Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 06, 2017 | |
Document and Entity Information | ||
Entity Registrant Name | GLOBAL PARTNERS LP | |
Entity Central Index Key | 1,323,468 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 33,995,563 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 10,855 | $ 10,028 |
Accounts receivable, net | 330,939 | 421,360 |
Accounts receivable-affiliates | 5,647 | 3,143 |
Inventories | 280,510 | 521,878 |
Brokerage margin deposits | 12,454 | 27,653 |
Derivate assets | 5,350 | 21,382 |
Prepaid expenses and other current assets | 77,175 | 70,022 |
Total current assets | 722,930 | 1,075,466 |
Property and equipment, net | 1,038,231 | 1,099,899 |
Intangible assets, net | 57,670 | 65,013 |
Goodwill | 291,455 | 294,768 |
Other assets | 37,892 | 28,874 |
Total assets | 2,148,178 | 2,564,020 |
Current liabilities: | ||
Accounts payable | 241,724 | 320,262 |
Working capital revolving credit facility-current portion | 39,200 | 274,600 |
Environmental liabilities-current portion | 5,329 | 5,341 |
Trustee taxes payable | 97,857 | 101,166 |
Accrued expenses and other current liabilities | 81,383 | 70,443 |
Derivative liabilities | 11,109 | 27,413 |
Total current liabilities | 476,602 | 799,225 |
Working capital revolving credit facility-less current portion | 100,000 | 150,000 |
Revolving credit facility | 190,000 | 216,700 |
Senior notes | 661,109 | 659,150 |
Environmental liabilities-less current portion | 52,712 | 57,724 |
Financing obligations | 152,463 | 152,444 |
Deferred tax liabilities | 64,181 | 66,054 |
Other long-term liabilities | 59,343 | 64,882 |
Total liabilities | 1,756,410 | 2,166,179 |
Global Partners LP equity: | ||
Common unitholders 33,995,563 units issued and 33,644,218 outstanding at September 30, 2017 and 33,995,563 units issued and 33,543,669 outstanding at December 31, 2016) | 395,219 | 401,044 |
General partner interest (0.67% interest with 230,303 equivalent units outstanding at September 30, 2017 and December 31, 2016) | (2,996) | (2,948) |
Accumulated other comprehensive loss | (4,213) | (5,441) |
Total Global Partners LP equity | 388,010 | 392,655 |
Noncontrolling interest | 3,758 | 5,186 |
Total partners' equity | 391,768 | 397,841 |
Total liabilities and partners' equity | $ 2,148,178 | $ 2,564,020 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares | Sep. 30, 2017 | Dec. 31, 2016 |
CONSOLIDATED BALANCE SHEETS | ||
Common unitholders, units issued | 33,995,563 | 33,995,563 |
Common unitholders, units outstanding | 33,644,218 | 33,543,669 |
General partner interest (as a percent) | 0.67% | 0.67% |
General partner interest, equivalent units outstanding | 230,303 | 230,303 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
CONSOLIDATED STATEMENTS OF OPERATIONS | ||||
Sales | $ 2,159,746 | $ 2,030,198 | $ 6,520,060 | $ 5,927,209 |
Cost of sales | 2,009,652 | 1,897,587 | 6,094,577 | 5,535,197 |
Gross profit | 150,094 | 132,611 | 425,483 | 392,012 |
Costs and operating expenses: | ||||
Selling, general and administrative expenses | 40,134 | 36,705 | 111,600 | 108,329 |
Operating expenses | 70,338 | 70,591 | 208,720 | 218,718 |
Amortization expense | 2,260 | 2,260 | 6,781 | 7,128 |
Net (gain) loss on sale and disposition of assets | 2,190 | 7,486 | (7,291) | 13,966 |
Goodwill and long-lived asset impairment | 809 | 147,817 | 809 | 149,972 |
Total costs and operating expenses | 115,731 | 264,859 | 320,619 | 498,113 |
Operating income (loss) | 34,363 | (132,248) | 104,864 | (106,101) |
Interest expense | (20,626) | (21,197) | (65,836) | (65,192) |
Income (loss) before income tax benefit (expense) | 13,737 | (153,445) | 39,028 | (171,293) |
Income tax benefit (expense) | 723 | (3,138) | (72) | (1,668) |
Net income (loss) | 14,460 | (156,583) | 38,956 | (172,961) |
Net loss attributable to noncontrolling interest | 418 | 37,032 | 1,242 | 39,076 |
Net income (loss) attributable to Global Partners LP | 14,878 | (119,551) | 40,198 | (133,885) |
Less: General partner’s interest in net income (loss), including incentive distribution rights | 100 | (801) | 270 | (897) |
Limited partners’ interest in net income (loss) | $ 14,778 | $ (118,750) | $ 39,928 | $ (132,988) |
Basic net income (loss) per limited partner unit | $ 0.44 | $ (3.54) | $ 1.19 | $ (3.97) |
Diluted net income (loss) per limited partner unit | $ 0.44 | $ (3.54) | $ 1.18 | $ (3.97) |
Basic weighted average limited partner units outstanding (in units) | 33,644 | 33,531 | 33,570 | 33,522 |
Diluted weighted average limited partner units outstanding (in units) | 33,945 | 33,531 | 33,839 | 33,522 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | ||||
Net income (loss) | $ 14,460 | $ (156,583) | $ 38,956 | $ (172,961) |
Other comprehensive income: | ||||
Change in fair value of cash flow hedges | 167 | 660 | 764 | 1,513 |
Change in pension liability | (105) | 169 | 464 | 543 |
Total other comprehensive income | 62 | 829 | 1,228 | 2,056 |
Comprehensive income (loss) | 14,522 | (155,754) | 40,184 | (170,905) |
Comprehensive loss attributable to noncontrolling interest | 418 | 37,032 | 1,242 | 39,076 |
Comprehensive income (loss) attributable to Global Partners LP | $ 14,940 | $ (118,722) | $ 41,426 | $ (131,829) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities | ||
Net income (loss) | $ 38,956 | $ (172,961) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 79,423 | 86,474 |
Amortization of deferred financing fees | 4,295 | 4,467 |
Amortization of leasehold interests | 562 | 939 |
Amortization of senior notes discount | 1,079 | 1,039 |
Bad debt expense | 622 | 50 |
Unit-based compensation expense | 1,415 | 3,094 |
Write-off of financing fees | 573 | 1,828 |
Net (gain) loss on sale and disposition of assets | (7,291) | 13,966 |
Goodwill and long-lived asset impairment | 809 | 149,972 |
Changes in operating assets and liabilities, excluding net assets acquired: | ||
Accounts receivable | 89,799 | 30,296 |
Accounts receivable - affiliate | (2,504) | 243 |
Inventories | 240,462 | (51,773) |
Broker margin deposits | 15,199 | 12,646 |
Prepaid expenses, all other current assets and other assets | (19,400) | (6,226) |
Accounts payable | (78,538) | (71,611) |
Trustee taxes payable | (3,309) | (11,381) |
Change in derivatives | (1,764) | 34,116 |
Accrued expenses, all other current liabilities and other long-term liabilities | 2,053 | (11,018) |
Net cash provided by (used in) operating activities | 362,441 | 14,160 |
Cash flows from investing activities | ||
Capital expenditures | (31,646) | (54,738) |
Proceeds from sale of property and equipment | 29,804 | 58,917 |
Net cash (used in) provided by investing activities | (1,842) | 4,179 |
Cash flows from financing activities | ||
Proceeds from sale-leaseback, net | 62,476 | |
Repurchased units withheld for tax obligations | (516) | |
Noncontrolling interest capital contribution | 279 | |
Distribution to noncontrolling interest | (465) | (1,798) |
Distributions to partners | (46,970) | (46,890) |
Net cash used in financing activities | (359,772) | (4,512) |
Cash and cash equivalents | ||
Increase in cash and cash equivalents | 827 | 13,827 |
Cash and cash equivalents at beginning of period | 10,028 | 1,116 |
Cash and cash equivalents at end of period | 10,855 | 14,943 |
Supplemental information | ||
Cash paid during the period for interest | 36,892 | 49,548 |
Revolving Credit Facility [Member] | ||
Cash flows from financing activities | ||
Net (payments on) borrowings from credit facility | (26,700) | (88,200) |
Working Capital Facility [Member] | ||
Cash flows from financing activities | ||
Net (payments on) borrowings from credit facility | $ (285,400) | $ 69,900 |
CONSOLIDATED STATEMENTS OF PART
CONSOLIDATED STATEMENTS OF PARTNERS' EQUITY - USD ($) $ in Thousands | Common Unitholders | General Partner Interest | Accumulated Other Comprehensive Loss | Noncontrolling Interest | Total |
Balance, beginning of period at Dec. 31, 2016 | $ 401,044 | $ (2,948) | $ (5,441) | $ 5,186 | $ 397,841 |
Increase (Decrease) in Partners' Capital | |||||
Net income (loss) | 39,928 | 270 | (1,242) | 38,956 | |
Noncontrolling interest capital contribution | 279 | 279 | |||
Distribution to noncontrolling interest | (465) | (465) | |||
Other comprehensive income | 1,228 | 1,228 | |||
Unit-based compensation | 1,415 | 1,415 | |||
Repurchased units withheld for tax obligation | (516) | (516) | |||
Distributions to partners | (47,169) | (318) | (47,487) | ||
Dividends on repurchased units | 517 | 517 | |||
Balance, end of period at Sep. 30, 2017 | 395,219 | (2,996) | (4,213) | 3,758 | 391,768 |
Balance, beginning of period at Jun. 30, 2017 | (4,275) | ||||
Increase (Decrease) in Partners' Capital | |||||
Net income (loss) | 14,460 | ||||
Other comprehensive income | 62 | ||||
Balance, end of period at Sep. 30, 2017 | $ 395,219 | $ (2,996) | $ (4,213) | $ 3,758 | $ 391,768 |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
Sep. 30, 2017 | |
Organization and Basis of Presentation | |
Organization and Basis of Presentation | Note 1. Organization and Basis of Presentation Organization Global Partners LP (the “Partnership”) is a midstream logistics and marketing master limited partnership formed in March 2005 engaged in the purchasing, selling, storing and logistics of transporting petroleum and related products, including gasoline and gasoline blendstocks (such as ethanol), distillates (such as home heating oil, diesel and kerosene), residual oil, renewable fuels, crude oil and propane. The Partnership owns, controls or has access to one of the largest terminal networks of refined petroleum products and renewable fuels in Massachusetts, Maine, Connecticut, Vermont, New Hampshire, Rhode Island, New York, New Jersey and Pennsylvania (collectively, the “Northeast”). The Partnership is one of the largest distributors of gasoline, distillates, residual oil and renewable fuels to wholesalers, retailers and commercial customers in the New England states and New York. The Partnership is also one of the largest independent owners, suppliers and operators of gasoline stations and convenience stores with locations throughout the New England states and New York. As of September 30, 2017, the Partnership had a portfolio of 1,435 owned, leased and/or supplied gasoline stations, including 234 directly operated convenience stores, in the Northeast, Maryland and Virginia. The Partnership also receives revenue from convenience store sales, rental income and sundries. In addition, the Partnership owns transload and storage terminals in North Dakota and Oregon that extend its origin-to-destination capabilities from the mid-continent region of the United States and Canada. Global GP LLC, the Partnership’s general partner (the “General Partner”), manages the Partnership’s operations and activities and employs its officers and substantially all of its personnel, except for most of its gasoline station and convenience store employees who are employed by Global Montello Group Corp. (“GMG”), a wholly owned subsidiary of the Partnership. The General Partner, which holds a 0.67% general partner interest in the Partnership, is owned by affiliates of the Slifka family. As of September 30, 2017, affiliates of the General Partner, including its directors and executive officers and their affiliates, owned 7,403,798 common units, representing a 21.8% limited partner interest. Recent Transactions Amended and Restated Credit Agreement — On April 25, 2017, the Partnership and certain of its subsidiaries entered into a third amended and restated credit agreement with aggregate commitments of $1.3 billion and a maturity date of April 30, 2020. See Note 7 for additional information. Sale of Natural Gas and Electricity Brokerage Businesses — On February 1, 2017, the Partnership completed the sale of its natural gas marketing and electricity brokerage businesses for a purchase price of approximately $17.3 million, subject to customary closing adjustments. Proceeds from the sale amounted to approximately $16.3 million, and the Partnership realized a gain on the sale of $14.2 million. The sale of the natural gas marketing and electricity brokerage businesses reflects the Partnership’s ongoing program to monetize non-strategic assets not fundamental to its growth strategy. Prior to the sale, the results of natural gas marketing and electricity brokerage businesses were included in the Commercial segment. See Note 6. Basis of Presentation The accompanying consolidated financial statements as of September 30, 2017 and December 31, 2016 and for the three and nine months ended September 30, 2017 and 2016 reflect the accounts of the Partnership. Upon consolidation, all intercompany balances and transactions have been eliminated. The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and reflect all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of the financial condition and operating results for the interim periods. The interim financial information, which has been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), should be read in conjunction with the consolidated financial statements for the year ended December 31, 2016 and notes thereto contained in the Partnership’s Annual Report on Form 10-K. The significant accounting policies described in Note 2, “Summary of Significant Accounting Policies,” of such Annual Report on Form 10-K are the same used in preparing the accompanying consolidated financial statements. The results of operations for the three and nine months ended September 30, 2017 are not necessarily indicative of the results of operations that will be realized for the entire year ending December 31, 2017. The consolidated balance sheet at December 31, 2016 has been derived from the audited consolidated financial statements included in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2016. Noncontrolling Interest The Partnership acquired a 60% interest in Basin Transload, LLC (“Basin Transload”) on February 1, 2013. After evaluating Accounting Standards Codification (“ASC”) Topic 810, “Consolidations,” the Partnership concluded it is appropriate to consolidate the balance sheet and statements of operations of Basin Transload based on an evaluation of the outstanding voting interests. Amounts pertaining to the noncontrolling ownership interest held by third parties in the financial position and operating results of the Partnership are reported as a noncontrolling interest in the accompanying consolidated balance sheets and statements of operations. Concentration of Risk Due to the nature of the Partnership’s business and its reliance, in part, on consumer travel and spending patterns, the Partnership may experience more demand for gasoline during the late spring and summer months than during the fall and winter. Travel and recreational activities are typically higher in these months in the geographic areas in which the Partnership operates, increasing the demand for gasoline. Therefore, the Partnership’s volumes in gasoline are typically higher in the second and third quarters of the calendar year. As demand for some of the Partnership’s refined petroleum products, specifically home heating oil and residual oil for space heating purposes, is generally greater during the winter months, heating oil and residual oil volumes are generally higher during the first and fourth quarters of the calendar year. These factors may result in fluctuations in the Partnership’s quarterly operating results. The following table presents the Partnership’s product sales and other revenues as a percentage of the consolidated sales for the periods presented: Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Gasoline sales: gasoline and gasoline blendstocks (such as ethanol) 71 % 71 % 65 % 66 % Crude oil sales and crude oil logistics revenue 5 % 6 % 6 % 7 % Distillates (home heating oil, diesel and kerosene), residual oil, natural gas and propane sales 20 % 18 % 25 % 22 % Convenience store sales, rental income and sundries 4 % 5 % 4 % 5 % Total 100 % 100 % 100 % 100 % The following table presents the Partnership’s product margin by segment as a percentage of the consolidated product margin for the periods presented: Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Wholesale segment 21 % 10 % 24 % 19 % Gasoline Distribution and Station Operations segment 76 % 87 % 73 % 77 % Commercial segment 3 % 3 % 3 % 4 % Total 100 % 100 % 100 % 100 % See Note 15, “Segment Reporting,” for additional information on the Partnership’s operating segments. None of the Partnership’s customers accounted for greater than 10% of total sales for the three and nine months ended September 30, 2017 and 2016. |
Net (Loss) Income Per Limited P
Net (Loss) Income Per Limited Partner Unit | 9 Months Ended |
Sep. 30, 2017 | |
Net (Loss) Income Per Limited Partner Unit | |
Net (Loss) Income Per Limited Partner Unit | Note 2. Net Income (Loss) Per Limited Partner Unit Under the Partnership’s partnership agreement, for any quarterly period, the incentive distribution rights (“IDRs”) participate in net income only to the extent of the amount of cash distributions actually declared, thereby excluding the IDRs from participating in the Partnership’s undistributed net income or losses. Accordingly, the Partnership’s undistributed net income or losses is assumed to be allocated to the common unitholders, or limited partners’ interest, and to the General Partner’s general partner interest. Common units outstanding as reported in the accompanying consolidated financial statements at September 30, 2017 and December 31, 2016 excluded 351,345 and 451,894 common units, respectively, held on behalf of the Partnership pursuant to its repurchase program (see Note 12). The decrease in common units outstanding from December 31, 2016 is primarily due to a long-term incentive plan award that vested during the nine months ended September 30, 2017. These units are not deemed outstanding for purposes of calculating net income (loss) per limited partner unit (basic and diluted). The following table provides a reconciliation of net income (loss) and the assumed allocation of net income (loss) to the limited partners’ interest for purposes of computing net income (loss) per limited partner unit for the periods presented (in thousands, except per unit data): Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Limited General Limited General Partner Partner Partner Partner Numerator: Total Interest Interest IDRs Total Interest Interest IDRs Net income (loss) attributable to Global Partners LP $ 14,878 $ 14,778 $ 100 $ — $ (119,551) $ (118,750) $ (801) $ — Declared distribution $ 15,829 $ 15,723 $ 106 $ — $ 15,829 $ 15,723 $ 106 $ — Assumed allocation of undistributed net income (loss) (951) (945) (6) — (135,380) (134,473) (907) — Assumed allocation of net income (loss) $ 14,878 $ 14,778 $ 100 $ — $ (119,551) $ (118,750) $ (801) $ — Denominator: Basic weighted average limited partner units outstanding 33,644 33,531 Dilutive effect of phantom units 301 — Diluted weighted average limited partner units outstanding 33,945 33,531 Basic net income (loss) per limited partner unit $ 0.44 $ (3.54) Diluted net income (loss) per limited partner unit (1) $ 0.44 $ (3.54) (1) Basic limited partner units were used to calculate diluted net loss per limited partner unit for the three months ended September 30, 2016, as using the effects of phantom units would have an anti-dilutive effect on net loss per limited partner unit. Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Limited General Limited General Partner Partner Partner Partner Numerator: Total Interest Interest IDRs Total Interest Interest IDRs Net income (loss) attributable to Global Partners LP $ 40,198 $ 39,928 $ 270 $ — $ (133,885) $ (132,988) $ (897) $ — Declared distribution $ 47,487 $ 47,169 $ 318 $ — $ 47,487 $ 47,169 $ 318 $ — Assumed allocation of undistributed net income (loss) (7,289) (7,241) (48) — (181,372) (180,157) (1,215) — Assumed allocation of net income (loss) $ 40,198 $ 39,928 $ 270 $ — $ (133,885) $ (132,988) $ (897) $ — Denominator: Basic weighted average limited partner units outstanding 33,570 33,522 Dilutive effect of phantom units 269 — Diluted weighted average limited partner units outstanding 33,839 33,522 Basic net income (loss) per limited partner unit $ 1.19 $ (3.97) Diluted net income (loss) per limited partner unit (1) $ 1.18 $ (3.97) (1) Basic limited partner units were used to calculate diluted net loss per limited partner unit for the nine months ended September 30, 2016, as using the effects of phantom units would have an anti-dilutive effect on net loss per limited partner unit. The board of directors of the General Partner declared the following quarterly cash distributions: Per Unit Cash Distribution Declared for the Cash Distribution Declaration Date Distribution Declared Quarterly Period Ended April 28, 2017 $ 0.4625 March 31, 2017 July 28, 2017 $ 0.4625 June 30, 2017 October 27, 2017 $ 0.4625 September 30, 2017 See Note 13, “Partners’ Equity and Cash Distributions” for further information. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2017 | |
Inventories | |
Inventories | Note 3. Inventories The Partnership hedges substantially all of its petroleum and ethanol inventory using a variety of instruments, primarily exchange-traded futures contracts. These futures contracts are entered into when inventory is purchased and are either designated as fair value hedges against the inventory on a specific barrel basis for inventories qualifying for fair value hedge accounting or not designated and maintained as economic hedges against certain inventory of the Partnership on a specific barrel basis. Changes in fair value of these futures contracts, as well as the offsetting change in fair value on the hedged inventory, are recognized in earnings as an increase or decrease in cost of sales. All hedged inventory designated in a fair value hedge relationship is valued using the lower of cost, as determined by specific identification, or net realizable value, as determined at the product level. All petroleum and ethanol inventory not designated in a fair value hedging relationship is carried at the lower of historical cost, on a first-in, first-out basis, or net realizable value. Convenience store inventory and Renewable Identification Numbers (“RINs”) inventory are carried at the lower of historical cost or net realizable value. Inventories consisted of the following (in thousands): September 30, December 31, 2017 2016 Distillates: home heating oil, diesel and kerosene $ 119,826 $ 180,272 Gasoline 77,887 101,368 Gasoline blendstocks 34,035 54,582 Crude oil 18,759 136,113 Residual oil 13,577 29,536 Propane and other 728 3,167 Renewable identification numbers (RINs) 435 631 Convenience store inventory 15,263 16,209 Total $ 280,510 $ 521,878 In addition to its own inventory, the Partnership has exchange agreements for petroleum products and ethanol with unrelated third-party suppliers, whereby it may draw inventory from these other suppliers and suppliers may draw inventory from the Partnership. Positive exchange balances are accounted for as accounts receivable and amounted to $6.6 million and $4.0 million at September 30, 2017 and December 31, 2016, respectively. Negative exchange balances are accounted for as accounts payable and amounted to $15.4 million and $13.4 million at September 30, 2017 and December 31, 2016, respectively. Exchange transactions are valued using current carrying costs. |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets | |
Goodwill | Note 4. Goodwill The following table presents changes in goodwill, all of which has been allocated to the Gasoline Distribution and Station Operations (“GDSO”) segment (in thousands): Balance at December 31, 2016 $ 294,768 Disposals (1) (3,313) Balance at September 30, 2017 $ 291,455 (1) Disposals represent derecognition of goodwill associated with the sale and disposition of certain assets. See Note 6. During each of the three and nine months ended September 30, 2016, the Partnership recognized a goodwill impairment charge of $121.7 million related to the Wholesale reporting unit. Please read Note 2 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2016 for a description of the facts and circumstances related to the goodwill impairment charge. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2017 | |
Property and Equipment | |
Property and Equipment | Note 5. Property and Equipment Property and equipment consisted of the following (in thousands): September 30, December 31, 2017 2016 Buildings and improvements $ 1,004,098 $ 984,373 Land 407,653 418,025 Fixtures and equipment 41,481 40,354 Idle plant assets 30,500 30,500 Construction in process 18,385 42,069 Capitalized internal use software 35,818 20,097 Total property and equipment 1,537,935 1,535,418 Less accumulated depreciation 499,704 435,519 Total $ 1,038,231 $ 1,099,899 Property and equipment includes assets held for sale of $6.5 million and $17.5 million at September 30, 2017 and December 31, 2016, respectively. At September 30, 2017, the Partnership had a $58.5 million remaining net book value of long-lived assets at its West Coast facility, including $30.5 million related to the Partnership’s ethanol plant acquired in 2013. In 2016, the Partnership shifted the facility from crude oil to ethanol transloading and began transloading ethanol. The Partnership would need to take certain measures to prepare the facility for ethanol production in order to place the plant into service. Therefore, the $30.5 million related to the ethanol plant was included in property and equipment and classified as idle plant assets at September 30, 2017 and December 31, 2016. If the Partnership is unable to generate cash flows to support the recoverability of the plant and facility assets, this may become an indicator of potential impairment of the West Coast facility. Associated with the fair value appraisals determined by third-party valuation specialists in support of the Partnership’s 2016 step two goodwill impairment test, the Partnership received an estimated fair value for the West Coast facility significantly in excess of the $58.5 million remaining net book value. The estimated fair value obtained was based on market comparable transactions for sale of ethanol plant assets, both active and idle, at the time of sale. While the fair value analysis was not prepared or obtained to support the recoverability of the West Coast facility or idle plant assets, the Partnership does not believe that changes in assumptions would impact the estimated fair value such that it might result in a fair value estimate of the West Coast facility that would be less than the $58.5 million net book value at September 30, 2017. The Partnership will continue to monitor the market for ethanol, the continued business development of this facility for either ethanol or crude oil transloading, and the related impact this may have on the facility’s operating cash flows and whether this would constitute an impairment indicator. Evaluation of Long-Lived Asset Impairment for the Three and Nine Months Ended September 30, 2017 During each of the three and nine months ended September 30, 2017, the Partnership recognized an impairment charge of $0.8 million relating to long-lived assets used at certain gasoline stations and convenience stores. These assets are allocated to the GDSO segment, and the impairment is included in goodwill and long-lived asset impairment in the accompanying statements of operations for the three and nine months ended September 30, 2017. Evaluation of Long-Lived Asset Impairment for the Three and Nine Months Ended September 30, 2016 During each of the three and nine months ended September 30, 2016, the Partnership recognized an impairment charge of $23.2 million relating to long-lived assets used at its crude oil transloading terminals in North Dakota and $2.9 million associated with certain long-lived assets at its Albany, New York terminal and all development work in Port Arthur, Texas associated with the initial investments related to expanding the Partnership’s ability to handle crude oil at those locations. These terminal assets are allocated to the Wholesale segment, and the total impairment charge of $26.1 million is included in goodwill and long-lived asset impairment in the accompanying statements of operations for the three and nine months ended September 30, 2016. During the nine months ended September 30, 2016, the Partnership also recognized an impairment charge of $1.9 million associated with the long-lived assets used in supplying compressed natural gas (“CNG”) which is viewed as an alternative fuel to oil. The CNG assets were allocated to the Commercial segment. On November 1, 2016, the Partnership sold its CNG assets. In addition, the Partnership recognized an impairment charge of $0.3 million for the nine months ended September 30, 2016 associated with the long-lived assets of one discrete GDSO site in its GDSO reporting unit. Please read Note 2 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2016 for a description of the facts and circumstances related to the long-lived asset impairment charges. |
