INVESTMENTS IN UNCONSOLIDATED AFFILIATES | |||||||||||
Cash distributions, allocation percentage | 96.50% | ||||||||||
Class B Member Ownership Interest | BOSTCO | |||||||||||
INVESTMENTS IN UNCONSOLIDATED AFFILIATES | |||||||||||
Cash distributions, allocation percentage | 3.50% |
OTHER ASSETS, NET (Details)
OTHER ASSETS, NET (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
OTHER ASSETS, NET | ||
Customer relationships, net of accumulated amortization of $7,237 and $4,887, respectively | $ 42,193 | $ 44,543 |
Revolving credit facility unamortized deferred debt issuance costs, net of accumulated amortization of $9,353 and $7,656, respectively | 3,818 | 5,515 |
Amounts due under long-term terminaling services agreements | 215 | 422 |
Amounts due under long-term terminaling services agreements, operating leases under ASC 842 | 200 | |
Deposits and other assets | 1,171 | 774 |
Other assets, net | 47,397 | 51,254 |
Accumulated amortization of customer relationships | 7,237 | 4,887 |
Accumulated amortization of deferred financing costs | $ 9,353 | $ 7,656 |
Amortization period of customer relationships | 20 years | |
Amortization expense for customer relationships | ||
2020 | $ 2,350 | |
2021 | 2,350 | |
2022 | 2,350 | |
2023 | 2,350 | |
2024 | 2,350 | |
Thereafter | $ 30,443 |
ACCRUED LIABILITIES (Details)
ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
ACCRUED LIABILITIES | |||
Accrued compensation expense | $ 13,272 | $ 5,860 | |
Customer advances and deposits | 7,850 | 11,927 | |
Accrued property taxes | 3,149 | 3,003 | |
Accrued environmental obligations | 1,531 | 1,556 | |
Interest payable | 7,763 | 7,814 | |
Accrued expenses and other | 2,993 | 1,786 | |
Accrued liabilities | 36,558 | 31,946 | |
Customer advances and deposits, ASC 842 | 7,000 | ||
Contract liabilities under ASC 606 | 900 | ||
Revenue recognized from contract liabilities | $ 800 | ||
Period for billing of customers in advance for terminaling services | 1 month | ||
Accrued environmental obligations | |||
Balance at beginning of period | $ 1,556 | 1,855 | $ 2,107 |
Payments | 671 | 457 | 1,204 |
Increase in estimate | 646 | 158 | 952 |
Balance at end of period | $ 1,531 | $ 1,556 | $ 1,855 |
OTHER LIABILITIES (Details)
OTHER LIABILITIES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
OTHER LIABILITIES | |||
Advance payments received under long-term terminaling services agreements | $ 3,782 | $ 2,721 | |
Deferred revenue | 1,208 | 1,922 | |
Other liabilities | 4,990 | 4,643 | |
Completed projects billed | 100 | 1,700 | $ 500 |
Recognized revenue on a straight line basis for completed projects | 800 | $ 1,800 | $ 700 |
Advance payments received under long-term terminaling services agreements, ASC 842 | 3,800 | ||
Deferred revenue related to terminaling services agreements, ASC 842 | 1,200 | ||
Contract liabilities | 0 | ||
Revenue recognized from contract liabilities | $ 200 |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017 | Feb. 12, 2018USD ($) | |
Long-term debt | ||||
Senior notes unamortized deferred issuance costs, net of accumulated amortization of $1,544 and $704, respectively | $ (6,538) | $ (7,378) | ||
Total long-term debt | 644,162 | 598,622 | ||
Accumulated amortization | $ 1,544 | 704 | ||
TLP Finance Corp | ||||
Long-term debt | ||||
Ownership interest in subsidiary (as a percent) | 100.00% | |||
TransMontaigne Partners LLC | ||||
Long-term debt | ||||
Amount of independent assets | $ 0 | |||
Amount of independent operations | 0 | |||
6.125% senior notes due in 2026 | ||||
Long-term debt | ||||
Total long-term debt | $ 300,000 | $ 300,000 | ||
Interest (as percent) | 6.125% | 6.125% | ||
Sale of senior notes | $ 300,000 | |||