Sales and Disposition of Assets
Sales and Disposition of Assets | 9 Months Ended |
Sep. 30, 2017 | |
Sales and Disposition of Assets | |
Sales and Dispositions of Assets | Note 6. Sales and Disposition of Assets The following table provides the Partnership’s (gain) loss on sale and dispositions of assets for the periods presented (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Sale of natural gas brokerage and electricity businesses $ — $ — $ (14,172) $ — Periodic divestiture of gasoline stations 77 (139) 253 518 Strategic asset divestiture program - Mirabito disposition — 3,850 — 3,850 Strategic asset divestiture program - Real estate firm coordinated sale 375 (201) 825 (201) Loss on assets held for sale 1,571 4,000 5,010 9,644 Other 167 (24) 793 155 Net loss (gain) on sale and disposition of assets $ 2,190 $ 7,486 $ (7,291) $ 13,966 Sale of Natural Gas and Electricity Brokerage Businesses On February 1, 2017, the Partnership completed the sale of its natural gas marketing and electricity brokerage businesses for a purchase price of approximately $17.3 million, subject to customary closing adjustments. Proceeds from the sale amounted to approximately $16.3 million, and the Partnership realized a gain on the sale of $14.2 million for the nine months ended September 30, 2017. See Note 1. Periodic Divestiture of Gasoline Stations As part of the routine course of operations in the GDSO segment, the Partnership may periodically divest certain gasoline stations. The gain or loss on the sale, representing cash proceeds less net book value of assets and recognized liabilities at disposition, net of settlement and dispositions costs, is recorded in net loss (gain) on sale and disposition of assets in the accompanying consolidated statements of operations and amounted to a $0.1 million loss and a $0.1 million gain for the three months ended September 30, 2017 and 2016 respectively, and losses of $0.3 million and $0.5 million for the nine months ended September 30, 2017 and 2016, respectively. Strategic Asset Divestiture Program The Partnership identified certain non-strategic GDSO sites that are part of its Strategic Asset Divestiture Program (the “Divestiture Program”). Mirabito Disposition — On August 22, 2016, Drake Petroleum Company, Inc., an indirect wholly owned subsidiary of the Partnership, completed its sale to Mirabito Holdings, Inc. (“Mirabito”) of 30 gasoline stations and convenience stores located in New York and Pennsylvania (the “Drake Sites”) for an aggregate total cash purchase price of approximately $40.0 million (the “Mirabito Disposition”). The gain or loss on the sale, representing cash proceeds less net book value of assets and recognized liabilities at disposition, net of settlement and disposition costs, is recorded in net loss (gain) on sale and disposition of assets in the accompanying consolidated statements of operations and amounted to a $3.9 million loss for the three and nine months ended September 30, 2016, including the derecognition of $12.8 million of GDSO goodwill. Real Estate Firm Coordinated Sale— The Partnership has retained a real estate firm to coordinate the continuing sale of non-strategic GDSO sites. As of September 30, 2017 and since the Divesture Program was implemented, the Partnership has completed the sale of 59 of these sites, of which 6 sites and 30 sites were sold during the three and nine months ended September 30, 2017, respectively. The gain or loss on the sale, representing cash proceeds less net book value of assets and recognized liabilities at disposition, net of settlement and dispositions costs, is recorded in net loss (gain) on sale and disposition of assets in the accompanying consolidated statements of operations and amounted to $0.4 million and ($0.2 million) for the three months ended September 30, 2017 and 2016, respectively, and $0.8 million and ($0.2 million) for the nine months ended September 30, 2017 and 2016, respectively. The losses for the three and nine months ended September 30, 2017 include the derecognition of GDSO goodwill in the amount of $0.4 million and $3.3 million for these respective periods. As of September 30, 2017, the criteria to be presented as held for sale was met for 10 of the remaining sites. Loss on Assets Held for Sale In conjunction with the periodic divestiture of gasoline stations and the sale of sites within the Divestiture Program, the Partnership may classify certain gasoline station assets as held for sale. The Partnership classified 11 sites and 17 sites as held for sale at September 30, 2017 and December 31, 2016, respectively, which are periodic divestiture gasoline station sites. The Partnership recorded impairment charges related to these assets held for sale in the amount of $0.1 million and $0 for the three months ended September 30, 2017 and 2016, respectively, and $0.4 million and $5.6 million for the nine months ended September 30, 2017 and 2016, respectively, which are included in net loss (gain) on sale and disposition of assets in the accompanying consolidated statements of operations. Additionally, the Partnership classified 10 sites associated with the real estate firm coordinated sale discussed above as held for sale at September 30, 2017. The Partnership recorded impairment charges related to these assets held for sale in the amount of $1.5 million and $4.6 million for the three and nine months ended September 30, 2017, respectively, which are included in net loss (gain) on sale and disposition of assets in the accompanying consolidated statements of operations. The Partnership recorded impairment charges related to assets held for sale at September 30, 2016 of $4.0 million for each the three and nine months ended September 30, 2016. Assets held for sale of $6.5 million and $17.5 million at September 30, 2017 and December 31, 2016, respectively, are included in property and equipment in the accompanying balance sheets. Assets held for sale are expected to be sold within the next 12 months. Other The Partnership recognizes gains and losses on the sale and disposition of other assets, including vehicles, fixtures and equipment, and the gain or loss on such other assets are included in other in the aforementioned table. |
Debt and Financing Obligations
Debt and Financing Obligations | 9 Months Ended |
Sep. 30, 2017 | |
Debt and Financing Obligations | |
Debt and Financing Obligations | Note 7. Debt and Financing Obligations Credit Agreement On April 25, 2017, the Partnership, its operating company, its operating subsidiaries and GLP Finance Corp., as borrowers, entered into a Third Amended and Restated Credit Agreement (the “Credit Agreement”), with Aggregate Commitments (as defined in the Credit Agreement) available in the amount of $1.3 billion. The Credit Agreement matures on April 30, 2020. There are two facilities under the Credit Agreement: · a working capital revolving credit facility to be used for working capital purposes and letters of credit in the principal amount equal to the lesser of the Partnership’s borrowing base and $850.0 million; and · a $450.0 million revolving credit facility to be used for acquisitions, joint ventures, capital expenditures, letters of credit and general corporate purposes. In addition, the Credit Agreement has an accordion feature whereby the Partnership may request on the same terms and conditions then applicable to the Credit Agreement, provided no Event of Default (as defined in the Credit Agreement) then exists, an increase to the working capital revolving credit facility, the revolving credit facility, or both, by up to another $300.0 million, in the aggregate, for a total credit facility of up to $1.6 billion. Any such request for an increase must be in a minimum amount of $25.0 million. The Partnership cannot provide assurance, however, that its lending group will agree to fund any request by the Partnership for additional amounts in excess of the total available commitments of $1.3 billion. In addition, the Credit Agreement includes a swing line pursuant to which Bank of America, N.A., as the swing line lender, may make swing line loans in U.S. dollars in an aggregate amount equal to the lesser of (a) $75.0 million and (b) the Aggregate WC Commitments (as defined in the Credit Agreement). Swing line loans will bear interest at the Base Rate (as defined in the Credit Agreement). The swing line is a sub-portion of the working capital revolving credit facility and is not an addition to the total available commitments of $1.3 billion. Borrowings under the Credit Agreement are available in U.S. dollars and Canadian dollars. The aggregate amount of loans made under the Credit Agreement denominated in Canadian dollars cannot exceed $200.0 million. Availability under the working capital revolving credit facility is subject to a borrowing base which is redetermined from time to time and based on specific advance rates on eligible current assets. Under the Credit Agreement, borrowings under the working capital revolving credit facility cannot exceed the then current borrowing base. Availability under the borrowing base may be affected by events beyond the Partnership’s control, such as changes in petroleum product prices, collection cycles, counterparty performance, advance rates and limits and general economic conditions. These and other events could require the Partnership to seek waivers or amendments of covenants or alternative sources of financing or to reduce expenditures. The Partnership can provide no assurance that such waivers, amendments or alternative financing could be obtained or, if obtained, would be on terms acceptable to the Partnership. Borrowings under the working capital revolving credit facility bear interest at (1) the Eurocurrency rate plus 2.00% to 2.50%, (2) the cost of funds rate plus 2.00% to 2.50%, or (3) the base rate plus 1.00% to 1.50%, each depending on the Utilization Amount (as defined in the Credit Agreement). Borrowings under the revolving credit facility bear interest at (1) the Eurocurrency rate plus 2.00% to 3.00%, (2) the cost of funds rate plus 2.00% to 3.00%, or (3) the base rate plus 1.00% to 2.00%, each depending on the Combined Total Leverage Ratio (as defined in the Credit Agreement). The average interest rates for the Credit Agreement were 3.7% and 3.4% for the three months ended September 30, 2017 and 2016, respectively, and 3.6% and 3.6% for the nine months ended September 30, 2017 and 2016, respectively. The increase for the three months ended September 30, 2017 compared to the three months ended September 30, 2016 was due to increases in market interest rates. The Credit Agreement provides for a letter of credit fee equal to the then applicable working capital rate or then applicable revolver rate (each such rate as defined in the Credit Agreement) per annum for each letter of credit issued. In addition, the Partnership incurs a commitment fee on the unused portion of each facility under the Credit Agreement, ranging from 0.35% to 0.50% per annum. The Partnership classifies a portion of its working capital revolving credit facility as a current liability and a portion as a long-term liability. The portion classified as a long-term liability represents the amounts expected to be outstanding during the entire year based on an analysis of historical daily borrowings under the working capital revolving credit facility, the seasonality of borrowings, forecasted future working capital requirements and forward product curves, and because the Partnership has a multi-year, long-term commitment from its bank group. Accordingly, at September 30, 2017, the Partnership estimated working capital revolving credit facility borrowings will equal or exceed $100.0 million over the next twelve months and, therefore, classified $39.2 million as the current portion at September 30, 2017, representing the amount the Partnership expects to pay down over the next twelve months. The long-term portion of the working capital revolving credit facility was $100.0 million and $150.0 million at September 30, 2017 and December 31, 2016, respectively, and the current portion was $39.2 million and $274.6 million at September 30, 2017 and December 31, 2016, respectively. The decrease in total borrowings under the working capital revolving credit facility of $285.4 million from December 31, 2016 was primarily due to reduced inventory volume in part due to a change in market structure, and decreases in accounts receivable and inventories, primarily due to the change in activity relating to the heating season. As of September 30, 2017, the Partnership had total borrowings outstanding under the Credit Agreement of $329.2 million, including $190.0 million outstanding on the revolving credit facility. In addition, the Partnership had outstanding letters of credit of $26.3 million. Subject to borrowing base limitations, the total remaining availability for borrowings and letters of credit was $944.5 million and $764.8 million at September 30, 2017 and December 31, 2016, respectively. The Credit Agreement is secured by substantially all of the assets of the Partnership and the Partnership’s wholly-owned subsidiaries and is guaranteed by the Partnership and its subsidiaries, Bursaw Oil LLC, Global Partners Energy Canada ULC, Warex Terminals Corporation, Drake Petroleum Company, Inc., Puritan Oil Company, Inc. and Maryland Oil Company, Inc. The Credit Agreement imposes certain requirements on the borrowers including, for example, a prohibition against distributions if any potential default or Event of Default (as defined in the Credit Agreement) would occur as a result thereof, and certain limitations on the Partnership’s ability to grant liens, make certain loans or investments, incur additional indebtedness or guarantee other indebtedness, make any material change to the nature of the Partnership’s business or undergo a fundamental change, make any material dispositions, acquire another company, enter into a merger, consolidation, sale-leaseback transaction or purchase of assets, or make capital expenditures in excess of specified levels. The Credit Agreement also includes certain baskets that were not included in the prior credit agreement, including: (i) a $25.0 million general secured indebtedness basket, (ii) a $25.0 million general investment basket, (iii) a $75.0 million secured indebtedness basket to permit the borrowers to enter into a Contango Facility (as defined in the Credit Agreement), (iv) a Sale/Leaseback Transaction (as defined in the Credit Agreement) basket of $100.0 million, and (v) a basket of $50.0 million in an aggregate amount over the life of the Credit Agreement for the purchase of common units of the Partnership, provided that no Event of Default exists or would occur immediately following such purchase(s). In addition, the Credit Agreement provides the ability for the borrowers to repay certain junior indebtedness, subject to a $100.0 million cap, so long as no Event of Default has occurred or will exist immediately after making such repayment. The Credit Agreement imposes financial covenants that require the Partnership to maintain certain minimum working capital amounts, a minimum combined interest coverage ratio, a maximum senior secured leverage ratio and a maximum total leverage ratio. The Partnership was in compliance with the foregoing covenants at September 30, 2017. The Credit Agreement also contains a representation whereby there can be no event or circumstance, either individually or in the aggregate, that has had or could reasonably be expected to have a Material Adverse Effect (as defined in the Credit Agreement). In addition, the Credit Agreement limits distributions by the Partnership to its unitholders to the amount of Available Cash (as defined in the Partnership’s partnership agreement). Senior Notes The Partnership had 6.25% senior notes due 2022 and 7.00% senior notes due 2023 outstanding at September 30, 2017. Please read Note 6 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2016 for additional information on these senior notes. Financing Obligations Capitol Acquisition On June 1, 2015, the Partnership acquired retail gasoline stations and dealer supply contracts from Capitol Petroleum Group (“Capitol”). In connection with the acquisition, the Partnership assumed a financing obligation of $89.6 million associated with two sale-leaseback transactions by Capitol for 53 leased sites that did not meet the criteria for sale accounting. During the terms of these leases, which expire in May 2028 and September 2029, in lieu of recognizing lease expense for the lease rental payments, the Partnership incurs interest expense associated with the financing obligation. Interest expense of approximately $2.4 million was recorded for each of the three months ended September 30, 2017 and 2016, and $7.2 million was recorded for each of the nine months ended September 30, 2017 and 2016 and is included in interest expense in the accompanying statements of operations. The financing obligation will amortize through expiration of the leases based upon the lease rental payments which were $2.4 million for each of the three months ended September 30, 2017 and 2016, and $7.2 million and $7.1 million for the nine months ended September 30, 2017 and 2016, respectively. The financing obligation balance outstanding at September 30, 2017 was $89.9 million associated with the Capitol acquisition. Sale-Leaseback Transaction On June 29, 2016, the Partnership sold to a premier institutional real estate investor (the “Buyer”) real property assets, including the buildings, improvements and appurtenances thereto, at 30 gasoline stations and convenience stores located in Connecticut, Maine, Massachusetts, New Hampshire and Rhode Island (the “Sale-Leaseback Sites”) for a purchase price of approximately $63.5 million. In connection with the sale, the Partnership entered into a Master Unitary Lease Agreement with the Buyer to lease back the real property assets sold with respect to the Sale-Leaseback Sites (such Master Lease Agreement, together with the Sale-Leaseback Sites, the “Sale-Leaseback Transaction”). The Master Unitary Lease Agreement provides for an initial term of fifteen years that expires in 2031. The Partnership has one successive option to renew the lease for a ten-year period followed by two successive options to renew the lease for five-year periods on the same terms, covenants, conditions and rental as the primary non-revocable lease term. The Partnership does not have any residual interest nor the option to repurchase any of the sites at the end of the lease term. The proceeds from the Sale-Leaseback Transaction were used to reduce indebtedness outstanding under the Partnership’s revolving credit facility. The sale did not meet the criteria for sale accounting as of September 30, 2017 due to prohibited continuing involvement. Specifically, the sale is considered a partial-sale transaction, which is a form of continuing involvement as the Partnership did not transfer to the Buyer the storage tank systems which are considered integral equipment of the Sale-Leaseback Sites. Additionally, a portion of the sold sites have material sub-lease arrangements, which is also a form of continuing involvement. As the sale of the Sale-Leaseback Sites did not meet the criteria for sale accounting, the Partnership did not recognize a gain or loss on the sale of the Sale-Leaseback Sites for the three and nine months ended September 30, 2017. As a result of not meeting the criteria for sale accounting for these sites, the Sale-Leaseback Transaction is accounted for as a financing arrangement. As such, the property and equipment sold and leased back by the Partnership has not been derecognized and continues to be depreciated. The Partnership recognized a corresponding financing obligation of $62.5 million equal to the $63.5 million cash proceeds received for the sale of these sites, net of $1.0 million financing fees. During the term of the lease, which expires in June 2031, in lieu of recognizing lease expense for the lease rental payments, the Partnership incurs interest expense associated with the financing obligation. Lease rental payments are recognized as both interest expense and a reduction of the principal balance associated with the financing obligation. Interest expense and lease rental payments were $1.1 million for each of the three months ended September 30, 2017 and 2016, and $3.3 million and $1.1 million for the nine months ended September 30, 2017 and 2016, respectively. The financing obligation balance outstanding at September 30, 2017 was $62.5 million associated with the Sale-Leaseback Transaction. Deferred Financing Fees The Partnership incurs bank fees related to its Credit Agreement and other financing arrangements. These deferred financing fees are capitalized and amortized over the life of the Credit Agreement or other financing arrangements. In connection with the amendment to the Credit Agreement in April 2017, the Partnership capitalized additional financing fees of $8.0 million. The Partnership had unamortized deferred financing fees of $17.2 million and $14.1 million at September 30, 2017 and December 31, 2016, respectively. Unamortized fees related to the Credit Agreement are included in other current assets and other long-term assets and amounted to $10.6 million and $6.5 million at September 30, 2017 and December 31, 2016, respectively. Unamortized fees related to the senior notes are presented as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts, and amounted to $5.7 million and $6.6 million at September 30, 2017 and December 31, 2016, respectively. Unamortized fees related to the Sale-Leaseback Transaction are presented as a direct deduction from the carrying amount of the financing obligation and amounted to $0.9 million and $1.0 million at September 30, 2017 and December 31, 2016, respectively. On April 25, 2017, the Partnership entered into the Credit Agreement, a new facility that extended the maturity date and reduced the total commitment of the prior credit agreement. As a result, the Partnership incurred expenses of approximately $0.6 million associated with the write-off of a portion of the related deferred financing fees. These expenses are included in interest expense in the accompanying statements of operations for the nine months ended September 30, 2017. On February 24, 2016, under its prior credit agreement, the Partnership voluntarily elected to reduce its working capital revolving credit facility from $1.0 billion to $900.0 million and its revolving credit facility from $775.0 million to $575.0 million. As a result, the Partnership incurred expenses of approximately $1.8 million associated with the write-off of a portion the related deferred financing fees. These expenses are included in interest expense in the accompanying statement of operations for the nine months ended September 30, 2016. Amortization expense of approximately $1.3 million and $1.5 million for the three months ended September 30, 2017 and 2016, respectively, and $4.3 million and $4.5 million for the nine months ended September 30, 2017 and 2016, respectively, is included in interest expense in the accompanying consolidated statements of operations. |
Derivative Financial Instrument
Derivative Financial Instruments | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Financial Instruments | |
Derivative Financial Instruments | Note 8. Derivative Financial Instruments The Partnership principally uses derivative instruments, which include regulated exchange-traded futures and options contracts (collectively, “exchange-traded derivatives”) and physical and financial forwards and over-the-counter (“OTC”) swaps (collectively, “OTC derivatives”), to reduce its exposure to unfavorable changes in commodity market prices and interest rates. The Partnership uses these exchange-traded and OTC derivatives to hedge commodity price risk associated with its inventory and undelivered forward commodity purchases and sales (“physical forward contracts”) and uses interest rate swap instruments to reduce its exposure to fluctuations in interest rates associated with the Partnership’s credit facilities. The Partnership accounts for derivative transactions in accordance with ASC Topic 815, “Derivatives and Hedging,” and recognizes derivatives instruments as either assets or liabilities in the consolidated balance sheet and measures those instruments at fair value. The changes in fair value of the derivative transactions are presented currently in earnings, unless specific hedge accounting criteria are met. The fair value of exchange-traded derivative transactions reflects amounts that would be received from or paid to the Partnership’s brokers upon liquidation of these contracts. The fair value of these exchange-traded derivative transactions are presented on a net basis, offset by the cash balances on deposit with the Partnership’s brokers, presented as brokerage margin deposits in the consolidated balance sheets. The fair value of OTC derivative transactions reflects amounts that would be received from or paid to a third party upon liquidation of these contracts under current market conditions. The fair value of these OTC derivative transactions is presented on a gross basis as derivative assets or derivative liabilities in the consolidated balance sheets, unless a legal right of offset exists. The presentation of the change in fair value of the Partnership’s exchange-traded derivatives and OTC derivative transactions depends on the intended use of the derivative and the resulting designation. The following table summarizes the notional values related to the Partnership’s derivative instruments outstanding at September 30, 2017: Units (1) Unit of Measure Exchange-Traded Derivatives Long 121,849 Thousands of barrels Short (124,112) Thousands of barrels OTC Derivatives (Petroleum/Ethanol) Long 5,319 Thousands of barrels Short (4,430) Thousands of barrels Interest Rate Swap $ 100.0 Millions of U.S. dollars (1) Number of open positions and gross notional values do not measure the Partnership’s risk of loss, quantify risk or represent assets or liabilities of the Partnership, but rather indicate the relative size of the derivative instruments and are used in the calculation of the amounts to be exchanged between counterparties upon settlements. Derivatives Accounted for as Hedges The Partnership utilizes fair value hedges and cash flow hedges to hedge commodity price risk and interest rate risk. Fair Value Hedges Derivatives designated as fair value hedges are used to hedge price risk in commodity inventories and principally include exchange-traded futures contracts that are entered into in the ordinary course of business. For a derivative instrument designated as a fair value hedge, the gain or loss is recognized in earnings in the period of change together with the offsetting change in fair value on the hedged item of the risk being hedged. Gains and losses related to fair value hedges are recognized in the consolidated statement of operations through cost of sales. These futures contracts are settled on a daily basis by the Partnership through brokerage margin accounts. The Partnership’s fair value hedges include exchange-traded futures contracts and OTC derivative contracts that are hedges against inventory with specific futures contracts matched to specific barrels. The change in fair value of these futures contracts and the change in fair value of the underlying inventory generally provide an offset to each other in the consolidated statement of operations. The following table presents the gains and losses from the Partnership’s derivative instruments involved in fair value hedging relationships recognized in the consolidated statements of operations for the periods presented (in thousands): Statement of Gain (Loss) Three Months Ended Nine Months Ended Recognized in Income on September 30, September 30, Derivatives 2017 2016 2017 2016 Derivatives in fair value hedging relationship Exchange-traded futures contracts and OTC derivative contracts for petroleum commodity products Cost of sales $ (3,930) $ 16,506 $ 36,990 $ (1,546) Hedged items in fair value hedge relationship Physical inventory Cost of sales $ 4,370 $ (19,336) $ (37,412) $ 9,152 Cash Flow Hedges At September 30 2017, the Partnership had in place one interest rate swap agreement which is hedging $100.0 million of variable rate debt and continues to be accounted for as a cash flow hedge. The amount of gain (loss) recognized in other comprehensive income as effective for derivatives designated in cash flow hedging relationships was $0.2 million and $0.7 million for the three months ended September 30, 2017 and 2016, respectively, and $0.8 million and $1.2 million for the nine months ended September 30, 2017 and 2016, respectively. The amount of gain (loss) recognized in income as ineffectiveness for derivatives designated in cash flow hedging relationships was $0 for each of the three and nine months ended September 30, 2017 and 2016. Derivatives Not Accounted for as Hedges The Partnership utilizes petroleum and ethanol commodity contracts, foreign currency derivatives and, prior to the sale of the Partnership’s natural gas marketing and electricity brokerage businesses, natural gas commodity contracts to hedge price and currency risk in certain commodity inventories and physical forward contracts. Petroleum and Ethanol Commodity Contracts The Partnership uses exchange-traded derivative contracts to hedge price risk in certain commodity inventories which do not qualify for fair value hedge accounting or are not designated by the Partnership as fair value hedges. Additionally, the Partnership uses exchange-traded derivative contracts, and occasionally financial forward and OTC swap agreements, to hedge commodity price exposure associated with its physical forward contracts which are not designated by the Partnership as cash flow hedges. These physical forward contracts, to the extent they meet the definition of a derivative, are considered OTC physical forwards and are reflected as derivative assets or derivative liabilities in the consolidated balance sheet. The related exchange-traded derivative contracts (and financial forward and OTC swaps, if applicable) are also reflected as brokerage margin deposits (and derivative assets or derivative liabilities, if applicable) in the consolidated balance sheet, thereby creating an economic hedge. Changes in fair value of these derivative instruments are recognized in the consolidated statement of operations through cost of sales. These exchange-traded derivatives are settled on a daily basis by the Partnership through brokerage margin accounts. While the Partnership seeks to maintain a position that is substantially balanced within its commodity product purchase and sale activities, it may experience net unbalanced positions for short periods of time as a result of variances in daily purchases and sales and transportation and delivery schedules as well as other logistical issues inherent in the business, such as weather conditions. In connection with managing these positions, the Partnership is aided by maintaining a constant presence in the marketplace. The Partnership also engages in a controlled trading program for up to an aggregate of 250,000 barrels of commodity products at any one point in time. Changes in fair value of these derivative instruments are recognized in the consolidated statement of operations through cost of sales. The following table presents the gains and losses from the Partnership’s derivative instruments not involved in a hedging relationship recognized in the consolidated statements of operations for the periods presented (in thousands): Statement of Gain (Loss) Three Months Ended Nine Months Ended Derivatives not designated as Recognized in September 30, September 30, hedging instruments Income on Derivatives 2017 2016 2017 2016 Commodity contracts Cost of sales $ 6,470 $ 1,883 $ 9,212 $ 1,794 Forward foreign currency contracts Cost of sales — (32) — 71 Total $ 6,470 $ 1,851 $ 9,212 $ 1,865 Margin Deposits All of the Partnership’s exchange-traded derivative contracts (designated and not designated) are transacted through clearing brokers. The Partnership deposits initial margin with the clearing brokers, along with variation margin, which is paid or received on a daily basis, based upon the changes in fair value of open futures contracts and settlement of closed futures contracts. Cash balances on deposit with clearing brokers and open equity are presented on a net basis within brokerage margin deposits in the consolidated balance sheets. Commodity Contracts and Other Derivative Activity The Partnership’s commodity contracts and other derivative activity include: (i) exchange-traded derivative contracts that are hedges against inventory and either do not qualify for hedge accounting or are not designated in a hedge accounting relationship, (ii) exchange-traded derivative contracts used to economically hedge physical forward contracts, (iii) financial forward and OTC swap agreements used to economically hedge physical forward contracts and (iv) the derivative instruments under the Partnership’s controlled trading program. The Partnership does not take the normal purchase and sale exemption available under ASC 815 for its physical forward contracts. The following table presents the fair value of each classification of the Partnership’s derivative instruments and its location in the consolidated balance sheets at September 30, 2017 and December 31, 2016 (in thousands): September 30, 2017 Derivatives Derivatives Not Designated as Designated as Hedging Hedging Balance Sheet Location Instruments Instruments Total Asset Derivatives: Exchange-traded derivative contracts Broker margin deposits $ — $ 28,977 $ 28,977 Forward derivative contracts (1) Derivative assets — 5,350 5,350 Total asset derivatives $ — $ 34,327 $ 34,327 Liability Derivatives: Exchange-traded derivative contracts Broker margin deposits $ (1,529) $ (66,633) $ (68,162) Forward derivative contracts (1) Derivative liabilities — (11,109) (11,109) Interest rate swap contracts Other long-term liabilities — (406) (406) Total liability derivatives $ (1,529) $ (78,148) $ (79,677) December 31, 2016 Derivatives Derivatives Not Designated as Designated as Hedging Hedging Balance Sheet Location Instruments Instruments Total Asset Derivatives: Exchange-traded derivative contracts Broker margin deposits $ — $ 60,018 $ 60,018 Forward derivative contracts (1) Derivative assets — 21,382 21,382 Total asset derivatives $ — $ 81,400 $ 81,400 Liability Derivatives: Exchange-traded derivative contracts Broker margin deposits $ (33,877) $ (96,831) $ (130,708) Forward derivative contracts (1) Derivative liabilities — (27,413) (27,413) Interest rate swap contracts Other long-term liabilities — (1,170) (1,170) Total liability derivatives $ (33,877) $ (125,414) $ (159,291) (1) Forward derivative contracts include the Partnership’s petroleum and ethanol physical and financial forwards and OTC swaps. Credit Risk The Partnership’s derivative financial instruments do not contain credit risk related to other contingent features that could cause accelerated payments when these financial instruments are in net liability positions. The Partnership is exposed to credit loss in the event of nonperformance by counterparties to the Partnership’s exchange-traded and OTC derivative contracts, but the Partnership has no current reason to expect any material nonperformance by any of these counterparties. Exchange-traded derivative contracts, the primary derivative instrument utilized by the Partnership, are traded on regulated exchanges, greatly reducing potential credit risks. The Partnership utilizes primarily three clearing brokers, all major financial institutions, for all New York Mercantile Exchange (“NYMEX”), Chicago Mercantile Exchange (“CME”) and Intercontinental Exchange (“ICE”) derivative transactions and the right of offset exists with these financial institutions under master netting agreements. Accordingly, the fair value of the Partnership’s exchange-traded derivative instruments is presented on a net basis in the consolidated balance sheets. Exposure on OTC derivatives is limited to the amount of the recorded fair value as of the balance sheet dates. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Measurements | |
Fair Value Measurements | Note 9. Fair Value Measurements The following tables present, by level within the fair value hierarchy, the Partnership’s financial assets and liabilities that were measured at fair value on a recurring basis as of September 30, 2017 and December 31, 2016 (in thousands): Fair Value at September 30, 2017 Cash Collateral Level 1 Level 2 Level 3 Netting Total Assets: Forward derivative contracts (1) $ — $ 4,017 $ 1,147 $ — $ 5,164 Swap agreements and options — 186 — — 186 Exchange-traded/cleared derivative instruments (2) (39,185) — — 51,639 12,454 Pension plans 17,264 — — — 17,264 Total assets $ (21,921) $ 4,203 $ 1,147 $ 51,639 $ 35,068 Liabilities: Forward derivative contracts (1) $ — $ (9,977) $ (1,130) $ — $ (11,107) Swap agreements and options — (2) — — (2) Interest rate swaps — (406) — — (406) Total liabilities $ — $ (10,385) $ (1,130) $ — $ (11,515) Fair Value at December 31, 2016 Cash Collateral Level 1 Level 2 Level 3 Netting Total Assets: Forward derivative contracts (1) $ — $ 18,972 $ 1,683 $ — $ 20,655 Swap agreements and options — 727 — — 727 Exchange-traded/cleared derivative instruments (2) (70,690) — — 98,344 27,654 Pension plans 16,777 — — — 16,777 Total assets $ (53,913) $ 19,699 $ 1,683 $ 98,344 $ 65,813 Liabilities: Forward derivative contracts (1) $ — $ (25,097) $ (2,054) $ — $ (27,151) Swap agreements and options — (262) — — (262) Interest rate swaps — (1,170) — — (1,170) Total liabilities $ — $ (26,529) $ (2,054) $ — $ (28,583) (1) Forward derivative contracts include the Partnership’s petroleum and ethanol physical and financial forwards and OTC swaps. (2) Amount includes the effect of cash balances on deposit with clearing brokers. This table excludes cash on hand and assets and liabilities that are measured at historical cost or any basis other than fair value. The carrying amounts of certain of the Partnership’s financial instruments, including cash equivalents, accounts receivable, accounts payable and other accrued liabilities approximate fair value due to their short maturities. The carrying value of the credit facility approximates fair value due to the variable rate nature of these financial instruments. The carrying value of the inventory qualifying for fair value hedge accounting approximates fair value due to adjustments for changes in fair value of the hedged item. The fair values of the derivatives used by the Partnership are disclosed in Note 8. The determination of the fair values above incorporates factors including not only the credit standing of the counterparties involved, but also the impact of the Partnership’s nonperformance risks on its liabilities. The Partnership estimates the fair values of its 6.25% senior notes and 7.00% senior notes using a combination of quoted market prices for similar financing arrangements and expected future payments discounted at risk-adjusted rates, which are considered Level 2 inputs. The fair values of the 6.25% senior notes and 7.00% senior notes, estimated by observing market trading prices of the 6.25% senior notes and 7.00% senior notes, respectively, were as follows (in thousands): September 30, 2017 December 31, 2016 Face Fair Face Fair Value Value Value Value 6.25% senior notes $ 375,000 $ 379,687 $ 375,000 $ 361,163 7.00% senior notes $ 300,000 $ 303,000 $ 300,000 $ 289,500 Level 3 Information The values of the Level 3 derivative contracts were calculated using market approaches based on a combination of observable and unobservable market inputs, including published and quoted NYMEX, CME, ICE, New York Harbor and third-party pricing information for a component of the underlying instruments as well as internally developed assumptions where there is little, if any, published or quoted prices or market activity. The unobservable inputs used in the measurement of the Level 3 derivative contracts include estimates for location basis, transportation and throughput costs net of an estimated margin for current market participants. The estimates for these inputs for crude oil were $0.05 to $3.25 per barrel and $4.05 to $6.50 per barrel as of September 30, 2017 and December 31, 2016, respectively. The estimates for these inputs for propane were $3.78 to $7.35 per barrel and $4.20 to $10.50 per barrel as of September 30, 2017 and December 31, 2016, respectively. Gains and losses recognized in earnings (or changes in net assets) are disclosed in Note 8. Sensitivity of the fair value measurement to changes in the significant unobservable inputs is as follows: Significant Impact on Fair Value Unobservable Input Position Change to Input Measurement Location basis Long Increase (decrease) Gain (loss) Location basis Short Increase (decrease) Loss (gain) Transportation Long Increase (decrease) Gain (loss) Transportation Short Increase (decrease) Loss (gain) Throughput costs Long Increase (decrease) Gain (loss) Throughput costs Short Increase (decrease) Loss (gain) The following table presents a reconciliation of changes in fair value of the Partnership’s derivative contracts classified as Level 3 in the fair value hierarchy at September 30, 2017 (in thousands): Fair value at December 31, 2016 $ (371) Derivatives entered into during the period 102 Derivatives sold during the period 409 Realized gains (losses) recorded in cost of sales 560 Unrealized gains (losses) recorded in cost of sales (683) Fair value at September 30, 2017 $ 17 The Partnership’s policy is to recognize transfers between levels with the fair value hierarchy as of the beginning of the reporting period. The Partnership also excludes any activity for derivative instruments that were not classified as Level 3 at either the beginning or end of the reporting period. Non-Recurring Fair Value Measures Certain nonfinancial assets and liabilities are measured at fair value on a non-recurring basis and are subject to fair value adjustments in certain circumstances, such as acquired assets and liabilities, losses related to firm non-cancellable purchase commitments or long-lived assets subject to impairment. For assets and liabilities measured on a non-recurring basis during the period, accounting guidance requires quantitative disclosures about the fair value measurements separately for each major category. See Note 6 for a discussion of the Partnership’s losses on impairment of assets and Note 5 for assets held for sale. |
Environmental Liabilities, Asse
Environmental Liabilities, Asset Retirement Obligations and Renewable Identification Numbers | 9 Months Ended |
Sep. 30, 2017 | |
Environmental Liabilities, Asset Retirement Obligations and Renewable Identification Numbers (RINs) | |
Environmental Liabilities, Asset Retirement Obligations and Renewable Identification Numbers (RINs) | Note 10. Environmental Liabilities, Asset Retirement Obligations and Renewable Identification Numbers Environmental Liabilities The following table presents a summary roll forward of the Partnership’s environmental liabilities at September 30, 2017 (in thousands): Balance at Other Balance at December 31, Payments Dispositions Adjustments September 30, Environmental Liability Related to: 2016 2017 2017 2017 2017 Retail gasoline stations $ 58,456 $ (1,913) $ (1,800) $ (1,201) $ 53,542 Terminals 4,609 (110) — — 4,499 Total environmental liabilities $ 63,065 $ (2,023) $ (1,800) $ (1,201) $ 58,041 Current portion $ 5,341 $ 5,329 Long-term portion 57,724 52,712 Total environmental liabilities $ 63,065 $ 58,041 The Partnership’s estimates used in these environmental liabilities are based on all known facts at the time and its assessment of the ultimate remedial action outcomes. Among the many uncertainties that impact the Partnership’s estimates are the necessary regulatory approvals for, and potential modification of, its remediation plans, the amount of data available upon initial assessment of the impact of soil or water contamination, changes in costs associated with environmental remediation services and equipment, relief of obligations through divestitures of sites and the possibility of existing legal claims giving rise to additional claims. Dispositions generally represent relief of legal obligations through the sale of the related property with no retained obligation. Other adjustments generally represent changes in estimates for existing obligations or obligations associated with new sites. Therefore, although the Partnership believes that these environmental liabilities are adequate, no assurances can be made that any costs incurred in excess of these environmental liabilities or outside of indemnifications or not otherwise covered by insurance would not have a material adverse effect on the Partnership’s financial condition, results of operations or cash flows. Asset Retirement Obligations The Partnership is required to account for the legal obligations associated with the long-lived assets that result from the acquisition, construction, development or operation of long-lived assets. Such asset retirement obligations specifically pertain to the treatment of underground gasoline storage tanks (“USTs”) that exist in those states which statutorily require removal of the USTs at a certain point in time. Specifically, the Partnership’s retirement obligations consist of the estimated costs of removal and disposals of USTs. The liability for an asset retirement obligation is recognized on a discounted basis in the year in which it is incurred, and the discount period applied is based on statutory requirements for UST removal or policy. The associated asset retirement costs are capitalized as part of the carrying cost of the asset. The Partnership had approximately $7.8 million and $8.3 million in total asset retirement obligations at September 30, 2017 and December 31, 2016, respectively, which are included in other long-term liabilities in the accompanying balance sheets. Renewable Identification Numbers (RINs) A RIN is a serial number assigned to a batch of renewable fuel for the purpose of tracking its production, use and trading as required by the U.S. Environmental Protection Agency’s (“EPA”) Renewable Fuel Standard that originated with the Energy Policy Act of 2005 and modified by the Energy Independence and Security Act of 2007. To evidence that the required volume of renewable fuel is blended with gasoline and diesel motor vehicle fuels, obligated parties must retire sufficient RINs to cover their Renewable Volume Obligation (“RVO”). The Partnership’s EPA obligations relative to renewable fuel reporting are largely limited to the foreign gasoline and diesel that the Partnership may choose to import and a small amount of blending operations at certain facilities. As a wholesaler of transportation fuels through its terminals, the Partnership separates RINs from renewable fuel through blending with gasoline and can use those separated RINs to settle its RVO. While the annual compliance period for the RVO is a calendar year and the settlement of the RVO typically occurs by March 31 of the following year, the settlement of the RVO can occur, under certain EPA deferral actions, more than one year after the close of the compliance period. The Partnership’s Wholesale segment’s operating results may be sensitive to the timing associated with its RIN position relative to its RVO at a point in time, and the Partnership may recognize a mark-to-market liability for a shortfall in RINs at the end of each reporting period. To the extent that the Partnership does not have a sufficient number of RINs to satisfy the RVO as of the balance sheet date, the Partnership charges cost of sales for such deficiency based on the market price of the RINs as of the balance sheet date and records a liability representing the Partnership’s obligation to purchase RINs. The Partnership’s RVO deficiency was immaterial at September 30, 2017 and $0.2 million at December 31, 2016. The Partnership may enter into RIN forward purchase and sales commitments . Total losses from firm non-cancellable commitments at September 30, 2017 and December 31, 2016 were immaterial . |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions | |
Related Party Transactions | Note 11. Related Party Transactions The Partnership is a party to a Second Amended and Restated Services Agreement with Global Petroleum Corp. (“GPC”), an affiliate of the Partnership that is 100% owned by members of the Slifka family, pursuant to which the Partnership provides GPC with certain tax, accounting, treasury, legal, information technology, human resources and financial operations support services for which GPC pays the Partnership a monthly services fee at an agreed amount subject to the approval by the Conflicts Committee of the board of directors of the General Partner. The Second Amended and Restated Services Agreement is for an indefinite term and any party may terminate some or all of the services upon ninety (90) days’ advanced written notice. As of September 30, 2017, no such notice of termination was given by GPC. The General Partner employs substantially all of the Partnership’s employees, except for most of its gasoline station and convenience store employees, who are employed by GMG. The Partnership reimburses the General Partner for expenses incurred in connection with these employees. These expenses, including bonus, payroll and payroll taxes, were $26.6 million and $21.4 million for the three months ended September 30, 2017 and 2016, respectively, and $75.9 million and $70.6 million for the nine months ended September 30, 2017 and 2016, respectively. The Partnership also reimburses the General Partner for its contributions under the General Partner’s 401(k) Savings and Profit Sharing Plans and the General Partner’s qualified and non-qualified pension plans. The table below presents receivables from GPC and the General Partner (in thousands): September 30, December 31, 2017 2016 Receivables from GPC $ 72 $ 6 Receivables from the General Partner (1) 5,575 3,137 Total $ 5,647 $ 3,143 (1) Receivables from the General Partner reflect the Partnership’s prepayment of payroll taxes and payroll accruals to the General Partner. In addition, for the nine months ended September 30, 2017, the Partnership paid members of the General Partner for certain costs incurred in connection with a compensation funding agreement. See Note 12, “Long-Term Incentive Plan–Repurchase Program.” |
Long-Term Incentive Plan
Long-Term Incentive Plan | 9 Months Ended |
Sep. 30, 2017 | |
Long-Term Incentive Plan | |
Long-Term Incentive Plan | Note 12. Long-Term Incentive Plan The Partnership has a Long Term Incentive Plan, as amended (the “LTIP”), whereby a total of 4,300,000 common units were authorized for delivery with respect to awards under the LTIP. The LTIP provides for awards to employees, consultants and directors of the General Partner and employees and consultants of affiliates of the Partnership who perform services for the Partnership. The LTIP allows for the award of options, unit appreciation rights, restricted units, phantom units, distribution equivalent rights, unit awards and substitute awards. Awards granted pursuant to the LTIP vest pursuant to the terms of the grant agreements. Please read Note 15 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2016 for additional information on the LTIP. The following table presents a summary of the non-vested phantom units granted under the LTIP for the nine months ended September 30, 2017: Weighted Number of Average Non-vested Grant Date Units Fair Value ($) Outstanding non—vested phantom units at December 31, 2016 571,554 38.56 Granted 579,588 16.75 Vested (119,055) 39.18 Forfeited (81,996) 34.91 Outstanding non—vested phantom units at September 30, 2017 950,091 25.49 The Partnership recorded total compensation expense related to the outstanding LTIP awards of $1.2 million and $0.9 million for the three months ended September 30, 2017 and 2016, respectively, and $3.2 million and $3.1 million for the nine months ended September 30, 2017 and 2016, respectively, which is included in selling, general and administrative expenses in the accompanying consolidated statements of operations. During the three and nine months ended September 30, 2017, a total of 27,019 and 81,996 phantom units, respectively, were forfeited, the majority of which are related to phantom unit awards granted in 2013. As the Partnership’s assumption for forfeitures at the time of grant was zero based on service history, the Partnership reversed compensation expenses related to the forfeitures in the amount of $0.4 million and $1.8 million for the three and nine months ended September 30, 2017, respectively, which is included in selling, general and administrative expenses in the accompanying consolidated statements of operations. The total compensation cost related to the non-vested awards not yet recognized at September 30, 2017 was approximately $15.3 million and is expected to be recognized ratably over the remaining requisite service periods. Repurchase Program In May 2009, the board of directors of the General Partner authorized the repurchase of the Partnership’s common units (the “Repurchase Program”) for the purpose of meeting the General Partner’s anticipated obligations to deliver common units under the LTIP and meeting the General Partner’s obligations under existing employment agreements and other employment related obligations of the General Partner (collectively, the “General Partner’s Obligations”). The General Partner is authorized to acquire up to 1,242,427 of its common units in the aggregate over an extended period of time, consistent with the General Partner’s Obligations. Common units may be repurchased from time to time in open market transactions, including block purchases, or in privately negotiated transactions. Such authorized unit repurchases may be modified, suspended or terminated at any time and are subject to price and economic and market conditions, applicable legal requirements and available liquidity. Since the Repurchase Program was implemented, the General Partner repurchased 838,505 common units pursuant to the Repurchase Program for approximately $24.8 million, none of which were purchased during the three and nine months ended September 30, 2017. In June 2009, the Partnership and the General Partner entered into the Global GP LLC Compensation Funding Agreement (the “Agreement”) whereby the Partnership and the General Partner established obligations and protocol for (i) the funding, management and administration of a compensation funding account and underlying General Partner’s Obligations, and (ii) the holding and disposition by the General Partner of common units acquired in accordance with the Agreement for such purposes as otherwise set forth in the Agreement. The Agreement requires the Partnership to fund costs that the General Partner incurs in connection with performance of the Agreement. In accordance with the Agreement, in June 2017, the Partnership paid members of the General Partner approximately $0.8 million in the aggregate for certain costs incurred in connection with the Agreement, which is included in selling, general and administrative expenses in the accompanying consolidated statements of operations for the nine months ended September 30, 2017. |
Partners' Equity and Cash Distr
Partners' Equity and Cash Distributions | 9 Months Ended |
Sep. 30, 2017 | |
Partners' Equity and Cash Distribution | |