Issuance costs | $ 8,100 | |||
Credit facility | ||||
Long-term debt | ||||
Weighted average interest rate on borrowings (as a percent) | 5.70% | 5.20% | 3.50% | |
Outstanding borrowings under credit facility | $ 350,700 | $ 306,000 | ||
Outstanding borrowings under letters of credit | $ 1,300 | 400 | ||
Credit facility | Minimum | ||||
Long-term debt | ||||
Commitment fee on unused amount of commitments (as a percent) | 0.375% | |||
Credit facility | Minimum | LIBOR | ||||
Long-term debt | ||||
Margin interest above reference rate (as a percent) | 1.75% | |||
Credit facility | Minimum | Base Rate | ||||
Long-term debt | ||||
Margin interest above reference rate (as a percent) | 0.75% | |||
Credit facility | Maximum | ||||
Long-term debt | ||||
Commitment fee on unused amount of commitments (as a percent) | 0.50% | |||
Credit facility | Maximum | LIBOR | ||||
Long-term debt | ||||
Margin interest above reference rate (as a percent) | 2.75% | |||
Credit facility | Maximum | Base Rate | ||||
Long-term debt | ||||
Margin interest above reference rate (as a percent) | 1.75% | |||
Revolving credit facility due March 13, 2022 | ||||
Long-term debt | ||||
Total long-term debt | $ 350,700 | $ 306,000 | ||
Maximum borrowing capacity | $ 850,000 | |||
Other investments as a percentage of consolidated net tangible assets | 5.00% | |||
Permitted JV investments subject to liquidity | $ 175,000 | |||
Revolving credit facility due March 13, 2022 | Maximum | ||||
Long-term debt | ||||
Leverage ratio | 5.25 | |||
Senior secured leverage ratio | 3.75 | |||
Interest coverage ratio | 2.75 |
DEFERRED COMPENSATION EXPENSE (
DEFERRED COMPENSATION EXPENSE (Details) - TMS - Restricted phantom units | 12 Months Ended |
Dec. 31, 2019 | |
Additional disclosures | |
Vesting (as a percent) | 50.00% |
Tranche One | |
Additional disclosures | |
Earlier vesting, age threshold (in years) | 60 years |
Tranche Two | |
Additional disclosures | |
Earlier vesting, age threshold (in years) | 55 years |
Earlier vesting, length of service threshold (in years) | 10 years |
Tranche Three | |
Additional disclosures | |
Earlier vesting, age threshold (in years) | 50 years |
Earlier vesting, length of service threshold (in years) | 20 years |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Lease Terms (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Lessee, Operating Lease, Existence of Option to Extend | true |
Lessee, Operating Lease, Existence of Option to Terminate | true |
Minimum | |
Operating lease term | 1 year |
Maximum | |
Operating lease term | 42 years |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Operating Leases Amounts Recognized (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Right-of-use assets, operating leases, ending balance | $ 35,765 |
Operating lease liabilities, ending balance | 37,606 |
Current portion of operating lease liabilities | 3,001 |
Long-term operating lease liabilities | 34,605 |
Accounting Standards Update 2016-02 | |
Right-of-use assets, operating leases, beginning balance | 37,881 |
Additions | 119 |
Right-of-use assets reduction | (2,235) |
Right-of-use assets, operating leases, ending balance | 35,765 |
Operating lease liabilities, beginning balance | 39,545 |
Additions | 119 |
Liability reduction, net | (2,058) |
Operating lease liabilities, ending balance | 37,606 |
Current portion of operating lease liabilities | 3,001 |
Long-term operating lease liabilities | $ 34,605 |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES - Lease cost (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
COMMITMENTS AND CONTINGENCIES | |
Operating leases | $ 4,548 |
Variable lease costs (including insignificant short-term leases) | 892 |