Partners' Equity and Cash Distributions | Note 13. Partners’ Equity and Cash Distributions Partners’ Equity Partners’ equity at September 30, 2017 consisted of 33,995,563 common units issued, including 7,403,798 common units held by affiliates of the General Partner, including directors and executive officers, collectively representing a 99.33% limited partner interest in the Partnership, and 230,303 general partner units representing a 0.67% general partner interest in the Partnership. There have been no changes to partners’ equity during the nine months ended September 30, 2017. Cash Distributions The Partnership intends to make cash distributions to unitholders on a quarterly basis, although there is no assurance as to the future cash distributions since they are dependent upon future earnings, capital requirements, financial condition and other factors. The Credit Agreement prohibits the Partnership from making cash distributions if any potential default or Event of Default, as defined in the Credit Agreement, occurs or would result from the cash distribution. The indentures governing the Partnership’s outstanding senior notes also limit the Partnership’s ability to make distributions to its unitholders in certain circumstances. Within 45 days after the end of each quarter, the Partnership will distribute all of its Available Cash (as defined in its partnership agreement) to unitholders of record on the applicable record date. The amount of Available Cash is all cash on hand on the date of determination of Available Cash for the quarter, less the amount of cash reserves established by the General Partner to provide for the proper conduct of the Partnership’s business, to comply with applicable law, any of the Partnership’s debt instruments, or other agreements or to provide funds for distributions to unitholders and the General Partner for any one or more of the next four quarters. The Partnership will make distributions of Available Cash from distributable cash flow for any quarter in the following manner: 99.33% to the common unitholders, pro rata, and 0.67% to the General Partner, until the Partnership distributes for each outstanding common unit an amount equal to the minimum quarterly distribution for that quarter; and thereafter, cash in excess of the minimum quarterly distribution is distributed to the unitholders and the General Partner based on the percentages as provided below. As holder of the IDRs, the General Partner is entitled to incentive distributions if the amount that the Partnership distributes with respect to any quarter exceeds specified target levels shown below: Marginal Percentage Total Quarterly Distribution Interest in Distributions Target Amount Unitholders General Partner First Target Distribution up to $0.4625 99.33 % 0.67 % Second Target Distribution above $0.4625 up to $0.5375 86.33 % 13.67 % Third Target Distribution above $0.5375 up to $0.6625 76.33 % 23.67 % Thereafter above $0.6625 51.33 % 48.67 % The Partnership paid the following cash distributions during 2017 (in thousands, except per unit data): Earned for the Per Unit Cash Distribution Quarter Cash Common General Incentive Total Cash Payment Date Ended Distribution Units Partner Distribution Distribution 2/14/2017 12/31/16 $ $ 15,723 $ 106 $ — $ 15,829 5/15/2017 03/31/17 15,723 106 — 15,829 8/14/2017 06/30/17 15,723 106 — 15,829 In addition, on October 27, 2017, the board of directors of the General Partner declared a quarterly cash distribution of $0.4625 per unit ($1.85 per unit on an annualized basis) on all of its outstanding common units for the period from July 1, 2017 through September 30, 2017. On November 14 2017, the Partnership will pay this cash distribution to its unitholders of record as of the close of business on November 9, 2017. |
Unitholders' Equity
Unitholders' Equity | 9 Months Ended |
Sep. 30, 2017 | |
Unitholders' Equity | |
Unitholders' Equity | Note 14. Unitholders’ Equity At-the-Market Offering Program On May 19, 2015, the Partnership entered into an equity distribution agreement pursuant to which the Partnership may sell from time to time through its sales agents, following a standard due diligence effort, the Partnership’s common units having an aggregate offering price of up to $50.0 million. Sales of the common units, if any, will be made by any method permitted by law deemed to be an “at-the-market” offering, including ordinary brokers’ transactions through the facilities of the New York Stock Exchange, to or through a market maker, or directly on or through an electronic communication network, a “dark pool” or any similar market venue, at market prices, in block transactions, or as otherwise agreed upon by the Partnership and one or more of its sales agents. The Partnership may also sell common units to one or more of its sales agents as principal for its own account at a price to be agreed upon at the time of sale. Any sale of common units to a sales agent as principal would be pursuant to the terms of a separate agreement between the Partnership and such sales agent. The Partnership intends to use the net proceeds from any sales pursuant to the at-the-market offering program, after deducting the sales agents’ commissions and the Partnership’s offering expenses, for general partnership purposes, which may include, among other things, repayment of indebtedness, acquisitions and capital expenditures. The sales agents and/or affiliates of each of the sales agents have, from time to time, performed, and may in the future perform, various financial advisory and commercial and investment banking services for the Partnership and its affiliates, for which they have received and in the future will receive customary compensation and expense reimbursement. Affiliates of the sales agents are lenders under the Partnership’s credit facility and, accordingly, may receive a portion of the net proceeds from this offering if and to the extent any proceeds are used to reduce outstanding borrowings under the Partnership’s credit facility. No common units have been sold by the Partnership pursuant to the at-the-market offering program since inception. |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting | |
Segment Reporting | Note 15. Segment Reporting Summarized financial information for the Partnership’s reportable segments is presented in the table below (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Wholesale Segment: Sales Gasoline and gasoline blendstocks $ 559,685 $ 558,845 $ 1,526,452 $ 1,495,985 Crude oil (1) 109,923 129,293 356,594 438,390 Other oils and related products (2) 292,427 259,587 1,249,457 996,719 Total $ 962,035 $ 947,725 $ 3,132,503 $ 2,931,094 Product margin Gasoline and gasoline blendstocks $ 30,422 $ 21,529 $ 64,415 $ 64,503 Crude oil (1) (8,405) (16,818) 3,248 (28,839) Other oils and related products (2) 14,589 11,435 52,290 52,488 Total $ 36,606 $ 16,146 $ 119,953 $ 88,152 Gasoline Distribution and Station Operations Segment: Sales Gasoline $ 897,440 $ 818,403 $ 2,524,823 $ 2,250,140 Station operations (3) 94,856 101,943 258,309 288,186 Total $ 992,296 $ 920,346 $ 2,783,132 $ 2,538,326 Product margin Gasoline $ 84,170 $ 88,111 $ 230,608 $ 220,497 Station operations (3) 46,492 48,729 128,629 140,921 Total $ 130,662 $ 136,840 $ 359,237 $ 361,418 Commercial Segment: Sales $ 205,415 $ 162,127 $ 604,425 $ 457,789 Product margin $ 5,022 $ 4,176 $ 13,335 $ 16,566 Combined sales and Product margin: Sales $ 2,159,746 $ 2,030,198 $ 6,520,060 $ 5,927,209 Product margin (4) $ 172,290 $ 157,162 $ 492,525 $ 466,136 Depreciation allocated to cost of sales (22,196) (24,551) (67,042) (74,124) Combined gross profit $ 150,094 $ 132,611 $ 425,483 $ 392,012 (1) Crude oil consists of the Partnership’s crude oil sales and revenue from its logistics activities. (2) Other oils and related products primarily consist of distillates, residual oil and propane. (3) Station operations consist of convenience store sales, rental income and sundries. (4) Product margin is a non-GAAP financial measure used by management and external users of the Partnership’s consolidated financial statements to assess its business. The table above includes a reconciliation of product margin on a combined basis to gross profit, a directly comparable GAAP measure. Approximately 123 million gallons and 130 million gallons of the GDSO segment’s sales for the three months ended September 30, 2017 and 2016, respectively, and 361 million gallons and 362 million gallons of the GDSO segment’s sales for the nine months ended September 30, 2017 and 2016, respectively, were supplied from petroleum products and renewable fuels sourced by the Wholesale segment. Except for natural gas (prior to the sale of the Partnership’s natural gas marketing and electricity brokerage businesses in February 2017), predominantly all of the Commercial segment’s sales were sourced by the Wholesale segment. These intra-segment sales are not reflected as sales in the Wholesale segment as they are eliminated. A reconciliation of the totals reported for the reportable segments to the applicable line items in the consolidated financial statements is as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Combined gross profit $ 150,094 $ 132,611 $ 425,483 $ 392,012 Operating costs and expenses not allocated to operating segments: Selling, general and administrative expenses 40,134 36,705 111,600 108,329 Operating expenses 70,338 70,591 208,720 218,718 Amortization expense 2,260 2,260 6,781 7,128 Net loss (gain) on sale and disposition of assets 2,190 7,486 (7,291) 13,966 Goodwill and long-lived asset impairment 809 147,817 809 149,972 Total operating costs and expenses 115,731 264,859 320,619 498,113 Operating income (loss) 34,363 (132,248) 104,864 (106,101) Interest expense (20,626) (21,197) (65,836) (65,192) Income tax benefit (expense) 723 (3,138) (72) (1,668) Net income (loss) 14,460 (156,583) 38,956 (172,961) Net loss attributable to noncontrolling interest 418 37,032 1,242 39,076 Net income (loss) attributable to Global Partners LP $ 14,878 $ (119,551) $ 40,198 $ (133,885) The Partnership’s foreign assets and foreign sales were immaterial as of and for the three and nine months ended September 30, 2017 and 2016. Segment Assets The Partnership’s terminal assets are allocated to the Wholesale and Commercial segments, and its retail gasoline stations are allocated to the GDSO segment. Due to the commingled nature and uses of the remainder of the Partnership’s assets, it is not reasonably possible for the Partnership to allocate these assets among its reportable segments. The table below presents total assets by reportable segment at September 30, 2017 and December 31, 2016 (in thousands): Wholesale Commercial GDSO Unallocated Total September 30, 2017 $ 555,517 $ 109 $ 1,244,669 $ 347,883 $ 2,148,178 December 31, 2016 $ 830,662 $ 134 $ 1,294,568 $ 438,656 $ 2,564,020 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2017 | |
Income Taxes | |
Income Taxes | Note 16. Income Taxes Section 7704 of the Internal Revenue Code provides that publicly-traded partnerships are, as a general rule, taxed as corporations. However, an exception, referred to as the “Qualifying Income Exception,” exists under Section 7704(c) with respect to publicly-traded partnerships of which 90% or more of the gross income for every taxable year consists of “qualifying income.” Qualifying income includes income and gains derived from the transportation, storage and marketing of refined petroleum products, crude oil and ethanol to resellers and refiners. Other types of qualifying income include interest (other than from a financial business), dividends, gains from the sale of real property and gains from the sale or other disposition of capital assets held for the production of income that otherwise constitutes qualifying income. Substantially all of the Partnership’s income is “qualifying income” for federal income tax purposes and, therefore, is not subject to federal income taxes at the partnership level. Accordingly, no provision has been made for income taxes on the qualifying income in the Partnership’s financial statements. Net income for financial statement purposes may differ significantly from taxable income reportable to unitholders as a result of differences between the tax basis and financial reporting basis of assets and liabilities and the taxable income allocation requirements under the Partnership’s agreement of limited partnership. Individual unitholders have different investment basis depending upon the timing and price at which they acquired their common units. Further, each unitholder’s tax accounting, which is partially dependent upon the unitholder’s tax position, differs from the accounting followed in the Partnership’s consolidated financial statements. Accordingly, the aggregate difference in the basis of the Partnership’s net assets for financial and tax reporting purposes cannot be readily determined because information regarding each unitholder’s tax attributes in the Partnership is not available to the Partnership. One of the Partnership’s wholly owned subsidiaries, GMG, is a taxable entity for federal and state income tax purposes. Current and deferred income taxes are recognized on the separate earnings of GMG. The after-tax earnings of GMG are included in the earnings of the Partnership. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes for GMG. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Partnership calculates its current and deferred tax provision based on estimates and assumptions that could differ from actual results reflected in income tax returns filed in subsequent years. Adjustments based on filed returns are recorded when identified. On July 1, 2015 the Partnership commenced business in Canada through its wholly owned Canadian subsidiary, Global Partners Energy Canada ULC (“GPEC”). GPEC predominantly consists of sourcing crude oil and other petroleum based products for sale to the Partnership and customers in Canada. GPEC is a taxable entity for Canadian corporate income and branch taxes. In its first year of operations, GPEC realized a pre-tax loss generating a net operating loss that might be used to offset future taxable income when GPEC operates at a profit. The Partnership recognizes deferred tax assets to the extent that the recoverability of these assets satisfies the “more likely than not” recognition criteria in accordance with the accounting guidance regarding income taxes. Based upon projections of future taxable income, limited capital assets and market conditions, the Partnership has provided a full valuation allowance against the GPEC deferred tax asset. The Partnership recognizes deferred tax assets to the extent that the recoverability of these assets satisfies the “more likely than not” recognition criteria in accordance with the accounting guidance regarding income taxes. Based upon projections of future taxable income, the Partnership believes that the recorded deferred tax assets will be realized. The Partnership computed its tax provision for the three and nine months ended September 30, 2017 based upon the year-to-date effective tax rate as opposed to an estimated annual effective tax rate. The Partnership concluded that the year-to-date effective tax rate is the most appropriate method to use for the three and nine months ended September 30, 2017, given a reliable estimate of the annual effective tax rate cannot be made. Unrecognized tax benefits represent uncertain tax positions for which reserves have been established. At September 30, 2017 and December 31, 2016, the Partnership had $1.5 million and $1.4 million, respectively, of unrecognized tax benefits, of which all would favorably impact the effective tax rate if recognized. GMG files income tax returns in the United States and various state jurisdictions. With few exceptions, the Partnership is subject to income tax examination by tax authorities for all years dated back to 2013. |
Changes in Accumulated Other Co
Changes in Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2017 | |
Changes in Accumulated Other Comprehensive Loss | |
Changes in Accumulated Other Comprehensive Loss | Note 17. Changes in Accumulated Other Comprehensive Loss The following table presents the changes in accumulated other comprehensive loss by component for the periods presented (in thousands): Pension Three Months Ended September 30, 2017 Plan Derivatives Total Balance at June 30, 2017 $ (3,700) $ (575) $ (4,275) Other comprehensive income before reclassifications of gain (loss) (135) 167 32 Amount of (loss) gain reclassified from accumulated other comprehensive income 30 — 30 Total comprehensive (loss) income (105) 167 62 Balance at September 30, 2017 $ (3,805) $ (408) $ (4,213) Pension Nine Months Ended September 30, 2017 Plan Derivatives Total Balance at December 31, 2016 $ (4,269) $ (1,172) $ (5,441) Other comprehensive income before reclassifications of gain (loss) 488 764 1,252 Amount of (loss) gain reclassified from accumulated other comprehensive income (24) — (24) Total comprehensive income 464 764 1,228 Balance at September 30, 2017 $ (3,805) $ (408) $ (4,213) Amounts are presented prior to the income tax effect on other comprehensive income. Given the Partnership’s partnership status for federal income tax purposes, the effective tax rate is immaterial. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 9 Months Ended |
Sep. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Note 18. Supplemental Cash Flow Information The following table presents cash flow supplemental information for the periods presented (in thousands): Nine Months Ended September 30, 2017 2016 Borrowings from working capital revolving credit facility $ 946,200 $ 1,191,000 Payments on working capital revolving credit facility (1,231,600) (1,121,100) Net (payments on) borrowings from working capital revolving credit facility $ (285,400) $ 69,900 Borrowings from revolving credit facility $ — $ 20,300 Payments on revolving credit facility (26,700) (108,500) Net payments on revolving credit facility $ (26,700) $ (88,200) |
Legal Proceedings
Legal Proceedings | 9 Months Ended |
Sep. 30, 2017 | |
Legal Proceedings | |
Legal Proceedings | Note 19. Legal Proceedings General Although the Partnership may, from time to time, be involved in litigation and claims arising out of its operations in the normal course of business, the Partnership does not believe that it is a party to any litigation that will have a material adverse impact on its financial condition or results of operations. Except as described below and in Note 10 included herein, the Partnership is not aware of any significant legal or governmental proceedings against it, or contemplated to be brought against it. The Partnership maintains insurance policies with insurers in amounts and with coverage and deductibles as its general partner believes are reasonable and prudent. However, the Partnership can provide no assurance that this insurance will be adequate to protect it from all material expenses related to potential future claims or that these levels of insurance will be available in the future at economically acceptable prices. Other During the second quarter ended June 30, 2016, the Partnership determined that gasoline loaded from certain loading bays at one of its terminals did not contain the necessary additives as a result of an IT-related configuration error. The error was corrected and all gasoline being sold at the terminal now contains the appropriate additives. Based upon current information, the Partnership believes approximately 14 million gallons of gasoline were impacted. The Partnership has notified the EPA of this error. As a result of this error, the Partnership could be subject to fines, penalties and other related claims, including customer claims. In February 2016, the Partnership received a request for information from the EPA seeking certain information regarding its Albany terminal in order to assess its compliance with the Clean Air Act (the “CAA”). The information requested generally related to crude oil received by, stored at and shipped from the Partnership’s petroleum product transloading facility in Albany, New York (the “Albany Terminal”), including its composition, control devices for emissions and various permitting-related considerations. The Albany Terminal is a 63-acre licensed, permitted and operational stationary bulk petroleum storage and transfer terminal that currently consists of petroleum product storage tanks, along with truck, rail and marine loading facilities, for the storage, blending and distribution of various petroleum and related products, including gasoline, ethanol, distillates, heating and crude oils. No violations were alleged in the request for information. The Partnership submitted responses and documentation, in March and April 2016, to the EPA in accordance with the EPA request. On August 2, 2016, the Partnership received a Notice of Violation (“NOV”) from the EPA, alleging that permits for the Albany Terminal, issued by the New York State Department of Environmental Conservation (“NYSDEC”) between August 9, 2011 and November 7, 2012, violated the CAA and the federally enforceable New York State Implementation Plan (“SIP”) by increasing throughput of crude oil at the Albany Terminal without complying with the New Source Review (“NSR”) requirements of the SIP. The applicable permits issued by the NYSDEC to the Partnership in 2011 and 2012 specifically authorize the Partnership to increase the throughput of crude oil at the Albany Terminal. According to the allegations in the NOV, the NYSDEC permits should have been regulated as a major modification under the NSR program, requiring additional emission control measures and compliance with other NSR requirements. The NYSDEC has not alleged that the Partnership’s permits were subject to the NSR program. The CAA authorizes the EPA to take enforcement action in response to violations of the New York SIP seeking compliance and penalties. The Partnership believes that the permits issued by the NYSDEC comply with the CAA and applicable state air permitting requirements and that no material violation of law has occurred. The Partnership disputes the claims alleged in the NOV and responded to the EPA in September 2016. The Partnership met with the EPA and provided additional information at the agency’s request. On December 16, 2016, the EPA proposed a Settlement Agreement in a letter to the Partnership relating to the allegations in the NOV. On January 17, 2017, the Partnership responded to the EPA indicating that the EPA had failed to explain or provide support for its allegations and that the EPA needed to better explain its positions and the evidence on which it was relying. The EPA did not respond with such evidence but instead requested that the Partnership enter into a further tolling agreement. The Partnership has signed a number of tolling agreements with respect to this matter and such agreements currently extend through February 28, 2018. To date, the EPA has not taken any further formal action with respect to the NOV. By letter dated October 5, 2015, the Partnership received a notice of intent to sue (the “October NOI”), which supersedes and replaces a prior notice of intent to sue that the Partnership received on September 1, 2015 (the “September NOI”) from Earthjustice, an environmental advocacy organization on behalf of the County of Albany, New York, a public housing development owned and operated by the Albany Housing Authority and certain environmental organizations, related to alleged violations of the CAA, particularly with respect to crude oil operations at the Albany Terminal. The October NOI superseded and replaced the September NOI to add two additional environmental advocacy organizations and to revise the relief sought and the description of the alleged CAA violations. On February 3, 2016, after the NYSDEC chose not to act on the allegations, Earthjustice and the other entities identified in the October NOI filed suit against the Partnership in federal court in Albany under the citizen suit provisions of the CAA. In summary, this lawsuit alleges that certain of the Partnership’s operations at the Albany Terminal are in violation of the CAA. The plaintiffs seek, among other things, relief that would compel the Partnership both to apply for what the plaintiffs contend is the applicable permit under the CAA, and to install additional pollution controls. In addition, the plaintiffs seek to prohibit the Albany Terminal from receiving, storing, handling, and marine loading certain types of Bakken crude oil and to require payment of a civil penalty of $37,500 for each day the Partnership as operated the Albany Terminal in violation of the CAA. The Partnership believes that it has meritorious defenses against all allegations. On February 26, 2016, the Partnership filed a motion to dismiss the CAA action. On September 26, 2017, the United States District Court granted the Partnership’s motion to dismiss the suit in its entirety. The plaintiffs have filed a Notice of Appeal with the Second Circuit Court of Appeals. By letter dated January 25, 2017, the Partnership received a notice of intent to sue (the “2017 NOI”) from Earthjustice related to alleged violations of the CAA; specifically alleging that the Partnership was operating the Albany Terminal without a valid CAA Title V Permit. On February 9, 2017, the Partnership responded to Earthjustice advising that the 2017 NOI was without factual or legal merit and that the Partnership would move to dismiss any action commenced by Earthjustice. No action was taken by either the EPA or the NYSDEC with regard to the Earthjustice allegations. At this time, there has been no further action taken by Earthjustice. Neither the EPA nor the NYSDEC has followed up on the 2017 NOI. The Albany Terminal is currently operating pursuant to its Title V Permit. The Partnership believes that it has meritorious defenses against all allegations. On May 29, 2015 and in connection with a commercial dispute with Tethys Trading Company LLC (“Tethys”), the Partnership received a notice from Tethys alleging a default under, and purporting to terminate, the Partnership’s contract with Tethys for crude oil services at the Partnership’s Oregon facility. However, the Partnership does not believe Tethys had the right to terminate the contract, and the Partnership will continue to investigate and determine the appropriate action to take to enforce its rights under the agreement. On March 26, 2015, the Partnership received a Notice of Non-Compliance (“NON”) from the Massachusetts Department of Environmental Protection (“DEP”) with respect to the Revere terminal (the “Revere Terminal”) located in Boston Harbor in Revere, Massachusetts, alleging certain violations of the National Pollutant Discharge Elimination System Permit (“NPDES Permit”) related to storm water discharges. The NON required the Partnership to submit a plan to remedy the reported violations of the NPDES Permit. The Partnership has responded to the NON with a plan and has implemented modifications to the storm water management system at the Revere Terminal in accordance with the plan. The Partnership has requested that the DEP acknowledge completion of the required modifications to the storm water management system in satisfaction of the NON. While no response has yet been received, the Partnership believes that compliance with the NON has been achieved, and implementation of the plan will have no material impact on its operations. The Partnership received letters from the EPA dated November 2, 2011 and March 29, 2012, containing requirements and testing orders (collectively, the “Requests for Information”) for information under the CAA. The Requests for Information were part of an EPA investigation to determine whether the Partnership has violated sections of the CAA at certain of its terminal locations in New England with respect to residual oil and asphalt. On June 6, 2014, a NOV was received from the EPA, alleging certain violations of its Air Emissions License issued by the Maine Department of Environmental Protection, based upon the test results at the South Portland, Maine terminal. The Partnership met with and provided additional information to the EPA with respect to the alleged violations. On April 7, 2015, the EPA issued a Supplemental Notice of Violation (the “Supplemental NOV”) modifying the allegations of violations of the terminal’s Air Emissions License. The Partnership has responded to the Supplemental NOV and is engaged in further negotiations with the EPA. A tolling agreement was executed with the United States on December 1, 2015, which has currently been extended through February 28, 2018. While the Partnership does not believe that a material violation has occurred, and it contests the allegations presented in the NOV and Supplemental NOV, the Partnership does not believe any adverse determination in connection with the NOV would have a material impact on its operations. |
New Accounting Standards
New Accounting Standards | 9 Months Ended |
Sep. 30, 2017 | |
New Accounting Standards | |
New Accounting Standards | Note 20. New Accounting Standards Except as disclosed below, there have been no developments to recently issued accounting standards, including the expected dates of adoption and estimated effects on the Partnership’s consolidated financial statements, from those disclosed in the Partnership’s 2016 Annual Report on Form 10-K, except for the following: Accounting Standards or Updates Recently Adopted In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-04, “Intangibles-Goodwill and Other.” This standard eliminates step two from the goodwill impairment test, and instead requires an entity to recognize a goodwill impairment charge for the amount by which the goodwill carrying amount exceeds the reporting unit’s fair value. This standard is effective for interim and annual goodwill impairment tests in fiscal years beginning after December 15, 2019, and early adoption is permitted. This standard must be applied on a prospective basis. The Partnership adopted this standard on January 1, 2017. The adoption of this standard did not have a material impact on the Partnership’s consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, “Compensation-Stock Compensation: Improvements to Employee Share-Based Payment Accounting.” This standard simplifies several aspects of the accounting for share-based payment award transactions, including accounting for income taxes and classification of excess tax benefits on the statement of cash flows, forfeitures and minimum statutory tax withholding requirements. This standard is effective for annual periods beginning after December 15, 2016 and interim periods within those annual periods. Early adoption is permitted for any interim or annual period. The Partnership adopted this standard on January 1, 2017. The adoption of this standard did not have a material impact on the Partnership’s consolidated financial statements. In March 2016, the FASB issued ASU 2016-05, “Derivatives and Hedging: Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships.” This standard clarifies that a change in the counterparty to a derivative instrument that has been designated as a hedging instrument does not, in and of itself, require dedesignation of that hedging relationship provided that all other hedge accounting criteria continue to be met. This standard is effective for fiscal years beginning after December 15, 2016 and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Partnership adopted this standard on January 1, 2017. The adoption of this standard did not have a material impact on the Partnership’s consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, Accounting Standards or Updates Not Yet Effective In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities.” This standard expands and refines hedge accounting for both financial and non-financial risk components, aligns the recognition and presentation of the effects of hedging instruments and hedge items in the financial statements, and includes certain targeted improvements to ease the application of current guidance related to the assessment of hedge effectiveness. This standard is effective for annual periods beginning after December 15, 2018 and interim periods within those annual periods, and early adoption is permitted. The Partnership is assessing the impact this standard will have on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, “Business Combinations: Clarifying the Definition of a Business.” This standard clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This standard is effective for annual periods beginning after December 15, 2017 and interim periods within those annual periods. The Partnership is assessing the impact this standard will have on its consolidated financial statements. In January 2016, the FASB issued ASU 2016-01, “Financial Instruments - Recognition and Measurement of Financial Assets and Financial Liabilities”. This standard revises the classification and measurement of investments in certain equity investments and the presentation of certain fair value changes for certain financial liabilities measured at fair value. This standard also requires the change in fair value of many equity investments to be recognized in net income. This standard is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted. The adoption of this standard is not expected to have a material impact on the Partnership’s consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”) and has modified the standard thereafter. This standard, as amended, replaces existing revenue recognition rules with a comprehensive revenue measurement and recognition standard and expanded disclosure requirements. ASU 2014-09, as amended, becomes effective for annual reporting periods beginning after December 15, 2017, at which point the Partnership plans to adopt the standard. The Partnership continues to evaluate the impact this standard will have on its consolidated financial statements. To perform the evaluation, the Partnership established a cross-functional implementation team consisting of representatives from across all of the Partnership’s operating segments. Based on initial evaluation efforts performed, the Partnership expects that a portion of its current and prospective revenue will be outside the scope of the standard. Of the Partnership’s revenue recognized for the year ended December 31, 2016, approximately 40% originated as forward physical contracts (within the Wholesale and Commercial segments) which are accounted for as derivatives and are outside the scope of ASU 2014-09. The Partnership’s implementation team has substantially completed its review of customer contracts and has preliminarily concluded that the adoption of this standard will not materially impact the timing or measurement of the Partnership’s revenue recognition. The Partnership expects to finalize its review and conclusions during the fourth quarter ending December 31, 2017, including the evaluation of any changes to internal controls and financial statement disclosures. The FASB allows two adoption methods under ASU 2014-09. Under one method, an entity will apply the rules to contracts in all reporting periods presented, subject to certain allowable exceptions. Under the other method, an entity will apply the rules to all contracts existing as of January 1, 2018, recognizing in beginning retained earnings an adjustment for the cumulative effect of the change and providing additional disclosures comparing results to previous rules (“modified retrospective method”). The Partnership currently intends to adopt the modified retrospective method. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Event Abstract | |
Subsequent Event | Note 21. Subsequent Events Distribution —On October 27, 2017, the board of directors of the General Partner declared a quarterly cash distribution of $0.4625 per unit ($1.85 per unit on an annualized basis) for the period from July 1, 2017 through September 30, 2017. On November 14, 2017, the Partnership will pay this cash distribution to its unitholders of record as of the close of business on November 9, 2017. Acquisition of Gasoline and Convenience Store Assets —On October 18, 2017, the Partnership completed the acquisition of retail gasoline and convenience store assets from Honey Farms, Inc. in a cash transaction. The acquisition included 11 company-operated retail sites with gasoline and convenience stores and 22 company-operated stand-alone convenience stores. All of the sites are located in the greater Worcester, Massachusetts area. The purchase price was approximately $36.0 million. |
Supplemental Guarantor Condense
Supplemental Guarantor Condensed Consolidating Financial Statements | 9 Months Ended |
Sep. 30, 2017 | |
Supplemental Guarantor Condensed Consolidating Financial Statements | |
Supplemental Guarantor Condensed Consolidating Financial Statements | Note 22. Supplemental Guarantor Condensed Consolidating Financial Statements The Partnership’s wholly owned subsidiaries, other than GLP Finance, are guarantors of senior notes issued by the Partnership and GLP Finance. As such, the Partnership is subject to the requirements of Rule 3-10 of Regulation S-X of the SEC regarding financial statements of guarantors and issuers of registered guaranteed securities. The Partnership presents condensed consolidating financial information for its subsidiaries within the notes to consolidated financial statements in accordance with the criteria established for parent companies in the SEC’s Regulation S-X, Rule 3-10(d). The following condensed consolidating financial information presents the Condensed Consolidating Balance Sheets as of September 30, 2017 and December 31, 2016, the Condensed Consolidating Statements of Operations for the three and nine months ended September 30, 2017 and 2016 and the Condensed Consolidating Statements of Cash Flows for the nine months ended September 30, 2017 and 2016 of the Partnership’s 100% owned guarantor subsidiaries, the non-guarantor subsidiary and the eliminations necessary to arrive at the information for the Partnership on a consolidated basis. The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions. Condensed Consolidating Balance Sheet September 30, 2017 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 9,591 $ 1,264 $ — $ 10,855 Accounts receivable, net 330,527 220 192 330,939 Accounts receivable - affiliates 5,647 192 (192) 5,647 Inventories 280,510 — — 280,510 Brokerage margin deposits 12,454 — — 12,454 Derivative assets 5,350 — — 5,350 Prepaid expenses and other current assets 77,012 163 — 77,175 Total current assets 721,091 1,839 — 722,930 Property and equipment, net 1,030,146 8,085 — 1,038,231 Intangible assets, net 57,670 — — 57,670 Goodwill 291,455 — — 291,455 Other assets 37,892 — — 37,892 Total assets $ 2,138,254 $ 9,924 $ — $ 2,148,178 Liabilities and partners' equity Current liabilities: Accounts payable $ 241,588 $ 136 $ — $ 241,724 Accounts payable - affiliates (193) 193 — — Working capital revolving credit facility - current portion 39,200 — — 39,200 Environmental liabilities - current portion 5,329 — — 5,329 Trustee taxes payable 97,857 — — 97,857 Accrued expenses and other current liabilities 81,259 124 — 81,383 Derivative liabilities 11,109 — — 11,109 Total current liabilities 476,149 453 — 476,602 Working capital revolving credit facility - less current portion 100,000 — — 100,000 Revolving credit facility 190,000 — — 190,000 Senior notes 661,109 — — 661,109 Environmental liabilities - less current portion 52,712 — — 52,712 Financing obligations 152,463 — — 152,463 Deferred tax liabilities 64,181 — — 64,181 Other long-term liabilities 59,343 — — 59,343 Total liabilities 1,755,957 453 — 1,756,410 Partners' equity Global Partners LP equity 382,297 5,713 — 388,010 Noncontrolling interest — 3,758 — 3,758 Total partners' equity 382,297 9,471 — 391,768 Total liabilities and partners' equity $ 2,138,254 $ 9,924 $ — $ 2,148,178 Condensed Consolidating Balance Sheet December 31, 2016 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 9,373 $ 655 $ — $ 10,028 Accounts receivable, net 420,897 213 250 421,360 Accounts receivable - affiliates 2,865 528 (250) 3,143 Inventories 521,878 — — 521,878 Brokerage margin deposits 27,653 — — 27,653 Derivative assets 21,382 — — 21,382 Prepaid expenses and other current assets 69,872 150 — 70,022 Total current assets 1,073,920 1,546 — 1,075,466 Property and equipment, net 1,087,964 11,935 — 1,099,899 Intangible assets, net 65,013 — — 65,013 Goodwill 294,768 — — 294,768 Other assets 28,874 — — 28,874 Total assets $ 2,550,539 $ 13,481 $ — $ 2,564,020 Liabilities and partners' equity Current liabilities: Accounts payable $ 320,003 $ 259 $ — $ 320,262 Working capital revolving credit facility - current portion 274,600 — — 274,600 Environmental liabilities - current portion 5,341 — — 5,341 Trustee taxes payable 101,166 — — 101,166 Accrued expenses and other current liabilities 70,262 181 — 70,443 Derivative liabilities 27,413 — — 27,413 Total current liabilities 798,785 440 — 799,225 Working capital revolving credit facility - less current portion 150,000 — — 150,000 Revolving credit facility 216,700 — — 216,700 Senior notes 659,150 — — 659,150 Environmental liabilities - less current portion 57,724 — — 57,724 Financing obligations 152,444 — — 152,444 Deferred tax liabilities 66,054 — — 66,054 Other long-term liabilities 64,882 — — 64,882 Total liabilities 2,165,739 440 — 2,166,179 Partners' equity Global Partners LP equity 384,800 7,855 — 392,655 Noncontrolling interest — 5,186 — 5,186 Total partners' equity 384,800 13,041 — 397,841 Total liabilities and partners' equity $ 2,550,539 $ 13,481 $ — $ 2,564,020 Condensed Consolidating Statement of Operations Three Months Ended September 30, 2017 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Eliminations Consolidated Sales $ 2,159,174 $ 645 $ (73) $ 2,159,746 Cost of sales 2,008,467 1,258 (73) 2,009,652 Gross profit (loss) 150,707 (613) — 150,094 Costs and operating expenses: Selling, general and administrative expenses 40,049 85 — 40,134 Operating expenses 69,991 347 — 70,338 Amortization expense 2,260 — — 2,260 Net loss on sale and disposition of assets 2,190 — — 2,190 Goodwill and long-lived asset impairment 809 — — 809 Total costs and operating expenses 115,299 432 — 115,731 Operating income (loss) 35,408 (1,045) — 34,363 Interest expense (20,626) — — (20,626) Income (loss) before income tax benefit 14,782 (1,045) — 13,737 Income tax benefit 723 — — 723 Net income (loss) 15,505 (1,045) — 14,460 Net loss attributable to noncontrolling interest — 418 — 418 Net income (loss) attributable to Global Partners LP 15,505 (627) — 14,878 Less: General partners' interest in net income, including incentive distribution rights 100 — — 100 Limited partners' interest in net income (loss) $ 15,405 $ (627) $ — $ 14,778 Condensed Consolidating Statement of Operations Three Months Ended September 30, 2016 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Eliminations Consolidated Sales $ 2,029,574 $ 948 $ (324) $ 2,030,198 Cost of sales 1,895,069 2,842 (324) 1,897,587 Gross profit 134,505 (1,894) — 132,611 Costs and operating expenses: Selling, general and administrative expenses 36,504 201 — 36,705 Operating expenses 69,692 899 — 70,591 Amortization expense 2,260 — — 2,260 Net loss on sale and disposition of assets 7,486 — — 7,486 Goodwill and long-lived asset impairment 43,648 104,169 — 147,817 Total costs and operating expenses 159,590 105,269 — 264,859 Operating loss (25,085) (107,163) — (132,248) Interest expense (21,197) — — (21,197) Loss before income tax expense (46,282) (107,163) — (153,445) Income tax expense (3,138) — — (3,138) Net loss (49,420) (107,163) — (156,583) Net loss attributable to noncontrolling interest — 37,032 — 37,032 Net loss attributable to Global Partners LP (49,420) (70,131) — (119,551) Less: General partners' interest in net loss, including incentive distribution rights (801) — — (801) Limited partners' interest in net loss $ (48,619) $ (70,131) $ — $ (118,750) Condensed Consolidating Statement of Operations Nine Months Ended September 30, 2017 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Eliminations Consolidated Sales $ 6,518,172 $ 2,248 $ (360) $ 6,520,060 Cost of sales 6,091,125 3,812 (360) 6,094,577 Gross profit (loss) 427,047 (1,564) — 425,483 Costs and operating expenses: Selling, general and administrative expenses 111,280 320 — 111,600 Operating expenses 207,483 1,237 — 208,720 Amortization expense 6,781 — — 6,781 Net gain on sale and disposition of assets (7,274) (17) — (7,291) Goodwill and long-lived asset impairment 809 — — 809 Total costs and operating expenses 319,079 1,540 — 320,619 Operating income (loss) 107,968 (3,104) — 104,864 Interest expense (65,836) — — (65,836) Income (loss) before income tax expense 42,132 (3,104) — 39,028 Income tax expense (72) — — (72) Net income (loss) 42,060 (3,104) — 38,956 Net loss attributable to noncontrolling interest — 1,242 — 1,242 Net income (loss) attributable to Global Partners LP 42,060 (1,862) — 40,198 Less: General partners' interest in net income, including incentive distribution rights 270 — — 270 Limited partners' interest in net income (loss) $ 41,790 $ (1,862) $ — $ 39,928 Condensed Consolidating Statement of Operations Nine Months Ended September 30, 2016 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Eliminations Consolidated Sales $ 5,925,280 $ 4,649 $ (2,720) $ 5,927,209 Cost of sales 5,529,366 8,551 (2,720) 5,535,197 Gross profit 395,914 (3,902) — 392,012 Costs and operating expenses: Selling, general and administrative expenses 107,648 681 — 108,329 Operating expenses 215,198 3,520 — 218,718 Amortization expense 7,128 — — 7,128 Net loss on sale and disposition of assets 13,966 — — 13,966 Goodwill and long-lived asset impairment 45,803 104,169 — 149,972 Total costs and operating expenses 389,743 108,370 — 498,113 Operating income (loss) 6,171 (112,272) — (106,101) Interest expense (65,192) — — (65,192) Loss before income tax expense (59,021) (112,272) — (171,293) Income tax expense (1,668) — — (1,668) Net loss (60,689) (112,272) — (172,961) Net loss attributable to noncontrolling interest — 39,076 — 39,076 Net loss attributable to Global Partners LP (60,689) (73,196) — (133,885) Less: General partners' interest in net loss, including incentive distribution rights (897) — — (897) Limited partners' interest in net loss $ (59,792) $ (73,196) $ — $ (132,988) Condensed Consolidating Statement Cash Flows Nine Months Ended September 30, 2017 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Consolidated Cash flows from operating activities Net cash provided by operating activities $ 361,387 $ 1,054 $ 362,441 Cash flows from investing activities Capital expenditures (31,646) — (31,646) Proceeds from sale of property and equipment 29,784 20 29,804 Net cash (used in) provided by investing activities (1,862) 20 (1,842) Cash flows from financing activities Net payments on working capital revolving credit facility (285,400) — (285,400) Net payments on revolving credit facility (26,700) — (26,700) Repurchased units withheld for tax obligations (516) — (516) Noncontrolling interest capital contribution 279 — 279 Distribution to noncontrolling interest — (465) (465) Distributions to partners (46,970) — (46,970) Net cash used in financing activities (359,307) (465) (359,772) Cash and cash equivalents Increase in cash and cash equivalents 218 609 827 Cash and cash equivalents at beginning of period 9,373 655 10,028 Cash and cash equivalents at end of period $ 9,591 $ 1,264 $ 10,855 Condensed Consolidating Statement Cash Flows Nine Months Ended September 30, 2016 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Consolidated Cash flows from operating activities Net cash provided by operating activities $ 13,829 $ 331 $ 14,160 Cash flows from investing activities Capital expenditures (54,738) — (54,738) Proceeds from sale of property and equipment 58,908 9 58,917 Net cash provided by investing activities 4,170 9 4,179 Cash flows from financing activities Net borrowings from working capital revolving credit facility 69,900 — 69,900 Net payments on revolving credit facility (88,200) — (88,200) Proceeds from sale-leaseback, net 62,476 — 62,476 Distribution to noncontrolling interest 2,697 (4,495) (1,798) Distributions to partners (46,890) — (46,890) Net cash used in financing activities (17) (4,495) (4,512) Cash and cash equivalents Increase (decrease) in cash and cash equivalents 17,982 (4,155) 13,827 Cash and cash equivalents at beginning of period (3,574) 4,690 1,116 Cash and cash equivalents at end of period $ 14,408 $ 535 $ 14,943 |
Organization and Basis of Pre30
Organization and Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Summary of Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements as of September 30, 2017 and December 31, 2016 and for the three and nine months ended September 30, 2017 and 2016 reflect the accounts of the Partnership. Upon consolidation, all intercompany balances and transactions have been eliminated. The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and reflect all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of the financial condition and operating results for the interim periods. The interim financial information, which has been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), should be read in conjunction with the consolidated financial statements for the year ended December 31, 2016 and notes thereto contained in the Partnership’s Annual Report on Form 10-K. The significant accounting policies described in Note 2, “Summary of Significant Accounting Policies,” of such Annual Report on Form 10-K are the same used in preparing the accompanying consolidated financial statements. The results of operations for the three and nine months ended September 30, 2017 are not necessarily indicative of the results of operations that will be realized for the entire year ending December 31, 2017. The consolidated balance sheet at December 31, 2016 has been derived from the audited consolidated financial statements included in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2016. |
Noncontrolling Interest | Noncontrolling Interest The Partnership acquired a 60% interest in Basin Transload, LLC (“Basin Transload”) on February 1, 2013. After evaluating Accounting Standards Codification (“ASC”) Topic 810, “Consolidations,” the Partnership concluded it is appropriate to consolidate the balance sheet and statements of operations of Basin Transload based on an evaluation of the outstanding voting interests. Amounts pertaining to the noncontrolling ownership interest held by third parties in the financial position and operating results of the Partnership are reported as a noncontrolling interest in the accompanying consolidated balance sheets and statements of operations. |
Concentration of Risk | Concentration of Risk Due to the nature of the Partnership’s business and its reliance, in part, on consumer travel and spending patterns, the Partnership may experience more demand for gasoline during the late spring and summer months than during the fall and winter. Travel and recreational activities are typically higher in these months in the geographic areas in which the Partnership operates, increasing the demand for gasoline. Therefore, the Partnership’s volumes in gasoline are typically higher in the second and third quarters of the calendar year. As demand for some of the Partnership’s refined petroleum products, specifically home heating oil and residual oil for space heating purposes, is generally greater during the winter months, heating oil and residual oil volumes are generally higher during the first and fourth quarters of the calendar year. These factors may result in fluctuations in the Partnership’s quarterly operating results. The following table presents the Partnership’s product sales and other revenues as a percentage of the consolidated sales for the periods presented: Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Gasoline sales: gasoline and gasoline blendstocks (such as ethanol) 71 % 71 % 65 % 66 % Crude oil sales and crude oil logistics revenue 5 % 6 % 6 % 7 % Distillates (home heating oil, diesel and kerosene), residual oil, natural gas and propane sales 20 % 18 % 25 % 22 % Convenience store sales, rental income and sundries 4 % 5 % 4 % 5 % Total 100 % 100 % 100 % 100 % The following table presents the Partnership’s product margin by segment as a percentage of the consolidated product margin for the periods presented: Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Wholesale segment 21 % 10 % 24 % 19 % Gasoline Distribution and Station Operations segment 76 % 87 % 73 % 77 % Commercial segment 3 % 3 % 3 % 4 % Total 100 % 100 % 100 % 100 % See Note 15, “Segment Reporting,” for additional information on the Partnership’s operating segments. None of the Partnership’s customers accounted for greater than 10% of total sales for the three and nine months ended September 30, 2017 and 2016. |
Organization and Basis of Pre31
Organization and Basis of Presentation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Product Margin [Member] | |
Concentration Risk [Line Items] | |
Schedule of revenues and product margin as a percentage of the consolidated total | Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Wholesale segment 21 % 10 % 24 % 19 % Gasoline Distribution and Station Operations segment 76 % 87 % 73 % 77 % Commercial segment 3 % 3 % 3 % 4 % Total 100 % 100 % 100 % 100 % |
Sales Revenue, Product Line [Member] | |
Concentration Risk [Line Items] | |
Schedule of revenues and product margin as a percentage of the consolidated total | Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Gasoline sales: gasoline and gasoline blendstocks (such as ethanol) 71 % 71 % 65 % 66 % Crude oil sales and crude oil logistics revenue 5 % 6 % 6 % 7 % Distillates (home heating oil, diesel and kerosene), residual oil, natural gas and propane sales 20 % 18 % 25 % 22 % Convenience store sales, rental income and sundries 4 % 5 % 4 % 5 % Total 100 % 100 % 100 % 100 % |
Net Income (Loss) Per Limited P
Net Income (Loss) Per Limited Partner Unit (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Net (Loss) Income Per Limited Partner Unit | |
Schedule of reconciliation of net income and the assumed allocation of net income (loss) to the limited partners' interest for purposes of computing net income per limited partner unit (in thousands, except per unit data) | Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Limited General Limited General Partner Partner Partner Partner Numerator: Total Interest Interest IDRs Total Interest Interest IDRs Net income (loss) attributable to Global Partners LP $ 14,878 $ 14,778 $ 100 $ — $ (119,551) $ (118,750) $ (801) $ — Declared distribution $ 15,829 $ 15,723 $ 106 $ — $ 15,829 $ 15,723 $ 106 $ — Assumed allocation of undistributed net income (loss) (951) (945) (6) — (135,380) (134,473) (907) — Assumed allocation of net income (loss) $ 14,878 $ 14,778 $ 100 $ — $ (119,551) $ (118,750) $ (801) $ — Denominator: Basic weighted average limited partner units outstanding 33,644 33,531 Dilutive effect of phantom units 301 — Diluted weighted average limited partner units outstanding 33,945 33,531 Basic net income (loss) per limited partner unit $ 0.44 $ (3.54) Diluted net income (loss) per limited partner unit (1) $ 0.44 $ (3.54) (1) Basic limited partner units were used to calculate diluted net loss per limited partner unit for the three months ended September 30, 2016, as using the effects of phantom units would have an anti-dilutive effect on net loss per limited partner unit. Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Limited General Limited General Partner Partner Partner Partner Numerator: Total Interest Interest IDRs Total Interest Interest IDRs Net income (loss) attributable to Global Partners LP $ 40,198 $ 39,928 $ 270 $ — $ (133,885) $ (132,988) $ (897) $ — Declared distribution $ 47,487 $ 47,169 $ 318 $ — $ 47,487 $ 47,169 $ 318 $ — Assumed allocation of undistributed net income (loss) (7,289) (7,241) (48) — (181,372) (180,157) (1,215) — Assumed allocation of net income (loss) $ 40,198 $ 39,928 $ 270 $ — $ (133,885) $ (132,988) $ (897) $ — Denominator: Basic weighted average limited partner units outstanding 33,570 33,522 Dilutive effect of phantom units 269 — Diluted weighted average limited partner units outstanding 33,839 33,522 Basic net income (loss) per limited partner unit $ 1.19 $ (3.97) Diluted net income (loss) per limited partner unit (1) $ 1.18 $ (3.97) (1) Basic limited partner units were used to calculate diluted net loss per limited partner unit for the nine months ended September 30, 2016, as using the effects of phantom units would have an anti-dilutive effect on net loss per limited partner unit. |
Schedule of quarterly cash distributions made to general partners | Per Unit Cash Distribution Declared for the Cash Distribution Declaration Date Distribution Declared Quarterly Period Ended April 28, 2017 $ 0.4625 March 31, 2017 July 28, 2017 $ 0.4625 June 30, 2017 October 27, 2017 $ 0.4625 September 30, 2017 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Inventories | |
Schedule of inventories (in thousands) | September 30, December 31, 2017 2016 Distillates: home heating oil, diesel and kerosene $ 119,826 $ 180,272 Gasoline 77,887 101,368 Gasoline blendstocks 34,035 54,582 Crude oil 18,759 136,113 Residual oil 13,577 29,536 Propane and other 728 3,167 Renewable identification numbers (RINs) 435 631 Convenience store inventory 15,263 16,209 Total $ 280,510 $ 521,878 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets | |
Changes in Goodwill by Segment (in thousands) | Balance at December 31, 2016 $ 294,768 Disposals (1) (3,313) Balance at September 30, 2017 $ 291,455 (1) Disposals represent derecognition of goodwill associated with the sale and disposition of certain assets. See Note 6. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Property and Equipment | |
Schedule of components of property and equipment (in thousands) | September 30, December 31, 2017 2016 Buildings and improvements $ 1,004,098 $ 984,373 Land 407,653 418,025 Fixtures and equipment 41,481 40,354 Idle plant assets 30,500 30,500 Construction in process 18,385 42,069 Capitalized internal use software 35,818 20,097 Total property and equipment 1,537,935 1,535,418 Less accumulated depreciation 499,704 435,519 Total $ 1,038,231 $ 1,099,899 |
Sales and Disposition of Asse36
Sales and Disposition of Assets (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Sales and Disposition of Assets | |
Schedule of (Gain) Loss on Sale and Dispositions of Assets | Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Sale of natural gas brokerage and electricity businesses $ — $ — $ (14,172) $ — Periodic divestiture of gasoline stations 77 (139) 253 518 Strategic asset divestiture program - Mirabito disposition — 3,850 — 3,850 Strategic asset divestiture program - Real estate firm coordinated sale 375 (201) 825 (201) Loss on assets held for sale 1,571 4,000 5,010 9,644 Other 167 (24) 793 155 Net loss (gain) on sale and disposition of assets $ 2,190 $ 7,486 $ (7,291) $ 13,966 |
Derivative Financial Instrume37