Sublease income as primary obligor | (992) |
Total lease costs | $ 4,448 |
COMMITMENTS AND CONTINGENCIES_4
COMMITMENTS AND CONTINGENCIES - Other Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
COMMITMENTS AND CONTINGENCIES | |
Cash outflows for operating leases | $ 4,371 |
Weighted average remaining lease term (years) | 18 years 9 months 15 days |
Weighted average discount rate | 5.20% |
COMMITMENTS AND CONTINGENCIES_5
COMMITMENTS AND CONTINGENCIES - Undiscounted Cash Flows Owed (Details) $ in Thousands | Dec. 31, 2019USD ($) |
COMMITMENTS AND CONTINGENCIES | |
2020 | $ 4,583 |
2021 | 4,469 |
2022 | 4,459 |
2023 | 3,920 |
2024 | 3,660 |
Thereafter | 39,831 |
Total lease payments | 60,922 |
Less imputed interest | (23,316) |
Present value of operating lease liabilities | 37,606 |
Contractual commitments for supply of services, labor and materials | $ 21,000 |
COMMITMENTS AND CONTINGENCIES_6
COMMITMENTS AND CONTINGENCIES - Future Minimum Lease Payments (Details) $ in Thousands | Dec. 31, 2018USD ($) |
COMMITMENTS AND CONTINGENCIES | |
2019 | $ 4,050 |
2020 | 4,308 |
2021 | 3,973 |
2022 | 3,050 |
2023 | 2,508 |
Thereafter | 6,287 |
Total | $ 24,176 |
DISCLOSURES ABOUT FAIR VALUE (D
DISCLOSURES ABOUT FAIR VALUE (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Senior notes | $ 644,162 | $ 598,622 |
6.125% senior notes due in 2026 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Senior notes | 300,000 | $ 300,000 |
6.125% senior notes due in 2026 | Fair value | Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt | $ 289,700 |
REVENUE FROM CONTRACTS WITH C_3
REVENUE FROM CONTRACTS WITH CUSTOMERS - Disaggregated (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | $ 70,232 | $ 66,573 | $ 64,969 | $ 61,268 | $ 60,992 | $ 57,752 | $ 56,148 | $ 57,405 | $ 263,042 | $ 232,297 | $ 184,447 |
Firm commitments revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
ASC 842/840 revenue | 178,214 | 158,055 | |||||||||
ASC 606 revenue | 14,226 | 13,719 | |||||||||
Total revenue | 192,440 | 171,774 | |||||||||
Ancillary revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
ASC 842/840 revenue | 4,448 | 2,378 | |||||||||
ASC 606 revenue | 44,062 | 42,079 | |||||||||
Total revenue | 48,510 | 44,457 | |||||||||
Terminaling services fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 240,950 | 216,231 | |||||||||
Pipeline transportation fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
ASC 842/840 revenue | 3,457 | 3,295 | |||||||||
Management fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
ASC 842/840 revenue | 1,799 | 223 | |||||||||
ASC 606 revenue | 16,836 | 12,548 | |||||||||
Total revenue | $ 18,635 | $ 12,771 |
REVENUE FROM CONTRACTS WITH C_4
REVENUE FROM CONTRACTS WITH CUSTOMERS - Contract Revenue (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | $ 19,454 |
Estimated revenue in accordance with ASC 842, 2020 | 158,700 |
Estimated revenue in accordance with ASC 842, 2021 | 119,800 |
Estimated revenue in accordance with ASC 842, 2022 | 86,300 |
Estimated revenue in accordance with ASC 842, 2023 | 72,000 |
Estimated revenue in accordance with ASC 840, 2024 | 47,000 |
Estimated revenue in accordance with ASC 842, thereafter | 489,800 |
Gulf Coast Terminals | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | 7,135 |
Midwest Terminals and Pipeline System | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | 623 |
River terminals | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | 1,612 |
West Coast terminals | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | 10,084 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | $ 11,128 |
Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | Gulf Coast Terminals | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | $ 4,658 |
Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | Midwest Terminals and Pipeline System | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | $ 576 |
Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | River terminals | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | $ 1,090 |
Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | West Coast terminals | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | $ 4,804 |
Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | $ 6,104 |
Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | Gulf Coast Terminals | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | $ 1,513 |
Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | Midwest Terminals and Pipeline System | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | $ 47 |
Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | River terminals | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | $ 522 |
Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | West Coast terminals | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | $ 4,022 |
Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | $ 2,222 |
Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | Gulf Coast Terminals | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | $ 964 |
Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | West Coast terminals | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Total estimated future ASC 606 revenue | $ 1,258 |
Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
BUSINESS SEGMENTS (Details)
BUSINESS SEGMENTS (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segments of business | |||||||||||
Revenue | $ 70,232 | $ 66,573 | $ 64,969 | $ 61,268 | $ 60,992 | $ 57,752 | $ 56,148 | $ 57,405 | $ 263,042 | $ 232,297 | $ 184,447 |
Operating costs and expenses | (26,838) | (24,395) | (26,464) | (25,325) | (27,399) | (23,514) | (23,562) | (24,502) | (103,022) | (98,977) | (81,327) |
Net margins | 160,020 | 133,320 | 103,120 | ||||||||
General and administrative expenses | (5,681) | (4,603) | (5,212) | (8,164) | (7,385) | (4,823) | (5,320) | (6,179) | (23,660) | (23,707) | (23,692) |
Insurance expenses | (1,176) | (1,240) | (1,218) | (1,361) | (1,232) | (1,227) | (1,271) | (1,246) | (4,995) | (4,976) | (4,064) |
Deferred compensation expense | (2,308) | (3,478) | (2,999) | ||||||||
Depreciation and amortization | (13,414) | (13,362) | (13,107) | (12,652) | (12,322) | (12,375) | (13,225) | (11,871) | (52,535) | (49,793) | (36,188) |
Loss on disposition of assets | (901) | (901) | |||||||||
Earnings from unconsolidated affiliates | 1,053 | 1,476 | 1,225 | 1,140 | 1,657 | 1,862 | 2,444 | 2,889 | 4,894 | 8,852 | 7,071 |
Gain from insurance claim | 3,351 | 3,351 | |||||||||
Operating income | 23,337 | 24,073 | 23,250 | 14,107 | 12,873 | 17,192 | 14,773 | 14,479 | 84,767 | 59,317 | 43,248 |
Other expenses | (38,853) | (34,937) | (11,694) | ||||||||
Net earnings | 14,158 | $ 14,330 | $ 12,910 | $ 4,516 | 3,690 | $ 7,962 | $ 5,211 | $ 7,517 | 45,914 | 24,380 | 31,554 |
Capital expenditures | 91,023 | 66,331 | 58,050 | ||||||||
Identifiable assets | 838,224 | 838,224 | |||||||||
Cash and cash equivalents | 1,090 | 1,026 | 1,090 | 1,026 | |||||||
Investments in unconsolidated affiliates | 225,425 | 227,031 | 225,425 | 227,031 | |||||||
Revolving credit facility unamortized deferred debt issuance costs, net | 3,818 | 5,515 | 3,818 | 5,515 | |||||||
Other | 3,496 | 3,496 | |||||||||
TOTAL ASSETS | 1,072,053 | $ 1,002,008 | 1,072,053 | 1,002,008 | |||||||
External customers | |||||||||||
Segments of business | |||||||||||