Derivative Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Financial Instruments | |
Schedule of notional values of derivative instruments | Units (1) Unit of Measure Exchange-Traded Derivatives Long 121,849 Thousands of barrels Short (124,112) Thousands of barrels OTC Derivatives (Petroleum/Ethanol) Long 5,319 Thousands of barrels Short (4,430) Thousands of barrels Interest Rate Swap $ 100.0 Millions of U.S. dollars (1) Number of open positions and gross notional values do not measure the Partnership’s risk of loss, quantify risk or represent assets or liabilities of the Partnership, but rather indicate the relative size of the derivative instruments and are used in the calculation of the amounts to be exchanged between counterparties upon settlements. |
Schedule of the amount of gains and losses from derivatives not involved in a fair value hedging relationship or in a hedging relationship recognized in the consolidated statements of income (in thousands) | Statement of Gain (Loss) Three Months Ended Nine Months Ended Derivatives not designated as Recognized in September 30, September 30, hedging instruments Income on Derivatives 2017 2016 2017 2016 Commodity contracts Cost of sales $ 6,470 $ 1,883 $ 9,212 $ 1,794 Forward foreign currency contracts Cost of sales — (32) — 71 Total $ 6,470 $ 1,851 $ 9,212 $ 1,865 |
Schedule of fair values of derivative instruments and location in consolidated balance sheets (in thousands) | September 30, 2017 Derivatives Derivatives Not Designated as Designated as Hedging Hedging Balance Sheet Location Instruments Instruments Total Asset Derivatives: Exchange-traded derivative contracts Broker margin deposits $ — $ 28,977 $ 28,977 Forward derivative contracts (1) Derivative assets — 5,350 5,350 Total asset derivatives $ — $ 34,327 $ 34,327 Liability Derivatives: Exchange-traded derivative contracts Broker margin deposits $ (1,529) $ (66,633) $ (68,162) Forward derivative contracts (1) Derivative liabilities — (11,109) (11,109) Interest rate swap contracts Other long-term liabilities — (406) (406) Total liability derivatives $ (1,529) $ (78,148) $ (79,677) December 31, 2016 Derivatives Derivatives Not Designated as Designated as Hedging Hedging Balance Sheet Location Instruments Instruments Total Asset Derivatives: Exchange-traded derivative contracts Broker margin deposits $ — $ 60,018 $ 60,018 Forward derivative contracts (1) Derivative assets — 21,382 21,382 Total asset derivatives $ — $ 81,400 $ 81,400 Liability Derivatives: Exchange-traded derivative contracts Broker margin deposits $ (33,877) $ (96,831) $ (130,708) Forward derivative contracts (1) Derivative liabilities — (27,413) (27,413) Interest rate swap contracts Other long-term liabilities — (1,170) (1,170) Total liability derivatives $ (33,877) $ (125,414) $ (159,291) (1) Forward derivative contracts include the Partnership’s petroleum and ethanol physical and financial forwards and OTC swaps. |
Fair Value Hedge | |
Derivative Financial Instruments | |
Schedule of net gains and losses from derivatives recognized in consolidated statements of operations (in thousands) | Statement of Gain (Loss) Three Months Ended Nine Months Ended Recognized in Income on September 30, September 30, Derivatives 2017 2016 2017 2016 Derivatives in fair value hedging relationship Exchange-traded futures contracts and OTC derivative contracts for petroleum commodity products Cost of sales $ (3,930) $ 16,506 $ 36,990 $ (1,546) Hedged items in fair value hedge relationship Physical inventory Cost of sales $ 4,370 $ (19,336) $ (37,412) $ 9,152 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Measurements | |
Schedule of financial assets and financial liabilities measured at fair value on a recurring basis (in thousands) | Fair Value at September 30, 2017 Cash Collateral Level 1 Level 2 Level 3 Netting Total Assets: Forward derivative contracts (1) $ — $ 4,017 $ 1,147 $ — $ 5,164 Swap agreements and options — 186 — — 186 Exchange-traded/cleared derivative instruments (2) (39,185) — — 51,639 12,454 Pension plans 17,264 — — — 17,264 Total assets $ (21,921) $ 4,203 $ 1,147 $ 51,639 $ 35,068 Liabilities: Forward derivative contracts (1) $ — $ (9,977) $ (1,130) $ — $ (11,107) Swap agreements and options — (2) — — (2) Interest rate swaps — (406) — — (406) Total liabilities $ — $ (10,385) $ (1,130) $ — $ (11,515) Fair Value at December 31, 2016 Cash Collateral Level 1 Level 2 Level 3 Netting Total Assets: Forward derivative contracts (1) $ — $ 18,972 $ 1,683 $ — $ 20,655 Swap agreements and options — 727 — — 727 Exchange-traded/cleared derivative instruments (2) (70,690) — — 98,344 27,654 Pension plans 16,777 — — — 16,777 Total assets $ (53,913) $ 19,699 $ 1,683 $ 98,344 $ 65,813 Liabilities: Forward derivative contracts (1) $ — $ (25,097) $ (2,054) $ — $ (27,151) Swap agreements and options — (262) — — (262) Interest rate swaps — (1,170) — — (1,170) Total liabilities $ — $ (26,529) $ (2,054) $ — $ (28,583) (1) Forward derivative contracts include the Partnership’s petroleum and ethanol physical and financial forwards and OTC swaps. (2) Amount includes the effect of cash balances on deposit with clearing brokers. |
Carrying value and fair value of the Partnership’s senior notes (in thousands) | September 30, 2017 December 31, 2016 Face Fair Face Fair Value Value Value Value 6.25% senior notes $ 375,000 $ 379,687 $ 375,000 $ 361,163 7.00% senior notes $ 300,000 $ 303,000 $ 300,000 $ 289,500 |
Schedule of sensitivity of fair value measurement to changes in significant unobservable inputs | Significant Impact on Fair Value Unobservable Input Position Change to Input Measurement Location basis Long Increase (decrease) Gain (loss) Location basis Short Increase (decrease) Loss (gain) Transportation Long Increase (decrease) Gain (loss) Transportation Short Increase (decrease) Loss (gain) Throughput costs Long Increase (decrease) Gain (loss) Throughput costs Short Increase (decrease) Loss (gain) |
Summary of the changes in fair value of Level 3 financial assets and liabilities (in thousands) | Fair value at December 31, 2016 $ (371) Derivatives entered into during the period 102 Derivatives sold during the period 409 Realized gains (losses) recorded in cost of sales 560 Unrealized gains (losses) recorded in cost of sales (683) Fair value at September 30, 2017 $ 17 |
Environmental Liabilities, As39
Environmental Liabilities, Asset Retirement Obligations and RINs (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Environmental Liabilities, Asset Retirement Obligations and Renewable Identification Numbers (RINs) | |
Summary roll forward of the environmental liabilities (in thousands) | Balance at Other Balance at December 31, Payments Dispositions Adjustments September 30, Environmental Liability Related to: 2016 2017 2017 2017 2017 Retail gasoline stations $ 58,456 $ (1,913) $ (1,800) $ (1,201) $ 53,542 Terminals 4,609 (110) — — 4,499 Total environmental liabilities $ 63,065 $ (2,023) $ (1,800) $ (1,201) $ 58,041 Current portion $ 5,341 $ 5,329 Long-term portion 57,724 52,712 Total environmental liabilities $ 63,065 $ 58,041 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions | |
Schedule of receivables from related parties (in thousands) | September 30, December 31, 2017 2016 Receivables from GPC $ 72 $ 6 Receivables from the General Partner (1) 5,575 3,137 Total $ 5,647 $ 3,143 (1) Receivables from the General Partner reflect the Partnership’s prepayment of payroll taxes and payroll accruals to the General Partner. |
Long-Term Incentive Plan (Table
Long-Term Incentive Plan (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Long-Term Incentive Plan | |
Summary of the status of the non-vested phantom units | Weighted Number of Average Non-vested Grant Date Units Fair Value ($) Outstanding non—vested phantom units at December 31, 2016 571,554 38.56 Granted 579,588 16.75 Vested (119,055) 39.18 Forfeited (81,996) 34.91 Outstanding non—vested phantom units at September 30, 2017 950,091 25.49 |
Partners' Equity and Cash Dis42
Partners' Equity and Cash Distributions (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Partners' Equity and Cash Distribution | |
Schedule of quarterly cash distributions to the unitholders and the General Partner based on target levels | Marginal Percentage Total Quarterly Distribution Interest in Distributions Target Amount Unitholders General Partner First Target Distribution up to $0.4625 99.33 % 0.67 % Second Target Distribution above $0.4625 up to $0.5375 86.33 % 13.67 % Third Target Distribution above $0.5375 up to $0.6625 76.33 % 23.67 % Thereafter above $0.6625 51.33 % 48.67 % |
Schedule of cash distributions made by the Partnership (in thousands, except per unit data) | Earned for the Per Unit Cash Distribution Quarter Cash Common General Incentive Total Cash Payment Date Ended Distribution Units Partner Distribution Distribution 2/14/2017 12/31/16 $ $ 15,723 $ 106 $ — $ 15,829 5/15/2017 03/31/17 15,723 106 — 15,829 8/14/2017 06/30/17 15,723 106 — 15,829 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting | |
Summary of financial information for the reportable segments (in thousands) | Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Wholesale Segment: Sales Gasoline and gasoline blendstocks $ 559,685 $ 558,845 $ 1,526,452 $ 1,495,985 Crude oil (1) 109,923 129,293 356,594 438,390 Other oils and related products (2) 292,427 259,587 1,249,457 996,719 Total $ 962,035 $ 947,725 $ 3,132,503 $ 2,931,094 Product margin Gasoline and gasoline blendstocks $ 30,422 $ 21,529 $ 64,415 $ 64,503 Crude oil (1) (8,405) (16,818) 3,248 (28,839) Other oils and related products (2) 14,589 11,435 52,290 52,488 Total $ 36,606 $ 16,146 $ 119,953 $ 88,152 Gasoline Distribution and Station Operations Segment: Sales Gasoline $ 897,440 $ 818,403 $ 2,524,823 $ 2,250,140 Station operations (3) 94,856 101,943 258,309 288,186 Total $ 992,296 $ 920,346 $ 2,783,132 $ 2,538,326 Product margin Gasoline $ 84,170 $ 88,111 $ 230,608 $ 220,497 Station operations (3) 46,492 48,729 128,629 140,921 Total $ 130,662 $ 136,840 $ 359,237 $ 361,418 Commercial Segment: Sales $ 205,415 $ 162,127 $ 604,425 $ 457,789 Product margin $ 5,022 $ 4,176 $ 13,335 $ 16,566 Combined sales and Product margin: Sales $ 2,159,746 $ 2,030,198 $ 6,520,060 $ 5,927,209 Product margin (4) $ 172,290 $ 157,162 $ 492,525 $ 466,136 Depreciation allocated to cost of sales (22,196) (24,551) (67,042) (74,124) Combined gross profit $ 150,094 $ 132,611 $ 425,483 $ 392,012 (1) Crude oil consists of the Partnership’s crude oil sales and revenue from its logistics activities. (2) Other oils and related products primarily consist of distillates, residual oil and propane. (3) Station operations consist of convenience store sales, rental income and sundries. (4) Product margin is a non-GAAP financial measure used by management and external users of the Partnership’s consolidated financial statements to assess its business. The table above includes a reconciliation of product margin on a combined basis to gross profit, a directly comparable GAAP measure. |
Schedule of reconciliation of the totals reported for the reportable segments to the applicable line items in the consolidated financial statements (in thousands) | Three Months Ended Nine Months Ended September 30, September 30, 2017 2016 2017 2016 Combined gross profit $ 150,094 $ 132,611 $ 425,483 $ 392,012 Operating costs and expenses not allocated to operating segments: Selling, general and administrative expenses 40,134 36,705 111,600 108,329 Operating expenses 70,338 70,591 208,720 218,718 Amortization expense 2,260 2,260 6,781 7,128 Net loss (gain) on sale and disposition of assets 2,190 7,486 (7,291) 13,966 Goodwill and long-lived asset impairment 809 147,817 809 149,972 Total operating costs and expenses 115,731 264,859 320,619 498,113 Operating income (loss) 34,363 (132,248) 104,864 (106,101) Interest expense (20,626) (21,197) (65,836) (65,192) Income tax benefit (expense) 723 (3,138) (72) (1,668) Net income (loss) 14,460 (156,583) 38,956 (172,961) Net loss attributable to noncontrolling interest 418 37,032 1,242 39,076 Net income (loss) attributable to Global Partners LP $ 14,878 $ (119,551) $ 40,198 $ (133,885) |
Schedule of total assets by reportable segment (in thousands) | Wholesale Commercial GDSO Unallocated Total September 30, 2017 $ 555,517 $ 109 $ 1,244,669 $ 347,883 $ 2,148,178 December 31, 2016 $ 830,662 $ 134 $ 1,294,568 $ 438,656 $ 2,564,020 |
Changes in Accumulated Other 44
Changes in Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Changes in Accumulated Other Comprehensive Loss | |
Schedule of changes in accumulated other comprehensive loss (in thousands) | The following table presents the changes in accumulated other comprehensive loss by component for the periods presented (in thousands): Pension Three Months Ended September 30, 2017 Plan Derivatives Total Balance at June 30, 2017 $ (3,700) $ (575) $ (4,275) Other comprehensive income before reclassifications of gain (loss) (135) 167 32 Amount of (loss) gain reclassified from accumulated other comprehensive income 30 — 30 Total comprehensive (loss) income (105) 167 62 Balance at September 30, 2017 $ (3,805) $ (408) $ (4,213) Pension Nine Months Ended September 30, 2017 Plan Derivatives Total Balance at December 31, 2016 $ (4,269) $ (1,172) $ (5,441) Other comprehensive income before reclassifications of gain (loss) 488 764 1,252 Amount of (loss) gain reclassified from accumulated other comprehensive income (24) — (24) Total comprehensive income 464 764 1,228 Balance at September 30, 2017 $ (3,805) $ (408) $ (4,213) |
Supplemental Cash Flow Inform45
Supplemental Cash Flow Information (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of cash flow supplemental information | Nine Months Ended September 30, 2017 2016 Borrowings from working capital revolving credit facility $ 946,200 $ 1,191,000 Payments on working capital revolving credit facility (1,231,600) (1,121,100) Net (payments on) borrowings from working capital revolving credit facility $ (285,400) $ 69,900 Borrowings from revolving credit facility $ — $ 20,300 Payments on revolving credit facility (26,700) (108,500) Net payments on revolving credit facility $ (26,700) $ (88,200) |
Supplemental Guarantor Conden46
Supplemental Guarantor Condensed Consolidating Financial Information (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Supplemental Guarantor Condensed Consolidating Financial Statements | |
Schedule of condensed consolidating balance sheets | Condensed Consolidating Balance Sheet September 30, 2017 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 9,591 $ 1,264 $ — $ 10,855 Accounts receivable, net 330,527 220 192 330,939 Accounts receivable - affiliates 5,647 192 (192) 5,647 Inventories 280,510 — — 280,510 Brokerage margin deposits 12,454 — — 12,454 Derivative assets 5,350 — — 5,350 Prepaid expenses and other current assets 77,012 163 — 77,175 Total current assets 721,091 1,839 — 722,930 Property and equipment, net 1,030,146 8,085 — 1,038,231 Intangible assets, net 57,670 — — 57,670 Goodwill 291,455 — — 291,455 Other assets 37,892 — — 37,892 Total assets $ 2,138,254 $ 9,924 $ — $ 2,148,178 Liabilities and partners' equity Current liabilities: Accounts payable $ 241,588 $ 136 $ — $ 241,724 Accounts payable - affiliates (193) 193 — — Working capital revolving credit facility - current portion 39,200 — — 39,200 Environmental liabilities - current portion 5,329 — — 5,329 Trustee taxes payable 97,857 — — 97,857 Accrued expenses and other current liabilities 81,259 124 — 81,383 Derivative liabilities 11,109 — — 11,109 Total current liabilities 476,149 453 — 476,602 Working capital revolving credit facility - less current portion 100,000 — — 100,000 Revolving credit facility 190,000 — — 190,000 Senior notes 661,109 — — 661,109 Environmental liabilities - less current portion 52,712 — — 52,712 Financing obligations 152,463 — — 152,463 Deferred tax liabilities 64,181 — — 64,181 Other long-term liabilities 59,343 — — 59,343 Total liabilities 1,755,957 453 — 1,756,410 Partners' equity Global Partners LP equity 382,297 5,713 — 388,010 Noncontrolling interest — 3,758 — 3,758 Total partners' equity 382,297 9,471 — 391,768 Total liabilities and partners' equity $ 2,138,254 $ 9,924 $ — $ 2,148,178 Condensed Consolidating Balance Sheet December 31, 2016 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 9,373 $ 655 $ — $ 10,028 Accounts receivable, net 420,897 213 250 421,360 Accounts receivable - affiliates 2,865 528 (250) 3,143 Inventories 521,878 — — 521,878 Brokerage margin deposits 27,653 — — 27,653 Derivative assets 21,382 — — 21,382 Prepaid expenses and other current assets 69,872 150 — 70,022 Total current assets 1,073,920 1,546 — 1,075,466 Property and equipment, net 1,087,964 11,935 — 1,099,899 Intangible assets, net 65,013 — — 65,013 Goodwill 294,768 — — 294,768 Other assets 28,874 — — 28,874 Total assets $ 2,550,539 $ 13,481 $ — $ 2,564,020 Liabilities and partners' equity Current liabilities: Accounts payable $ 320,003 $ 259 $ — $ 320,262 Working capital revolving credit facility - current portion 274,600 — — 274,600 Environmental liabilities - current portion 5,341 — — 5,341 Trustee taxes payable 101,166 — — 101,166 Accrued expenses and other current liabilities 70,262 181 — 70,443 Derivative liabilities 27,413 — — 27,413 Total current liabilities 798,785 440 — 799,225 Working capital revolving credit facility - less current portion 150,000 — — 150,000 Revolving credit facility 216,700 — — 216,700 Senior notes 659,150 — — 659,150 Environmental liabilities - less current portion 57,724 — — 57,724 Financing obligations 152,444 — — 152,444 Deferred tax liabilities 66,054 — — 66,054 Other long-term liabilities 64,882 — — 64,882 Total liabilities 2,165,739 440 — 2,166,179 Partners' equity Global Partners LP equity 384,800 7,855 — 392,655 Noncontrolling interest — 5,186 — 5,186 Total partners' equity 384,800 13,041 — 397,841 Total liabilities and partners' equity $ 2,550,539 $ 13,481 $ — $ 2,564,020 |
Schedule of condensed consolidating statements of income | Three Months Ended September 30, 2017 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Eliminations Consolidated Sales $ 2,159,174 $ 645 $ (73) $ 2,159,746 Cost of sales 2,008,467 1,258 (73) 2,009,652 Gross profit (loss) 150,707 (613) — 150,094 Costs and operating expenses: Selling, general and administrative expenses 40,049 85 — 40,134 Operating expenses 69,991 347 — 70,338 Amortization expense 2,260 — — 2,260 Net loss on sale and disposition of assets 2,190 — — 2,190 Goodwill and long-lived asset impairment 809 — — 809 Total costs and operating expenses 115,299 432 — 115,731 Operating income (loss) 35,408 (1,045) — 34,363 Interest expense (20,626) — — (20,626) Income (loss) before income tax benefit 14,782 (1,045) — 13,737 Income tax benefit 723 — — 723 Net income (loss) 15,505 (1,045) — 14,460 Net loss attributable to noncontrolling interest — 418 — 418 Net income (loss) attributable to Global Partners LP 15,505 (627) — 14,878 Less: General partners' interest in net income, including incentive distribution rights 100 — — 100 Limited partners' interest in net income (loss) $ 15,405 $ (627) $ — $ 14,778 Condensed Consolidating Statement of Operations Three Months Ended September 30, 2016 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Eliminations Consolidated Sales $ 2,029,574 $ 948 $ (324) $ 2,030,198 Cost of sales 1,895,069 2,842 (324) 1,897,587 Gross profit 134,505 (1,894) — 132,611 Costs and operating expenses: Selling, general and administrative expenses 36,504 201 — 36,705 Operating expenses 69,692 899 — 70,591 Amortization expense 2,260 — — 2,260 Net loss on sale and disposition of assets 7,486 — — 7,486 Goodwill and long-lived asset impairment 43,648 104,169 — 147,817 Total costs and operating expenses 159,590 105,269 — 264,859 Operating loss (25,085) (107,163) — (132,248) Interest expense (21,197) — — (21,197) Loss before income tax expense (46,282) (107,163) — (153,445) Income tax expense (3,138) — — (3,138) Net loss (49,420) (107,163) — (156,583) Net loss attributable to noncontrolling interest — 37,032 — 37,032 Net loss attributable to Global Partners LP (49,420) (70,131) — (119,551) Less: General partners' interest in net loss, including incentive distribution rights (801) — — (801) Limited partners' interest in net loss $ (48,619) $ (70,131) $ — $ (118,750) Condensed Consolidating Statement of Operations Nine Months Ended September 30, 2017 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Eliminations Consolidated Sales $ 6,518,172 $ 2,248 $ (360) $ 6,520,060 Cost of sales 6,091,125 3,812 (360) 6,094,577 Gross profit (loss) 427,047 (1,564) — 425,483 Costs and operating expenses: Selling, general and administrative expenses 111,280 320 — 111,600 Operating expenses 207,483 1,237 — 208,720 Amortization expense 6,781 — — 6,781 Net gain on sale and disposition of assets (7,274) (17) — (7,291) Goodwill and long-lived asset impairment 809 — — 809 Total costs and operating expenses 319,079 1,540 — 320,619 Operating income (loss) 107,968 (3,104) — 104,864 Interest expense (65,836) — — (65,836) Income (loss) before income tax expense 42,132 (3,104) — 39,028 Income tax expense (72) — — (72) Net income (loss) 42,060 (3,104) — 38,956 Net loss attributable to noncontrolling interest — 1,242 — 1,242 Net income (loss) attributable to Global Partners LP 42,060 (1,862) — 40,198 Less: General partners' interest in net income, including incentive distribution rights 270 — — 270 Limited partners' interest in net income (loss) $ 41,790 $ (1,862) $ — $ 39,928 Condensed Consolidating Statement of Operations Nine Months Ended September 30, 2016 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Eliminations Consolidated Sales $ 5,925,280 $ 4,649 $ (2,720) $ 5,927,209 Cost of sales 5,529,366 8,551 (2,720) 5,535,197 Gross profit 395,914 (3,902) — 392,012 Costs and operating expenses: Selling, general and administrative expenses 107,648 681 — 108,329 Operating expenses 215,198 3,520 — 218,718 Amortization expense 7,128 — — 7,128 Net loss on sale and disposition of assets 13,966 — — 13,966 Goodwill and long-lived asset impairment 45,803 104,169 — 149,972 Total costs and operating expenses 389,743 108,370 — 498,113 Operating income (loss) 6,171 (112,272) — (106,101) Interest expense (65,192) — — (65,192) Loss before income tax expense (59,021) (112,272) — (171,293) Income tax expense (1,668) — — (1,668) Net loss (60,689) (112,272) — (172,961) Net loss attributable to noncontrolling interest — 39,076 — 39,076 Net loss attributable to Global Partners LP (60,689) (73,196) — (133,885) Less: General partners' interest in net loss, including incentive distribution rights (897) — — (897) Limited partners' interest in net loss $ (59,792) $ (73,196) $ — $ (132,988) |
Schedule of condensed consolidating statements of cash flows | Condensed Consolidating Statement Cash Flows Nine Months Ended September 30, 2017 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Consolidated Cash flows from operating activities Net cash provided by operating activities $ 361,387 $ 1,054 $ 362,441 Cash flows from investing activities Capital expenditures (31,646) — (31,646) Proceeds from sale of property and equipment 29,784 20 29,804 Net cash (used in) provided by investing activities (1,862) 20 (1,842) Cash flows from financing activities Net payments on working capital revolving credit facility (285,400) — (285,400) Net payments on revolving credit facility (26,700) — (26,700) Repurchased units withheld for tax obligations (516) — (516) Noncontrolling interest capital contribution 279 — 279 Distribution to noncontrolling interest — (465) (465) Distributions to partners (46,970) — (46,970) Net cash used in financing activities (359,307) (465) (359,772) Cash and cash equivalents Increase in cash and cash equivalents 218 609 827 Cash and cash equivalents at beginning of period 9,373 655 10,028 Cash and cash equivalents at end of period $ 9,591 $ 1,264 $ 10,855 Condensed Consolidating Statement Cash Flows Nine Months Ended September 30, 2016 (In thousands) (Issuer) Non- Guarantor Guarantor Subsidiaries Subsidiary Consolidated Cash flows from operating activities Net cash provided by operating activities $ 13,829 $ 331 $ 14,160 Cash flows from investing activities Capital expenditures (54,738) — (54,738) Proceeds from sale of property and equipment 58,908 9 58,917 Net cash provided by investing activities 4,170 9 4,179 Cash flows from financing activities Net borrowings from working capital revolving credit facility 69,900 — 69,900 Net payments on revolving credit facility (88,200) — (88,200) Proceeds from sale-leaseback, net 62,476 — 62,476 Distribution to noncontrolling interest 2,697 (4,495) (1,798) Distributions to partners (46,890) — (46,890) Net cash used in financing activities (17) (4,495) (4,512) Cash and cash equivalents Increase (decrease) in cash and cash equivalents 17,982 (4,155) 13,827 Cash and cash equivalents at beginning of period (3,574) 4,690 1,116 Cash and cash equivalents at end of period $ 14,408 $ 535 $ 14,943 |
Organization and Basis of Pre47
Organization and Basis of Presentation (Details) $ in Thousands | Feb. 01, 2017USD ($) | Sep. 30, 2017USD ($)itemshares | Sep. 30, 2016USD ($) | Apr. 25, 2017USD ($) | Dec. 31, 2016shares | Feb. 01, 2013 |
Organization | ||||||
Number of owned, leased and/or supplied gasoline stations | item | 1,435 | |||||
Number of convenience stores | item | 234 | |||||
General partner interest (as a percent) | 0.67% | |||||
Number of common units held | shares | 33,644,218 | 33,543,669 | ||||
Cash price | $ 29,804 | $ 58,917 | ||||
Percentage of outstanding membership interests acquired | 60.00% | |||||
Affiliates of general partner | ||||||
Organization | ||||||
Number of common units held | shares | 7,403,798 | |||||
Limited partner ownership interest (as a percent) | 21.80% | |||||
Third Amended and Restated Credit Agreement [Member] | ||||||
Organization | ||||||
Total available commitments | $ 1,300,000 | |||||
Sale of Natural Gas Brokerage And Electricity Businesses [Member] | ||||||
Organization | ||||||
Gross proceeds | $ 17,300 | |||||
Proceeds from sale of business | 16,300 | |||||
Realized gain on sale | $ 14,200 |
Organization and Basis of Pre48
Organization and Basis of Presentation - Risk, Impairment, etc.(Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)customer | Sep. 30, 2016USD ($)customer | |
Concentration of Risk | ||||
Number of significant customers | customer | 0 | 0 | ||
Asset Impairment Charges [Abstract] | ||||
Goodwill and long-lived asset impairment | $ 809 | $ 147,817 | $ 809 | $ 149,972 |
Wholesale Segment | ||||
Asset Impairment Charges [Abstract] | ||||
Goodwill and long-lived asset impairment | $ 0 | 0 | ||
Gasoline Distribution and Station Operations | ||||
Asset Impairment Charges [Abstract] | ||||
Goodwill and long-lived asset impairment | $ 800 | $ 800 | 300 | |
Commercial Segment | ||||
Asset Impairment Charges [Abstract] | ||||
Goodwill and long-lived asset impairment | $ 1,900 | |||
Sales Revenue | Product | ||||
Concentration of Risk | ||||
Percentage of consolidated total | 100.00% | 100.00% | 100.00% | 100.00% |
Sales Revenue | Product | Gasoline sales: gasoline and gasoline blendstocks (such as ethanol) | ||||
Concentration of Risk | ||||
Percentage of consolidated total | 71.00% | 71.00% | 65.00% | 66.00% |
Sales Revenue | Product | Crude oil sales and crude oil logistics revenue | ||||
Concentration of Risk | ||||
Percentage of consolidated total | 5.00% | 6.00% | 6.00% | 7.00% |
Sales Revenue | Product | Distillates (home heating oil, diesel and kerosene), residual oil, natural gas and propane sales | ||||
Concentration of Risk | ||||
Percentage of consolidated total | 20.00% | 18.00% | 25.00% | 22.00% |
Sales Revenue | Product | Convenience store sales, rental income and sundries | ||||
Concentration of Risk | ||||
Percentage of consolidated total | 4.00% | 5.00% | 4.00% | 5.00% |
Product Margin [Member] | ||||
Concentration of Risk | ||||
Percentage of consolidated total | 100.00% | 100.00% | 100.00% | 100.00% |
Product Margin [Member] | Wholesale Segment | ||||
Concentration of Risk | ||||
Percentage of consolidated total | 21.00% | 10.00% | 24.00% | 19.00% |
Product Margin [Member] | Gasoline Distribution and Station Operations | ||||
Concentration of Risk | ||||
Percentage of consolidated total | 76.00% | 87.00% | 73.00% | 77.00% |
Product Margin [Member] | Commercial Segment | ||||
Concentration of Risk | ||||
Percentage of consolidated total | 3.00% | 3.00% | 3.00% | 4.00% |
Net Income (Loss) Per Limited49
Net Income (Loss) Per Limited Partner Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 27, 2017 | Jul. 28, 2017 | Apr. 28, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 |
Net Income Per Limited Partner Unit | ||||||||
Repurchased units not deemed outstanding | 351,345 | 351,345 | 451,894 | |||||