Revenue | 234,275 | 211,303 | 176,079 | ||||||||
Affiliate customers | |||||||||||
Segments of business | |||||||||||
Revenue | 28,767 | 20,994 | 8,368 | ||||||||
Gulf Coast Terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 73,416 | 64,622 | 62,941 | ||||||||
Operating costs and expenses | (22,196) | (22,817) | (22,829) | ||||||||
Net margins | 51,220 | 41,805 | 40,112 | ||||||||
Capital expenditures | 7,697 | 5,357 | 6,233 | ||||||||
Identifiable assets | 125,062 | 125,062 | |||||||||
Gulf Coast Terminals | External customers | |||||||||||
Segments of business | |||||||||||
Revenue | 64,879 | 56,144 | 62,941 | ||||||||
Gulf Coast Terminals | Affiliate customers | |||||||||||
Segments of business | |||||||||||
Revenue | 8,537 | 8,478 | |||||||||
Midwest Terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 11,655 | 11,899 | 10,997 | ||||||||
Operating costs and expenses | (3,443) | (3,053) | (2,859) | ||||||||
Net margins | 8,212 | 8,846 | 8,138 | ||||||||
Capital expenditures | 722 | 568 | 174 | ||||||||
Identifiable assets | 19,595 | 19,595 | |||||||||
Midwest Terminals | External customers | |||||||||||
Segments of business | |||||||||||
Revenue | 11,655 | 11,899 | 10,997 | ||||||||
Brownsville terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 18,953 | 17,246 | 20,645 | ||||||||
Operating costs and expenses | (9,053) | (7,812) | (10,447) | ||||||||
Net margins | 9,900 | 9,434 | 10,198 | ||||||||
Capital expenditures | 27,068 | 15,673 | 11,678 | ||||||||
Identifiable assets | 93,903 | 93,903 | |||||||||
Brownsville terminals | External customers | |||||||||||
Segments of business | |||||||||||
Revenue | 10,535 | 8,934 | 13,452 | ||||||||
Brownsville terminals | Affiliate customers | |||||||||||
Segments of business | |||||||||||
Revenue | 8,418 | 8,312 | 7,193 | ||||||||
River terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 10,233 | 10,654 | 10,947 | ||||||||
Operating costs and expenses | (6,040) | (6,832) | (6,624) | ||||||||
Net margins | 4,193 | 3,822 | 4,323 | ||||||||
Capital expenditures | 2,978 | 1,596 | 2,075 | ||||||||
Identifiable assets | 45,263 | 45,263 | |||||||||
River terminals | External customers | |||||||||||
Segments of business | |||||||||||
Revenue | 10,233 | 10,654 | 10,947 | ||||||||
Southeast terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 88,777 | 83,712 | 76,004 | ||||||||
Operating costs and expenses | (23,500) | (26,836) | (24,302) | ||||||||
Net margins | 65,277 | 56,876 | 51,702 | ||||||||
Capital expenditures | 39,947 | 35,070 | 37,957 | ||||||||
Identifiable assets | 262,462 | 262,462 | |||||||||
Southeast terminals | External customers | |||||||||||
Segments of business | |||||||||||
Revenue | 88,777 | 83,712 | 76,004 | ||||||||
West Coast terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 48,196 | 39,960 | 1,738 | ||||||||
Operating costs and expenses | (16,339) | (14,678) | (639) | ||||||||
Net margins | 31,857 | 25,282 | 1,099 | ||||||||
Capital expenditures | 10,458 | 7,858 | 48 | ||||||||
Identifiable assets | 278,610 | 278,610 | |||||||||
West Coast terminals | External customers | |||||||||||
Segments of business | |||||||||||
Revenue | 48,196 | 39,960 | 1,738 | ||||||||
Central Services | |||||||||||
Segments of business | |||||||||||
Revenue | 11,812 | 4,204 | 1,175 | ||||||||
Operating costs and expenses | (22,451) | (16,949) | (13,627) | ||||||||
Net margins | (10,639) | (12,745) | (12,452) | ||||||||
Capital expenditures | 2,153 | 209 | (115) | ||||||||
Identifiable assets | $ 13,329 | 13,329 | |||||||||
Central Services | Affiliate customers | |||||||||||
Segments of business | |||||||||||
Revenue | 11,812 | 4,204 | 1,175 | ||||||||
Terminaling services fees | |||||||||||
Segments of business | |||||||||||
Revenue | 240,950 | 216,231 | |||||||||
Terminaling services fees | Gulf Coast Terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 73,380 | 64,338 | 61,889 | ||||||||
Terminaling services fees | Midwest Terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 9,804 | 10,127 | 9,265 | ||||||||
Terminaling services fees | Brownsville terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 11,560 | 8,339 | 9,186 | ||||||||
Terminaling services fees | River terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 10,233 | 10,654 | 10,883 | ||||||||
Terminaling services fees | Southeast terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 87,813 | 82,821 | 75,122 | ||||||||
Terminaling services fees | West Coast terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 48,160 | 39,952 | 1,738 | ||||||||
Pipeline transportation fees | Midwest Terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 1,851 | 1,772 | 1,732 | ||||||||
Pipeline transportation fees | Brownsville terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 1,606 | 1,523 | 3,987 | ||||||||
Management fees | |||||||||||
Segments of business | |||||||||||
Revenue | 18,635 | 12,771 | |||||||||
Management fees | Gulf Coast Terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 36 | 284 | 1,052 | ||||||||
Management fees | Brownsville terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 5,787 | 7,384 | 7,472 | ||||||||
Management fees | River terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 64 | ||||||||||
Management fees | Southeast terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 964 | 891 | 882 | ||||||||
Management fees | West Coast terminals | |||||||||||
Segments of business | |||||||||||
Revenue | 36 | 8 | |||||||||
Management fees | Central Services | |||||||||||
Segments of business | |||||||||||
Revenue | $ 11,812 | $ 4,204 | $ 1,175 |
FINANCIAL RESULTS BY QUARTER _3
FINANCIAL RESULTS BY QUARTER (UNAUDITED) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Financial Results by Quarter | |||||||||||
Revenue | $ 70,232 | $ 66,573 | $ 64,969 | $ 61,268 | $ 60,992 | $ 57,752 | $ 56,148 | $ 57,405 | $ 263,042 | $ 232,297 | $ 184,447 |
Operating costs and expenses | (26,838) | (24,395) | (26,464) | (25,325) | (27,399) | (23,514) | (23,562) | (24,502) | (103,022) | (98,977) | (81,327) |
General and administrative expenses | (5,681) | (4,603) | (5,212) | (8,164) | (7,385) | (4,823) | (5,320) | (6,179) | (23,660) | (23,707) | (23,692) |
Insurance expenses | (1,176) | (1,240) | (1,218) | (1,361) | (1,232) | (1,227) | (1,271) | (1,246) | (4,995) | (4,976) | (4,064) |
Equity-based compensation expense | (839) | (376) | (294) | (799) | (537) | (483) | (441) | (2,017) | (2,308) | (3,478) | |
Depreciation and amortization | (13,414) | (13,362) | (13,107) | (12,652) | (12,322) | (12,375) | (13,225) | (11,871) | (52,535) | (49,793) | (36,188) |
Earnings from unconsolidated affiliates | 1,053 | 1,476 | 1,225 | 1,140 | 1,657 | 1,862 | 2,444 | 2,889 | 4,894 | 8,852 | 7,071 |
Gain from insurance proceeds | 3,351 | 3,351 | |||||||||
Gain (loss) on disposition of assets | (901) | (901) | |||||||||
Operating income | 23,337 | 24,073 | 23,250 | 14,107 | 12,873 | 17,192 | 14,773 | 14,479 | 84,767 | 59,317 | 43,248 |
Interest expense | (8,539) | (9,107) | (9,708) | (8,842) | (8,558) | (8,608) | (8,273) | (6,461) | (36,196) | (31,900) | (10,473) |
Amortization of deferred debt issuance costs | (640) | (636) | (632) | (749) | (625) | (622) | (1,289) | (501) | (2,657) | (3,037) | (1,221) |
Net earnings | $ 14,158 | $ 14,330 | $ 12,910 | $ 4,516 | $ 3,690 | $ 7,962 | $ 5,211 | $ 7,517 | $ 45,914 | $ 24,380 | $ 31,554 |