Net (loss) income attributable to Global Partners LP | $ 14,878 | $ (119,551) | $ 40,198 | $ (133,885) | ||||
Declared distribution | 15,829 | 15,829 | 47,487 | 47,487 | ||||
Assumed allocation of undistributed net income (loss) | (951) | (135,380) | (7,289) | (181,372) | ||||
Assumed allocation of net income (loss) | $ 14,878 | $ (119,551) | $ 40,198 | $ (133,885) | ||||
Denominator: | ||||||||
Basic weighted average limited partner units outstanding | 33,644,000 | 33,531,000 | 33,570,000 | 33,522,000 | ||||
Diluted weighted average limited partner units outstanding | 33,945,000 | 33,531,000 | 33,839,000 | 33,522,000 | ||||
Basic net income (loss) per limited partner unit | $ 0.44 | $ (3.54) | $ 1.19 | $ (3.97) | ||||
Diluted net income (loss) per limited partner unit | $ 0.44 | $ (3.54) | $ 1.18 | $ (3.97) | ||||
Quarterly cash distribution declared (in dollars per unit) | $ 0.4625 | $ 0.4625 | ||||||
Subsequent event | ||||||||
Denominator: | ||||||||
Quarterly cash distribution declared (in dollars per unit) | $ 0.4625 | |||||||
Common units | ||||||||
Net Income Per Limited Partner Unit | ||||||||
Net (loss) income attributable to Global Partners LP | $ 14,778 | $ (118,750) | $ 39,928 | $ (132,988) | ||||
Declared distribution | 15,723 | 15,723 | 47,169 | 47,169 | ||||
Assumed allocation of undistributed net income (loss) | (945) | (134,473) | (7,241) | (180,157) | ||||
Assumed allocation of net income (loss) | $ 14,778 | $ (118,750) | $ 39,928 | $ (132,988) | ||||
Denominator: | ||||||||
Basic weighted average limited partner units outstanding | 33,644,000 | 33,531,000 | 33,570,000 | 33,522,000 | ||||
Dilutive effect of phantom units | 301,000 | 269,000 | ||||||
Diluted weighted average limited partner units outstanding | 33,945,000 | 33,531,000 | 33,839,000 | 33,522,000 | ||||
Basic net income (loss) per limited partner unit | $ 0.44 | $ (3.54) | $ 1.19 | $ (3.97) | ||||
Diluted net income (loss) per limited partner unit | $ 0.44 | $ (3.54) | $ 1.18 | $ (3.97) | ||||
General Partner, Global GP LLC | ||||||||
Net Income Per Limited Partner Unit | ||||||||
Net (loss) income attributable to Global Partners LP | $ 100 | $ (801) | $ 270 | $ (897) | ||||
Declared distribution | 106 | 106 | 318 | 318 | ||||
Assumed allocation of undistributed net income (loss) | (6) | (907) | (48) | (1,215) | ||||
Assumed allocation of net income (loss) | $ 100 | $ (801) | $ 270 | $ (897) |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Inventories | ||
Inventories | $ 280,510 | $ 521,878 |
Positive exchange balances on inventory exchange agreements accounted for as accounts receivable | 6,600 | 4,000 |
Negative exchange balances on inventory exchange agreements accounted for as accounts payable | 15,400 | 13,400 |
Distillates: home heating oil, diesel and kerosene | ||
Inventories | ||
Inventories | 119,826 | 180,272 |
Gasoline | ||
Inventories | ||
Inventories | 77,887 | 101,368 |
Gasoline blendstocks | ||
Inventories | ||
Inventories | 34,035 | 54,582 |
Crude Oil | ||
Inventories | ||
Inventories | 18,759 | 136,113 |
Residual oil | ||
Inventories | ||
Inventories | 13,577 | 29,536 |
Propane and other | ||
Inventories | ||
Inventories | 728 | 3,167 |
Renewable identification numbers (RINs) | ||
Inventories | ||
Inventories | 435 | 631 |
Convenience store inventory | ||
Inventories | ||
Inventories | $ 15,263 | $ 16,209 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Roll forward of the Partnership's goodwill | |||
Goodwill, Beginning Balance | $ 294,768 | ||
Disposals | (3,313) | ||
Goodwill, Ending Balance | $ 291,455 | ||
Wholesale Segment | |||
Roll forward of the Partnership's goodwill | |||
Impairment | $ 121,700 | $ 121,700 |
Property and Equipment (Details
Property and Equipment (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($)location | Dec. 31, 2016USD ($) | |
Property and Equipment | |||||
Total property and equipment | $ 1,537,935 | $ 1,537,935 | $ 1,535,418 | ||
Less accumulated depreciation | 499,704 | 499,704 | 435,519 | ||
Total | 1,038,231 | 1,038,231 | 1,099,899 | ||
Assets held for sale | 6,500 | 6,500 | 17,500 | ||
Long-lived asset impairment | 809 | $ 147,817 | 809 | $ 149,972 | |
Commercial Segment | |||||
Property and Equipment | |||||
Long-lived asset impairment | 1,900 | ||||
Wholesale Segment | |||||
Property and Equipment | |||||
Long-lived asset impairment | 0 | 0 | |||
Gasoline Distribution and Station Operations | |||||
Property and Equipment | |||||
Long-lived asset impairment | 800 | 800 | $ 300 | ||
Number of discrete sites impaired | location | 1 | ||||
West Coast Of USA [Member] | |||||
Property and Equipment | |||||
Long-lived assets subject to impairment | 58,500 | 58,500 | |||
North Dakota | Wholesale Segment | |||||
Property and Equipment | |||||
Long-lived asset impairment | 23,200 | $ 23,200 | |||
New York | Wholesale Segment | |||||
Property and Equipment | |||||
Long-lived asset impairment | $ 2,900 | $ 2,900 | |||
Buildings, docks, terminal facilities and improvements | |||||
Property and Equipment | |||||
Total property and equipment | 1,004,098 | 1,004,098 | 984,373 | ||
Land | |||||
Property and Equipment | |||||
Total property and equipment | 407,653 | 407,653 | 418,025 | ||
Fixtures and equipment | |||||
Property and Equipment | |||||
Total property and equipment | 41,481 | 41,481 | 40,354 | ||
Idle Plant Assets [Member] | |||||
Property and Equipment | |||||
Total property and equipment | 30,500 | 30,500 | 30,500 | ||
Idle Plant Assets [Member] | West Coast Of USA [Member] | |||||
Property and Equipment | |||||
Long-lived assets subject to impairment | 30,500 | 30,500 | |||
Construction in process | |||||
Property and Equipment | |||||
Total property and equipment | 18,385 | 18,385 | 42,069 | ||
Capitalized internal use software | |||||
Property and Equipment | |||||
Total property and equipment | $ 35,818 | $ 35,818 | $ 20,097 |
Sales and Disposition of Asse53
Sales and Disposition of Assets (Details) $ in Thousands | Feb. 01, 2017USD ($) | Aug. 22, 2016USD ($)location | Sep. 30, 2017USD ($)location | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)location | Sep. 30, 2016USD ($) | Sep. 30, 2017item | Sep. 30, 2017USD ($) | Dec. 31, 2016USD ($)location |
Sales and Disposition of Assets | |||||||||
Other | $ 167 | $ (24) | $ 793 | $ 155 | |||||
Net loss (gain) on sale and disposition of assets | 2,190 | 7,486 | (7,291) | 13,966 | |||||
Goodwill derecognized | $ 3,313 | ||||||||
Assets held for sale | $ 6,500 | $ 17,500 | |||||||
Sites held for sale, expected period | 12 months | ||||||||
Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | |||||||||
Sales and Disposition of Assets | |||||||||
Loss on assets held-for-sale | 1,571 | 4,000 | $ 5,010 | 9,644 | |||||
Sale of Natural Gas Brokerage And Electricity Businesses [Member] | |||||||||
Sales and Disposition of Assets | |||||||||
Proceeds before adjustments | $ 17,300 | ||||||||
Proceeds from sale of business | $ 16,300 | ||||||||
Sale of Natural Gas Brokerage And Electricity Businesses [Member] | Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | Commercial Segment | |||||||||
Sales and Disposition of Assets | |||||||||
(Gain) loss on sale and divestitures | (14,172) | ||||||||
Periodic Divestiture Of Gasoline Stations (Member) | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Gasoline Distribution and Station Operations | |||||||||
Sales and Disposition of Assets | |||||||||
(Gain) loss on sale and divestitures | 77 | (139) | 253 | 518 | |||||
Periodic Divestiture Of Gasoline Stations (Member) | Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | |||||||||
Sales and Disposition of Assets | |||||||||
Loss on assets held-for-sale | $ 100 | $ 400 | 5,600 | ||||||
Number of sites classified as held for sale | location | 11 | 11 | 17 | ||||||
Strategic Asset Divestiture Program (Member) | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Gasoline Distribution and Station Operations | |||||||||
Sales and Disposition of Assets | |||||||||
Loss on strategic asset sale | $ (375) | 201 | $ (825) | 201 | |||||
Mirabito Disposition [Member] | |||||||||
Sales and Disposition of Assets | |||||||||
Number of locations divested | location | 30 | ||||||||
Goodwill derecognized | 12,800 | 12,800 | |||||||
Mirabito Disposition [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | |||||||||
Sales and Disposition of Assets | |||||||||
Aggregate total cash price | $ 40,000 | ||||||||
Mirabito Disposition [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Gasoline Distribution and Station Operations | |||||||||
Sales and Disposition of Assets | |||||||||
Loss on strategic asset sale | 3,850 | 3,850 | |||||||
Real Estate Firm Coordinated Sale [Member] | |||||||||
Sales and Disposition of Assets | |||||||||
Goodwill derecognized | $ 400 | $ 3,300 | |||||||
Real Estate Firm Coordinated Sale [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | |||||||||
Sales and Disposition of Assets | |||||||||
Number of locations divested to date | location | 59 | 59 | |||||||
Number of locations divested | location | 30 | ||||||||
Number of sites classified as held for sale | 10 | 10 | 6 | ||||||
Real Estate Firm Coordinated Sale [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Gasoline Distribution and Station Operations | |||||||||
Sales and Disposition of Assets | |||||||||
Goodwill derecognized | $ 400 | ||||||||
Real Estate Firm Coordinated Sale [Member] | Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | |||||||||
Sales and Disposition of Assets | |||||||||
Loss on assets held-for-sale | $ 1,500 | $ 4,000 | $ 4,600 | $ 4,000 | |||||
Number of locations divested | location | 6 | ||||||||
Real Estate Firm Coordinated Sale [Member] | Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | Gasoline Distribution and Station Operations | |||||||||
Sales and Disposition of Assets | |||||||||
Number of sites classified as held for sale | location | 10 | 10 |
Debt and Financing Obligations
Debt and Financing Obligations (Details) $ in Thousands | Apr. 25, 2017USD ($)item | Sep. 30, 2017USD ($) | Sep. 30, 2016 | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($) | Feb. 24, 2016USD ($) | Feb. 23, 2016USD ($) |
Debt and Financing Obligations | ||||||||
Working capital revolving credit facility-current portion | $ 39,200 | $ 39,200 | $ 274,600 | |||||
Third Amended and Restated Credit Agreement [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Total available commitments | $ 1,300,000 | |||||||
Total available commitments including accordion | $ 1,600,000 | |||||||
Number of line of credit facilities | item | 2 | |||||||
Debt instrument, minimum amount | $ 25,000 | |||||||
Average interest rates (as a percent) | 3.70% | 3.40% | 3.60% | 3.60% | ||||
Cap on repayment of junior indebtedness | 100,000 | |||||||
Total borrowings outstanding | $ 329,200 | $ 329,200 | ||||||
Total remaining availability for borrowings and letters of credit | 944,500 | 944,500 | 764,800,000 | |||||
Maximum outstanding loans in Canadian Dollars | 200,000 | |||||||
General Secured Indebtedness Basket [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Total available commitments | 25,000 | |||||||
Working Capital Facility [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Total available commitments | 850,000 | $ 900,000 | $ 1,000,000 | |||||
Estimated borrowings in next year | 100,000 | 100,000 | ||||||
Long-term portion | 150,000 | |||||||
Working capital revolving credit facility-current portion | 39,200 | 39,200 | 274,600 | |||||
Reduction of debt outstanding | 1,231,600 | $ 1,121,100 | 285,400 | |||||
Increased credit facility | 946,200 | 1,191,000 | ||||||
Credit Facility Swingline Feature [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Total available commitments | 75,000 | |||||||
Revolving Credit Facility [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Total available commitments | 450,000 | $ 575,000 | $ 775,000 | |||||
Reduction of debt outstanding | 26,700 | 108,500 | ||||||
Increased credit facility | $ 20,300 | |||||||
Total borrowings outstanding | 190,000 | 190,000 | ||||||
Credit Facility Accordion Feature [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Total available commitments | 300,000 | |||||||
Letter of credit | ||||||||
Debt and Financing Obligations | ||||||||
Outstanding letters of credit | 26,300 | 26,300 | ||||||
General Investment Basket [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Total available commitments | 25,000 | |||||||
Secured Indebtedness [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Total available commitments | 75,000 | |||||||
Sale/Leaseback Transaction [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Total available commitments | 100,000 | |||||||
Basket For Purchase of Common Units Of Partnership [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Total available commitments | $ 50,000 | |||||||
Senior Notes 6.25 Percent Due 2022 | ||||||||
Debt and Financing Obligations | ||||||||
Aggregate principal amount | $ 375,000 | $ 375,000 | $ 375,000 | |||||
Stated interest rate (as a percent) | 6.25% | 6.25% | 6.25% | |||||
Senior Notes 7.00 Percent Due 2023 [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Aggregate principal amount | $ 300,000 | $ 300,000 | $ 300,000 | |||||
Stated interest rate (as a percent) | 7.00% | 7.00% | ||||||
Maximum | Third Amended and Restated Credit Agreement [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Commitment fee on the unused portion (as a percent) | 0.50% | |||||||
Minimum | Third Amended and Restated Credit Agreement [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Commitment fee on the unused portion (as a percent) | 0.35% | |||||||
Eurocurrency/Eurodollar rate | Maximum | Working Capital Facility [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Interest rate margin (as a percent) | 2.50% | |||||||
Eurocurrency/Eurodollar rate | Maximum | Revolving Credit Facility [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Interest rate margin (as a percent) | 3.00% | |||||||
Eurocurrency/Eurodollar rate | Minimum | Working Capital Facility [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Interest rate margin (as a percent) | 2.00% | |||||||
Eurocurrency/Eurodollar rate | Minimum | Revolving Credit Facility [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Interest rate margin (as a percent) | 2.00% | |||||||
Cost of funds rate | Maximum | Working Capital Facility [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Interest rate margin (as a percent) | 2.50% | |||||||
Cost of funds rate | Maximum | Revolving Credit Facility [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Interest rate margin (as a percent) | 3.00% | |||||||
Cost of funds rate | Minimum | Working Capital Facility [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Interest rate margin (as a percent) | 2.00% | |||||||
Cost of funds rate | Minimum | Revolving Credit Facility [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Interest rate margin (as a percent) | 2.00% | |||||||
Base rate | Maximum | Working Capital Facility [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Interest rate margin (as a percent) | 1.50% | |||||||
Base rate | Maximum | Revolving Credit Facility [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Interest rate margin (as a percent) | 2.00% | |||||||
Base rate | Minimum | Working Capital Facility [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Interest rate margin (as a percent) | 1.00% | |||||||
Base rate | Minimum | Revolving Credit Facility [Member] | ||||||||
Debt and Financing Obligations | ||||||||
Interest rate margin (as a percent) | 1.00% |
Debt and Financing Obligation55
Debt and Financing Obligations - Financing Obligations (Details) $ in Thousands | Jun. 29, 2016USD ($)locationitem | Jun. 01, 2015USD ($)item | Apr. 30, 2017USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Apr. 25, 2017USD ($) | Dec. 31, 2016USD ($) | Feb. 24, 2016USD ($) | Feb. 23, 2016USD ($) |
Financing Obligations | |||||||||||
Net loss (gain) on sale and disposition of assets | $ 2,190 | $ 7,486 | $ (7,291) | $ 13,966 | |||||||
Financing obligations | 152,463 | 152,463 | $ 152,444 | ||||||||
Unamortized fees | 17,200 | 17,200 | 14,100 | ||||||||
Write-off of a portion of the original issue discount and deferred financing fees | 573 | 1,828 | |||||||||
Amortization expenses | 1,300 | 1,500 | 4,295 | 4,467 | |||||||
Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations [Member] | Sale Leaseback Sites [Member] | |||||||||||
Financing Obligations | |||||||||||
Net loss (gain) on sale and disposition of assets | 0 | ||||||||||
Financing obligations | $ 62,500 | 62,500 | 62,500 | ||||||||
Number of sites under financing obligation | location | 30 | ||||||||||
Interest expense for sale-leaseback properties | 1,100 | 1,100 | 3,300 | 1,100 | |||||||
Sale leaseback, gross proceeds | $ 63,500 | ||||||||||
Initial lease term | 15 years | ||||||||||
Number of 5-year options | item | 2 | ||||||||||
Number of 10-year options | item | 1 | ||||||||||
Sale leaseback financing fees | $ 1,000 | ||||||||||
Unamortized fees | 900 | 900 | 1,000 | ||||||||
Capitol Petroleum Group | |||||||||||
Financing Obligations | |||||||||||
Financing obligations | $ 89,600 | 89,900 | 89,900 | ||||||||
Number of sale-leaseback transactions | item | 2 | ||||||||||
Number of sites under financing obligation | item | 53 | ||||||||||
Interest expense for sale-leaseback properties | 2,400 | 2,400 | 7,200 | 7,200 | |||||||
Lease rental payments | 2,400 | $ 2,400 | 7,200 | $ 7,100 | |||||||
Third Amended and Restated Credit Agreement [Member] | |||||||||||
Financing Obligations | |||||||||||
Deferred financing fees capitalized | $ 8,000 | ||||||||||
Unamortized fees | 10,600 | 10,600 | 6,500 | ||||||||
Total available commitments | $ 1,300,000 | ||||||||||
Working Capital Facility [Member] | |||||||||||
Financing Obligations | |||||||||||
Total available commitments | 850,000 | $ 900,000 | $ 1,000,000 | ||||||||
Revolving Credit Facility [Member] | |||||||||||
Financing Obligations | |||||||||||
Total available commitments | $ 450,000 | $ 575,000 | $ 775,000 | ||||||||
All Senior Notes [Member] | |||||||||||
Financing Obligations | |||||||||||
Unamortized fees | $ 5,700 | $ 5,700 | $ 6,600 |
Derivative Financial Instrume56
Derivative Financial Instruments (Details) $ in Millions | Sep. 30, 2017USD ($)item |
Exchange-Traded Derivatives | Long [Member] | |
Volume of activity related to derivative financial instruments | |
Nonmonetary units | 121,849 |
Exchange-Traded Derivatives | Short [Member] | |
Volume of activity related to derivative financial instruments | |
Nonmonetary units | 124,112 |
OTC Derivatives (Petroleum/Ethanol) | Long [Member] | |
Volume of activity related to derivative financial instruments | |
Nonmonetary units | 5,319 |
OTC Derivatives (Petroleum/Ethanol) | Short [Member] | |
Volume of activity related to derivative financial instruments | |
Nonmonetary units | 4,430 |
Interest Rate Swaps | |
Volume of activity related to derivative financial instruments | |
Monetary units | $ | $ 100 |
Derivative Financial Instrume57
Derivative Financial Instruments - FV Hedges (Details) - Fair Value Hedge - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Futures contracts | ||||
Fair values of derivative financial instruments | ||||
Amount of Gain (Loss) Recognized in Income on Derivatives | $ (3,930) | $ 16,506 | $ 36,990 | $ (1,546) |
Inventories | ||||
Fair values of derivative financial instruments | ||||
Amount of Gain (Loss) Recognized in Income on Hedged Items | $ 4,370 | $ (19,336) | $ (37,412) | $ 9,152 |
Derivative Financial Instrume58
Derivative Financial Instruments - CF Hedges (Details) $ in Thousands | Sep. 30, 2017USD ($)DerivativeInstrument | Dec. 31, 2016USD ($) |
Senior Notes 6.25 Percent Due 2022 | ||
Fair values of derivative financial instruments | ||
Aggregate principal amount | $ 375,000 | $ 375,000 |
Stated interest rate (as a percent) | 6.25% | 6.25% |
Cash Flow Hedges | ||
Fair values of derivative financial instruments | ||
Hedged borrowings | $ 100,000 | |
Cash Flow Hedges | Interest Rate Swaps | ||
Fair values of derivative financial instruments | ||
Number of agreements in place | DerivativeInstrument | 1 |
Derivative Financial Instrume59
Derivative Financial Instruments - CF Hedges Gain, Loss (Details) - Cash Flow Hedges - Derivatives designated as hedging instruments - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Gains and losses from derivatives | ||||
Amount of Gain (Loss) Recognized in Other Comprehensive Income on Derivatives | $ 200,000 | $ 700,000 | $ 800,000 | $ 1,200,000 |
Gain (Loss) on Interest Rate Cash Flow Hedge Ineffectiveness | $ 0 | $ 0 |
Derivative Financial Instrume60
Derivative Financial Instruments - Not Designated (Details) - Derivatives not designated as hedging instruments $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($)item | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)item | Sep. 30, 2016USD ($) | |
Derivative Financial Instruments | ||||
Amount of Gain (Loss) Recognized in Income on Derivatives | $ 6,470 | $ 1,851 | $ 9,212 | $ 1,865 |
Commodity product | ||||
Derivative Financial Instruments | ||||
Amount of Gain (Loss) Recognized in Income on Derivatives | $ 6,470 | 1,883 | $ 9,212 | 1,794 |
Commodity product | Maximum | ||||
Derivative Financial Instruments | ||||
Aggregate units of products in a controlled trading program | item | 250,000 | 250,000 | ||
Foreign Exchange | ||||
Derivative Financial Instruments | ||||
Amount of Gain (Loss) Recognized in Income on Derivatives | $ (32) | $ 71 |
Derivative Financial Instrume61
Derivative Financial Instruments - Fair Value (Details) $ in Thousands | Sep. 30, 2017USD ($)item | Dec. 31, 2016USD ($) |
Fair values of derivative financial instruments | ||
Asset Derivatives | $ 34,327 | $ 81,400 |
Liability Derivatives | $ (79,677) | (159,291) |
Credit Risk | ||
Number of clearing brokers, primarily utilized | item | 3 | |
Exchange-Traded Derivatives | ||
Fair values of derivative financial instruments | ||
Asset Derivatives | $ 28,977 | 60,018 |
Liability Derivatives | (68,162) | (130,708) |
Forward derivative contracts | ||
Fair values of derivative financial instruments | ||
Asset Derivatives | 5,350 | 21,382 |
Liability Derivatives | (11,109) | (27,413) |
Interest Rate Cap | ||
Fair values of derivative financial instruments | ||
Liability Derivatives | (406) | |
Interest Rate Swaps | ||
Fair values of derivative financial instruments | ||
Liability Derivatives | (1,170) | |
Derivatives designated as hedging instruments | ||
Fair values of derivative financial instruments | ||
Liability Derivatives | (1,529) | (33,877) |
Derivatives designated as hedging instruments | Exchange-Traded Derivatives | ||
Fair values of derivative financial instruments | ||
Liability Derivatives | (1,529) | (33,877) |
Derivatives not designated as hedging instruments | ||
Fair values of derivative financial instruments | ||
Asset Derivatives | 34,327 | 81,400 |
Liability Derivatives | (78,148) | (125,414) |
Derivatives not designated as hedging instruments | Exchange-Traded Derivatives | ||
Fair values of derivative financial instruments | ||
Asset Derivatives | 28,977 | 60,018 |
Liability Derivatives | (66,633) | (96,831) |
Derivatives not designated as hedging instruments | Forward derivative contracts | ||
Fair values of derivative financial instruments | ||
Asset Derivatives | 5,350 | 21,382 |
Liability Derivatives | (11,109) | (27,413) |
Derivatives not designated as hedging instruments | Interest Rate Cap | ||
Fair values of derivative financial instruments | ||
Liability Derivatives | $ (406) | |
Derivatives not designated as hedging instruments | Interest Rate Swaps | ||
Fair values of derivative financial instruments | ||
Liability Derivatives | $ (1,170) |
Fair Value Measurements (Detail
Fair Value Measurements (Details) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017USD ($)$ / item | Dec. 31, 2016USD ($)$ / item | |
Senior Notes 6.25 Percent Due 2022 | ||
Liabilities: | ||
Stated interest rate (as a percent) | 6.25% | 6.25% |
Face value of debt instrument | $ 375,000 | $ 375,000 |
Fair value of debt instrument | $ 379,687 | 361,163 |
Senior Notes 7.00 Percent Due 2023 [Member] | ||
Liabilities: | ||
Stated interest rate (as a percent) | 7.00% | |
Face value of debt instrument | $ 300,000 | 300,000 |
Fair value of debt instrument | 303,000 | 289,500 |
Level 3 | ||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | ||
Fair Value, beginning of period | (371) | |
Purchases | 102 | |
Sales | 409 | |
Recognized gains (losses) recorded in cost of sales | 560 | |
Unrecognized gains (losses) recorded in cost of sales | (683) | |
Fair Value, end of period | $ 17 | $ (371) |
Minimum | Level 3 | ||
Liabilities: | ||
Estimated margin, crude oil (in dollars per barrel) | $ / item | 0.05 | 4.05 |
Estimated margin, propane (in dollars per barrel) | $ / item | 3.78 | 4.20 |
Maximum | Level 3 | ||
Liabilities: | ||
Estimated margin, crude oil (in dollars per barrel) | $ / item | 3.25 | 6.50 |
Estimated margin, propane (in dollars per barrel) | $ / item | 7.35 | 10.50 |
Recurring basis | ||
Assets: | ||
Cash collateral netting | $ 51,639 | $ 98,344 |
Recurring basis | Exchange-Traded Derivatives | ||
Assets: | ||
Cash collateral netting | 51,639 | 98,344 |
Recurring basis | Total estimated fair value | ||
Assets: | ||
Pension plans | 17,264 | 16,777 |
Total assets | 35,068 | 65,813 |
Liabilities: | ||
Total liabilities | (11,515) | (28,583) |
Recurring basis | Total estimated fair value | Forward derivative contracts | ||
Assets: | ||
Derivative assets | 5,164 | 20,655 |
Liabilities: | ||
Derivative liabilities | (11,107) | (27,151) |
Recurring basis | Total estimated fair value | Swap agreements and option contracts | ||
Assets: | ||
Derivative assets | 186 | 727 |
Liabilities: | ||
Derivative liabilities | (2) | (262) |
Recurring basis | Total estimated fair value | Interest Rate Swaps | ||
Liabilities: | ||
Derivative liabilities | (406) | (1,170) |
Recurring basis | Total estimated fair value | Exchange-Traded Derivatives | ||
Assets: | ||
Exchange-traded/cleared derivative instruments | 12,454 | 27,654 |
Recurring basis | Total estimated fair value | Level 1 | ||
Assets: | ||
Pension plans | 17,264 | 16,777 |
Total pre-netting liabilities | (21,921) | (53,913) |
Recurring basis | Total estimated fair value | Level 1 | Exchange-Traded Derivatives | ||
Assets: | ||
Exchange-traded/cleared derivative instruments | (39,185) | (70,690) |
Recurring basis | Total estimated fair value | Level 2 | ||
Assets: | ||
Total assets | 4,203 | 19,699 |
Liabilities: | ||
Total liabilities | (10,385) | (26,529) |
Recurring basis | Total estimated fair value | Level 2 | Forward derivative contracts | ||
Assets: | ||
Derivative assets | 4,017 | 18,972 |
Liabilities: | ||
Derivative liabilities | (9,977) | (25,097) |
Recurring basis | Total estimated fair value | Level 2 | Swap agreements and option contracts | ||
Assets: | ||
Derivative assets | 186 | 727 |
Liabilities: | ||
Derivative liabilities | (2) | (262) |
Recurring basis | Total estimated fair value | Level 2 | Interest Rate Swaps | ||
Liabilities: | ||
Derivative liabilities | (406) | (1,170) |
Recurring basis | Total estimated fair value | Level 3 | ||
Assets: | ||
Total assets | 1,147 | 1,683 |
Liabilities: | ||
Total liabilities | (1,130) | (2,054) |
Recurring basis | Total estimated fair value | Level 3 | Forward derivative contracts | ||
Assets: | ||
Derivative assets | 1,147 | 1,683 |
Liabilities: | ||
Derivative liabilities | $ (1,130) | $ (2,054) |
Environmental Liabilities, As63
Environmental Liabilities, Asset Retirement Obligations and Renewable Identification Numbers (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | |
Changes in environmental liabilities during the period | |||
Balance at the beginning of the period | $ 63,065 | ||
Payments | (2,023) | ||
Dispositions | (1,800) | ||
Other adjustments | (1,201) | ||
Balance at the end of the period | 58,041 | ||
Environmental liabilities | |||
Current portion | $ 5,329 | $ 5,341 | |
Long-term portion | 52,712 | 57,724 | |
Total environmental liabilities | $ 63,065 | 58,041 | 63,065 |
Asset Retirement Obligations | |||
Total assets retirement obligations | 7,800 | 8,300 | |
Renewable Identification Numbers (RINs) | |||
Settlement period of RVO | 1 year | ||
RIN Deficiency | 200 | ||
Retail Gasoline Stations | |||
Changes in environmental liabilities during the period | |||
Balance at the beginning of the period | $ 58,456 | ||
Payments | (1,913) | ||
Dispositions | (1,800) | ||
Other adjustments | (1,201) | ||
Balance at the end of the period | 53,542 | ||
Environmental liabilities | |||
Total environmental liabilities | 58,456 | 53,542 | 58,456 |
Terminals | |||
Changes in environmental liabilities during the period | |||
Balance at the beginning of the period | 4,609 | ||
Payments | (110) | ||
Balance at the end of the period | 4,499 | ||
Environmental liabilities | |||
Total environmental liabilities | $ 4,609 | $ 4,499 | $ 4,609 |
Related-Party Transactions (Det
Related-Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Information on related party transaction | |||||
Receivables from related parties | $ 5,647 | $ 5,647 | $ 3,143 | ||
GPC | |||||
Information on related party transaction | |||||
Receivables from related parties | 72 | $ 72 | 6 | ||
GPC | GPC Amended and Restated Services Agreement [Member] | |||||
Information on related party transaction | |||||
Notice period to terminate the receipt of services under the agreement | 90 days | ||||
General Partner, Global GP LLC | |||||
Information on related party transaction | |||||
Expenses incurred from transactions with related parties | 26,600 | $ 21,400 | $ 75,900 | $ 70,600 | |
Receivables from related parties | $ 5,575 | $ 5,575 | $ 3,137 | ||
Slifka Family [Member] | GPC | |||||
Related Party Transactions | |||||
Ownership interest | 100.00% | 100.00% |
Long-Term Incentive Plan (Detai
Long-Term Incentive Plan (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 92 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Long-Term Incentive Plan | |||||
Number of common units initially authorized for issuance under LTIP (in shares) | 4,300,000 | 4,300,000 | |||
Compensation expenses | $ 1,200 | $ 900 | $ 3,200 | $ 3,100 | |
Unrecognized compensation cost related to the non-vested awards | $ 15,300 | $ 15,300 | |||
Repurchase Program | |||||
Aggregate common units authorized to be acquired (in shares) | 1,242,427 | 1,242,427 | |||
Common units repurchased by General Partner (in shares) | 838,505 | ||||
Common units repurchased by General Partner | $ 0 | $ 24,800 | |||
Performance costs | $ 800 | ||||
Phantom Unit Awards [Member] | |||||
Long-Term Incentive Plan | |||||
Phantom units granted (in shares) | 579,588 | ||||
Reversal of stock based compensation | $ 400 | $ 1,800 | |||
Number of Non-vested Units | |||||
Outstanding non-vested units at the beginning of the period (in shares) | 571,554 | ||||
Granted (in shares) | 579,588 | ||||
Vested (in shares) | (119,055) | ||||
Forfeited (in shares) | (27,019) | (81,996) | |||
Outstanding non-vested units at the end of the period (in shares) | 950,091 | 950,091 | 571,554 | ||
Weighted Average Grant Date Fair Value | |||||
Outstanding non-vested units at the beginning of the period (in dollars per share) | $ 38.56 | ||||
Granted (in dollars per share) | 16.75 | ||||
Vested (in dollars per share) | 39.18 | ||||
Forfeited (in dollars per share) | 34.91 | ||||
Outstanding non-vested units at the end of the period (in dollars per share) | $ 25.49 | $ 25.49 | $ 38.56 |
Partners' Equity and Cash Dis66
Partners' Equity and Cash Distributions (Details) | Oct. 27, 2017$ / shares | Aug. 14, 2017USD ($)$ / shares | Jul. 28, 2017$ / shares | May 15, 2017USD ($)$ / shares | Apr. 28, 2017$ / shares | Feb. 14, 2017USD ($)$ / shares | Sep. 30, 2017item$ / sharesshares | Dec. 31, 2016shares |
Partners' Equity and Cash Distributions | ||||||||
Number of common units held | shares | 33,644,218 | 33,543,669 | ||||||
General partner interest (as a percent) | 0.67% | |||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Period of distribution of available cash after end of each quarter | 45 days | |||||||
Number of quarters of cash reserves to provide funds for distributions to unitholders and General Partner | item | 4 | |||||||
Cash Distribution Payment | ||||||||
Per Unit Cash Distribution (in dollars per unit) | $ 0.4625 | $ 0.4625 | $ 0.4625 | |||||
Cash distribution | $ | $ 15,829,000 | $ 15,829,000 | $ 15,829,000 | |||||
Distribution declared | ||||||||
Quarterly cash distribution declared (in dollars per unit) | $ 0.4625 | $ 0.4625 | ||||||
Subsequent event | ||||||||
Distribution declared | ||||||||
Quarterly cash distribution declared (in dollars per unit) | $ 0.4625 | |||||||
Subsequent event | Annualized basis | ||||||||
Distribution declared | ||||||||
Quarterly cash distribution declared (in dollars per unit) | $ 1.85 | |||||||
Common units | ||||||||
Partners' Equity and Cash Distributions | ||||||||
Limited partner ownership interest (as a percent) | 99.33% | |||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Units, ending balance | shares | 33,995,563 | |||||||
Cash Distribution Payment | ||||||||
Cash distribution | $ | 15,723 | 15,723,000 | 15,723,000 | |||||
General Partner, Global GP LLC | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Units, ending balance | shares | 230,303 | |||||||
Cash Distribution Payment | ||||||||
Cash distribution | $ | $ 106,000 | $ 106,000 | $ 106,000 | |||||
First Target Distribution | Maximum | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Total Quarterly Distribution Target Amount (in dollars per unit) | $ 0.4625 | |||||||
First Target Distribution | Common units | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Marginal Percentage Interest in Distributions | 99.33% | |||||||
First Target Distribution | General Partner, Global GP LLC | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Marginal Percentage Interest in Distributions | 0.67% | |||||||
Second Target Distribution | Minimum | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Total Quarterly Distribution Target Amount (in dollars per unit) | $ 0.4625 | |||||||
Second Target Distribution | Maximum | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Total Quarterly Distribution Target Amount (in dollars per unit) | $ 0.5375 | |||||||
Second Target Distribution | Common units | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Marginal Percentage Interest in Distributions | 86.33% | |||||||
Second Target Distribution | General Partner, Global GP LLC | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Marginal Percentage Interest in Distributions | 13.67% | |||||||
Third Target Distribution | Minimum | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Total Quarterly Distribution Target Amount (in dollars per unit) | $ 0.5375 | |||||||
Third Target Distribution | Maximum | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Total Quarterly Distribution Target Amount (in dollars per unit) | $ 0.6625 | |||||||
Third Target Distribution | Common units | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Marginal Percentage Interest in Distributions | 76.33% | |||||||
Third Target Distribution | General Partner, Global GP LLC | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Marginal Percentage Interest in Distributions | 23.67% | |||||||
Thereafter | Minimum | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Total Quarterly Distribution Target Amount (in dollars per unit) | $ 0.6625 | |||||||
Thereafter | Common units | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Marginal Percentage Interest in Distributions | 51.33% | |||||||
Thereafter | General Partner, Global GP LLC | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Marginal Percentage Interest in Distributions | 48.67% | |||||||
Affiliates of general partner | ||||||||
Partners' Equity and Cash Distributions | ||||||||
Number of common units held | shares | 7,403,798 | |||||||
Limited partner ownership interest (as a percent) | 21.80% | |||||||
Affiliates of general partner | Common units | ||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||
Units, ending balance | shares | 7,403,798 |
Unitholders' Equity (Details)
Unitholders' Equity (Details) - Common units - At The Market Offering Program - USD ($) $ in Millions | May 19, 2015 | Sep. 30, 2017 |
Limited Partners' Capital Account [Line Items] | ||
Aggregate offering price | $ 50 | |
Number of common units sold | 0 |
Segment Reporting (Details)
Segment Reporting (Details) $ in Thousands, gal in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($)gal | Sep. 30, 2016USD ($)gal | Sep. 30, 2017USD ($)gal | Sep. 30, 2016USD ($)gal | |
Summarized financial information for the Partnership's reportable segments | ||||
Sales | $ 2,159,746 | $ 2,030,198 | $ 6,520,060 | $ 5,927,209 |
Product margin | 172,290 | 157,162 | 492,525 | 466,136 |
Depreciation allocated to cost of sales | (22,196) | (24,551) | (67,042) | (74,124) |
Gross profit | 150,094 | 132,611 | 425,483 | 392,012 |
Wholesale Segment | ||||
Summarized financial information for the Partnership's reportable segments | ||||
Sales | 962,035 | 947,725 | 3,132,503 | 2,931,094 |
Product margin | 36,606 | 16,146 | 119,953 | 88,152 |
Gasoline sales: gasoline and gasoline blendstocks (such as ethanol) | ||||
Summarized financial information for the Partnership's reportable segments | ||||
Sales | 559,685 | 558,845 | 1,526,452 | 1,495,985 |
Product margin | 30,422 | 21,529 | 64,415 | 64,503 |
Crude Oil | ||||
Summarized financial information for the Partnership's reportable segments | ||||
Sales | 109,923 | 129,293 | 356,594 | 438,390 |
Product margin | (8,405) | (16,818) | 3,248 | (28,839) |
Other oils and related products | ||||
Summarized financial information for the Partnership's reportable segments | ||||
Sales | 292,427 | 259,587 | 1,249,457 | 996,719 |
Product margin | 14,589 | 11,435 | 52,290 | 52,488 |
Gasoline Distribution and Station Operations | ||||
Summarized financial information for the Partnership's reportable segments | ||||
Sales | 992,296 | 920,346 | 2,783,132 | 2,538,326 |
Product margin | $ 130,662 | $ 136,840 | $ 359,237 | $ 361,418 |
Sales volume supplied by Wholesale to GDSO (in gallons) | gal | 123 | 130 | 361 | 362 |
Gasoline | ||||
Summarized financial information for the Partnership's reportable segments | ||||
Sales | $ 897,440 | $ 818,403 | $ 2,524,823 | $ 2,250,140 |
Product margin | 84,170 | 88,111 | 230,608 | 220,497 |
Station operations | ||||
Summarized financial information for the Partnership's reportable segments | ||||
Sales | 94,856 | 101,943 | 258,309 | 288,186 |
Product margin | 46,492 | 48,729 | 128,629 | 140,921 |
Commercial Segment | ||||
Summarized financial information for the Partnership's reportable segments | ||||
Sales | 205,415 | 162,127 | 604,425 | 457,789 |
Product margin | $ 5,022 | $ 4,176 | $ 13,335 | $ 16,566 |
Intersegment transaction | Gasoline Distribution and Station Operations | ||||
Summarized financial information for the Partnership's reportable segments | ||||
Sales volume supplied by Wholesale to GDSO (in gallons) | gal | 123 | 130 |
Segment Reporting - Reconciliat
Segment Reporting - Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Reconciliation of the totals reported for the reportable segments to the applicable line items in the consolidated financial statements | ||||
Combined gross profit | $ 150,094 | $ 132,611 | $ 425,483 | $ 392,012 |
Operating costs and expenses | ||||
Selling, general and administrative expenses | 40,134 | 36,705 | 111,600 | 108,329 |
Operating expenses | 70,338 | 70,591 | 208,720 | 218,718 |
Amortization expense | 2,260 | 2,260 | 6,781 | 7,128 |
Net (gain) loss on sale and disposition of assets | 2,190 | 7,486 | (7,291) | 13,966 |
Long-lived asset impairment | 809 | 147,817 | 809 | 149,972 |
Total costs and operating expenses | 115,731 | 264,859 | 320,619 | 498,113 |
Operating income | 34,363 | (132,248) | 104,864 | (106,101) |
Interest expense | (20,626) | (21,197) | (65,836) | (65,192) |
Income tax benefit (expense) | 723 | (3,138) | (72) | (1,668) |
Net income (loss) | 14,460 | (156,583) | 38,956 | (172,961) |
Net loss attributable to noncontrolling interest | 418 | 37,032 | 1,242 | 39,076 |
Net income (loss) attributable to Global Partners LP | 14,878 | (119,551) | 40,198 | (133,885) |
Operating costs and expenses not allocated to operating segments | ||||
Operating costs and expenses | ||||
Selling, general and administrative expenses | 40,134 | 36,705 | 111,600 | 108,329 |
Operating expenses | 70,338 | 70,591 | 208,720 | 218,718 |
Amortization expense | 2,260 | 2,260 | 6,781 | 7,128 |
Net (gain) loss on sale and disposition of assets | 2,190 | 7,486 | (7,291) | 13,966 |
Long-lived asset impairment | 809 | 147,817 | 809 | 149,972 |
Total costs and operating expenses | $ 115,731 | $ 264,859 | $ 320,619 | $ 498,113 |
Segment Reporting - Assets (Det
Segment Reporting - Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Segment assets | ||
Total | $ 2,148,178 | $ 2,564,020 |
Wholesale Segment | ||
Segment assets | ||
Total | 555,517 | 830,662 |
Commercial Segment | ||
Segment assets | ||
Total | 109 | 134 |
Gasoline Distribution and Station Operations | ||
Segment assets | ||
Total | 1,244,669 | 1,294,568 |
Unallocated | ||
Segment assets | ||
Total | $ 347,883 | $ 438,656 |
Income Taxes (Details)
Income Taxes (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)item | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($) | |
Income Taxes | |||||
Income tax provision | $ (723) | $ 3,138 | $ 72 | $ 1,668 | |
Number of wholly owned subsidiaries which are taxable for federal and state income tax purposes | item | 1 | ||||
Unrecognized tax benefits | 1,500 | $ 1,500 | $ 1,400 | ||
Portion of unrecognized tax benefits that would impact the effective tax rate if recognized | $ 1,500 | $ 1,500 | $ 1,400 |
Changes in Accumulated Other 72
Changes in Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017 | Sep. 30, 2017 | |
Changes in Accumulated Other Comprehensive Loss | ||
Balance, beginning of period | $ 397,841 | |
Balance, end of period | $ 391,768 | 391,768 |
Pension Plan | ||
Changes in Accumulated Other Comprehensive Loss | ||
Balance, beginning of period | (3,700) | (4,269) |
Other comprehensive income before reclassifications of gain (loss) | (135) | 488 |
Amount of (loss) gain reclassified from accumulated other comprehensive income | 30 | (24) |
Total other comprehensive (loss) income | (105) | 464 |
Balance, end of period | (3,805) | (3,805) |
Derivatives | ||
Changes in Accumulated Other Comprehensive Loss | ||
Balance, beginning of period | (575) | (1,172) |
Other comprehensive income before reclassifications of gain (loss) | 167 | 764 |
Total other comprehensive (loss) income | 167 | 764 |
Balance, end of period | (408) | (408) |
Accumulated Other Comprehensive Loss | ||
Changes in Accumulated Other Comprehensive Loss | ||
Balance, beginning of period | (4,275) | (5,441) |
Other comprehensive income before reclassifications of gain (loss) | 32 | 1,252 |
Amount of (loss) gain reclassified from accumulated other comprehensive income | 30 | (24) |
Total other comprehensive (loss) income | 62 | 1,228 |
Balance, end of period | $ (4,213) | $ (4,213) |
Supplemental Cash Flow Inform73
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Revolving Credit Facility [Member] | |||
Borrowing from credit facility | $ 20,300 | ||
Payments on credit facility | $ (26,700) | (108,500) | |
Net (payments on) borrowings from credit facility | (26,700) | (88,200) | |
Working Capital Facility [Member] | |||
Borrowing from credit facility | 946,200 | 1,191,000 | |
Payments on credit facility | (1,231,600) | (1,121,100) | $ (285,400) |
Net (payments on) borrowings from credit facility | $ (285,400) | $ 69,900 |
Legal Proceedings (Details)
Legal Proceedings (Details) | Feb. 03, 2016USD ($) | Oct. 05, 2015item | Jun. 30, 2017gal | Sep. 30, 2017a |
Alleged Violations of Clean Air Act at Albany Terminal [Member] | ||||
Other legal proceedings | ||||
Terminal area (in acres) | a | 63 | |||
Number of plaintiffs added | item | 2 | |||
Damages sought | $ | $ 37,500 | |||
Damages from Product Defects [Member] | ||||
Other legal proceedings | ||||
Quantity of product affected (in gallons) | gal | 14 |
New Accounting Standards (Detai
New Accounting Standards (Details) | 12 Months Ended |
Dec. 31, 2016 | |
New Accounting Standards | |
Percentage of physical contracts | 40.00% |
Subsequent Event (Details)
Subsequent Event (Details) $ / shares in Units, $ in Millions | Oct. 27, 2017$ / shares | Oct. 18, 2017store | Oct. 18, 2017location | Oct. 18, 2017USD ($) | Jul. 28, 2017$ / shares | Apr. 28, 2017$ / shares |
Subsequent Event | ||||||
Quarterly cash distribution declared (in dollars per unit) | $ 0.4625 | $ 0.4625 | ||||
Subsequent event | ||||||
Subsequent Event | ||||||
Quarterly cash distribution declared (in dollars per unit) | $ 0.4625 | |||||
Subsequent event | Honey Farms Acquisition [Member] | ||||||
Subsequent Event | ||||||
Number of Locations Acquired | 22 | 11 | ||||
Purchase price | $ | $ 36 | |||||
Subsequent event | Annualized basis | ||||||
Subsequent Event | ||||||
Quarterly cash distribution declared (in dollars per unit) | $ 1.85 |
Supp Guarantor Cond Cons Fin St
Supp Guarantor Cond Cons Fin Stmts - B/S (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Ownership interest (as a percent) | 100.00% | 100.00% | ||
Current assets: | ||||
Cash and cash equivalents | $ 10,855 | $ 14,943 | $ 10,028 | $ 1,116 |
Accounts receivable, net | 330,939 | 421,360 | ||
Accounts receivable-affiliates | 5,647 | 3,143 | ||
Inventories | 280,510 | 521,878 | ||
Brokerage margin deposits | 12,454 | 27,653 | ||
Derivate assets | 5,350 | 21,382 | ||
Prepaid expenses and other current assets | 77,175 | 70,022 | ||
Total current assets | 722,930 | 1,075,466 | ||
Property and equipment, net | 1,038,231 | 1,099,899 | ||
Intangible assets, net | 57,670 | 65,013 | ||
Goodwill | 291,455 | 294,768 | ||
Other assets | 37,892 | 28,874 | ||
Total assets | 2,148,178 | 2,564,020 | ||
Current liabilities: | ||||
Accounts payable | 241,724 | 320,262 | ||
Working capital revolving credit facility-current portion | 39,200 | 274,600 | ||
Environmental liabilities-current portion | 5,329 | 5,341 | ||
Trustee taxes payable | 97,857 | 101,166 | ||
Accrued expenses and other current liabilities | 81,383 | 70,443 | ||
Derivative liabilities | 11,109 | 27,413 | ||
Total current liabilities | 476,602 | 799,225 | ||
Working capital revolving credit facility-less current portion | 100,000 | 150,000 | ||
Revolving credit facility | 190,000 | 216,700 | ||
Senior notes | 661,109 | 659,150 | ||
Environmental liabilities-less current portion | 52,712 | 57,724 | ||
Financing obligations | 152,463 | 152,444 | ||
Deferred tax liabilities | 64,181 | 66,054 | ||
Other long-term liabilities | 59,343 | 64,882 | ||
Total liabilities | 1,756,410 | 2,166,179 | ||
Partners' equity | ||||
Total Global Partners LP equity | 388,010 | 392,655 | ||
Noncontrolling interest | 3,758 | 5,186 | ||
Total partners' equity | 391,768 | 397,841 | ||
Total liabilities and partners' equity | 2,148,178 | 2,564,020 | ||
Reportable Legal Entities [Member] | Subsidiary Issuer [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 9,591 | 14,408 | 9,373 | (3,574) |
Accounts receivable, net | 330,527 | 420,897 | ||
Accounts receivable-affiliates | 5,647 | 2,865 | ||
Inventories | 280,510 | 521,878 | ||
Brokerage margin deposits | 12,454 | 27,653 | ||
Derivate assets | 5,350 | 21,382 | ||
Prepaid expenses and other current assets | 77,012 | 69,872 | ||
Total current assets | 721,091 | 1,073,920 | ||
Property and equipment, net | 1,030,146 | 1,087,964 | ||
Intangible assets, net | 57,670 | 65,013 | ||
Goodwill | 291,455 | 294,768 | ||
Other assets | 37,892 | 28,874 | ||
Total assets | 2,138,254 | 2,550,539 | ||
Current liabilities: | ||||
Accounts payable | 241,588 | 320,003 | ||
Accounts payable - affiliates | (193) | |||
Working capital revolving credit facility-current portion | 39,200 | 274,600 | ||
Environmental liabilities-current portion | 5,329 | 5,341 | ||
Trustee taxes payable | 97,857 | 101,166 | ||
Accrued expenses and other current liabilities | 81,259 | 70,262 | ||
Derivative liabilities | 11,109 | 27,413 | ||
Total current liabilities | 476,149 | 798,785 | ||
Working capital revolving credit facility-less current portion | 100,000 | 150,000 | ||
Revolving credit facility | 190,000 | 216,700 | ||
Senior notes | 661,109 | 659,150 | ||
Environmental liabilities-less current portion | 52,712 | 57,724 | ||
Financing obligations | 152,463 | 152,444 | ||
Deferred tax liabilities | 64,181 | 66,054 | ||
Other long-term liabilities | 59,343 | 64,882 | ||
Total liabilities | 1,755,957 | 2,165,739 | ||
Partners' equity | ||||
Total Global Partners LP equity | 382,297 | 384,800 | ||
Total partners' equity | 382,297 | 384,800 | ||
Total liabilities and partners' equity | 2,138,254 | 2,550,539 | ||
Reportable Legal Entities [Member] | Non-Guarantor Subsidiary | ||||
Current assets: | ||||
Cash and cash equivalents | 1,264 | $ 535 | 655 | $ 4,690 |
Accounts receivable, net | 220 | 213 | ||
Accounts receivable-affiliates | 192 | 528 | ||
Prepaid expenses and other current assets | 163 | 150 | ||
Total current assets | 1,839 | 1,546 | ||
Property and equipment, net | 8,085 | 11,935 | ||
Total assets | 9,924 | 13,481 | ||
Current liabilities: | ||||
Accounts payable | 136 | 259 | ||
Accounts payable - affiliates | 193 | |||
Accrued expenses and other current liabilities | 124 | 181 | ||
Total current liabilities | 453 | 440 | ||
Total liabilities | 453 | 440 | ||
Partners' equity | ||||
Total Global Partners LP equity | 5,713 | 7,855 | ||
Noncontrolling interest | 3,758 | 5,186 | ||
Total partners' equity | 9,471 | 13,041 | ||
Total liabilities and partners' equity | 9,924 | 13,481 | ||
Eliminations | ||||
Current assets: | ||||
Accounts receivable, net | 192 | 250 | ||
Accounts receivable-affiliates | $ (192) | $ (250) |
Supp Guarantor Cond Cons Fin 78
Supp Guarantor Cond Cons Fin Stmts - I/S (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Condensed Income Statements, Captions [Line Items] | ||||
Sales | $ 2,159,746 | $ 2,030,198 | $ 6,520,060 | $ 5,927,209 |
Cost of sales | 2,009,652 | 1,897,587 | 6,094,577 | 5,535,197 |
Gross profit | 150,094 | 132,611 | 425,483 | 392,012 |
Costs and operating expenses: | ||||
Selling, general and administrative expenses | 40,134 | 36,705 | 111,600 | 108,329 |
Operating expenses | 70,338 | 70,591 | 208,720 | 218,718 |
Amortization expense | 2,260 | 2,260 | 6,781 | 7,128 |
Net (gain) loss on sale and disposition of assets | 2,190 | 7,486 | (7,291) | 13,966 |
Goodwill and long-lived asset impairment | 809 | 147,817 | 809 | 149,972 |
Total costs and operating expenses | 115,731 | 264,859 | 320,619 | 498,113 |
Operating income (loss) | 34,363 | (132,248) | 104,864 | (106,101) |
Interest expense | (20,626) | (21,197) | (65,836) | (65,192) |
Income (loss) before income tax benefit (expense) | 13,737 | (153,445) | 39,028 | (171,293) |
Income tax benefit (expense) | 723 | (3,138) | (72) | (1,668) |
Net income (loss) | 14,460 | (156,583) | 38,956 | (172,961) |
Net loss attributable to noncontrolling interest | 418 | 37,032 | 1,242 | 39,076 |
Net income (loss) attributable to Global Partners LP | 14,878 | (119,551) | 40,198 | (133,885) |
Less: General partner’s interest in net income (loss), including incentive distribution rights | 100 | (801) | 270 | (897) |
Limited partners' interest in net income (loss) | 14,778 | (118,750) | 39,928 | (132,988) |
Reportable Legal Entities [Member] | Subsidiary Issuer [Member] | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Sales | 2,159,174 | 2,029,574 | 6,518,172 | 5,925,280 |
Cost of sales | 2,008,467 | 1,895,069 | 6,091,125 | 5,529,366 |
Gross profit | 150,707 | 134,505 | 427,047 | 395,914 |
Costs and operating expenses: | ||||
Selling, general and administrative expenses | 40,049 | 36,504 | 111,280 | 107,648 |
Operating expenses | 69,991 | 69,692 | 207,483 | 215,198 |
Amortization expense | 2,260 | 2,260 | 6,781 | 7,128 |
Net (gain) loss on sale and disposition of assets | 2,190 | 7,486 | (7,274) | 13,966 |
Goodwill and long-lived asset impairment | 809 | 43,648 | 809 | 45,803 |
Total costs and operating expenses | 115,299 | 159,590 | 319,079 | 389,743 |
Operating income (loss) | 35,408 | (25,085) | 107,968 | 6,171 |
Interest expense | (20,626) | (21,197) | (65,836) | (65,192) |
Income (loss) before income tax benefit (expense) | 14,782 | (46,282) | 42,132 | (59,021) |
Income tax benefit (expense) | 723 | (3,138) | (72) | (1,668) |
Net income (loss) | 15,505 | (49,420) | 42,060 | (60,689) |
Net income (loss) attributable to Global Partners LP | 15,505 | (49,420) | 42,060 | (60,689) |
Less: General partner’s interest in net income (loss), including incentive distribution rights | 100 | (801) | 270 | (897) |
Limited partners' interest in net income (loss) | 15,405 | (48,619) | 41,790 | (59,792) |
Reportable Legal Entities [Member] | Non-Guarantor Subsidiary | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Sales | 645 | 948 | 2,248 | 4,649 |
Cost of sales | 1,258 | 2,842 | 3,812 | 8,551 |
Gross profit | (613) | (1,894) | (1,564) | (3,902) |
Costs and operating expenses: | ||||
Selling, general and administrative expenses | 85 | 201 | 320 | 681 |
Operating expenses | 347 | 899 | 1,237 | 3,520 |
Net (gain) loss on sale and disposition of assets | (17) | |||
Goodwill and long-lived asset impairment | 104,169 | 104,169 | ||
Total costs and operating expenses | 432 | 105,269 | 1,540 | 108,370 |
Operating income (loss) | (1,045) | (107,163) | (3,104) | (112,272) |
Income (loss) before income tax benefit (expense) | (1,045) | (107,163) | (3,104) | (112,272) |
Net income (loss) | (1,045) | (107,163) | (3,104) | (112,272) |
Net loss attributable to noncontrolling interest | 418 | 37,032 | 1,242 | 39,076 |
Net income (loss) attributable to Global Partners LP | (627) | (70,131) | (1,862) | (73,196) |
Limited partners' interest in net income (loss) | (627) | (70,131) | (1,862) | (73,196) |
Eliminations | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Sales | (73) | (324) | (360) | (2,720) |
Cost of sales | $ (73) | $ (324) | $ (360) | $ (2,720) |
Supp Guarantor Cond Cons Fin 79
Supp Guarantor Cond Cons Fin Stmts - SCF (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities | ||
Net cash provided by operating activities | $ 362,441 | $ 14,160 |
Cash flows from investing activities | ||
Capital expenditures | (31,646) | (54,738) |
Proceeds from sale of property and equipment | 29,804 | 58,917 |
Net cash (used in) provided by investing activities | (1,842) | 4,179 |
Cash flows from financing activities | ||
Proceeds from sale-leaseback, net | 62,476 | |
Repurchased units withheld for tax obligations | (516) | |
Noncontrolling interest capital contribution | 279 | |
Distribution to noncontrolling interest | (465) | (1,798) |
Distributions to partners | (46,970) | (46,890) |
Net cash used in financing activities | (359,772) | (4,512) |
Cash and cash equivalents | ||
Increase in cash and cash equivalents | 827 | 13,827 |
Cash and cash equivalents at beginning of period | 10,028 | 1,116 |
Cash and cash equivalents at end of period | 10,855 | 14,943 |
Revolving Credit Facility [Member] | ||
Cash flows from financing activities | ||
Net (payments on) borrowings from credit facility | (26,700) | (88,200) |
Working Capital Facility [Member] | ||
Cash flows from financing activities | ||
Net (payments on) borrowings from credit facility | (285,400) | 69,900 |
Subsidiary Issuer [Member] | Reportable Legal Entities [Member] | ||
Cash flows from operating activities | ||
Net cash provided by operating activities | 361,387 | 13,829 |
Cash flows from investing activities | ||
Capital expenditures | (31,646) | (54,738) |
Proceeds from sale of property and equipment | 29,784 | 58,908 |
Net cash (used in) provided by investing activities | (1,862) | 4,170 |
Cash flows from financing activities | ||
Proceeds from sale-leaseback, net | 62,476 | |
Repurchased units withheld for tax obligations | (516) | |
Noncontrolling interest capital contribution | 279 | |
Distribution to noncontrolling interest | 2,697 | |
Distributions to partners | (46,970) | (46,890) |
Net cash used in financing activities | (359,307) | (17) |
Cash and cash equivalents | ||
Increase in cash and cash equivalents | 218 | 17,982 |
Cash and cash equivalents at beginning of period | 9,373 | (3,574) |
Cash and cash equivalents at end of period | 9,591 | 14,408 |
Subsidiary Issuer [Member] | Revolving Credit Facility [Member] | Reportable Legal Entities [Member] | ||
Cash flows from financing activities | ||
Net (payments on) borrowings from credit facility | (26,700) | (88,200) |
Subsidiary Issuer [Member] | Working Capital Facility [Member] | Reportable Legal Entities [Member] | ||
Cash flows from financing activities | ||
Net (payments on) borrowings from credit facility | (285,400) | 69,900 |
Non-Guarantor Subsidiary | Reportable Legal Entities [Member] | ||
Cash flows from operating activities | ||
Net cash provided by operating activities | 1,054 | 331 |
Cash flows from investing activities | ||
Proceeds from sale of property and equipment | 20 | 9 |
Net cash (used in) provided by investing activities | 20 | 9 |
Cash flows from financing activities | ||
Distribution to noncontrolling interest | (465) | (4,495) |
Net cash used in financing activities | (465) | (4,495) |
Cash and cash equivalents | ||
Increase in cash and cash equivalents | 609 | (4,155) |
Cash and cash equivalents at beginning of period | 655 | 4,690 |
Cash and cash equivalents at end of period | $ 1,264 | $ 535 |